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Troubled Assets Relief Program (TARP)
Monthly 105(a) Report – October 2010
November 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
October 2010
Page
TARP Enactment and End of Authority ............................................................................................................................... 2
Where are the TARP Funds? ............................................................................................................................................... 3
•
Existing TARP Budget; Commitments, Disbursements and Repayments
Program Updates ……………………………………………………………………………………………………........................ 5
•
Dividends and Interest
•
Capital Purchase Program
•
Housing Programs
•
Hardest Hit Fund
•
Automotive Industry Financing Program
•
AIG
•
Public Private Investment Program
For Your Information – Links to Other TARP Reports ……..………………………………………………….………………... 13
Appendices
Appendix 1 – Description of TARP Programs & How Treasury Exercises Its Voting Rights
Appendix 2 – Financial Statement
Monthly 105(a) Report
October 2010
TARP Enactment and End of Authority
Treasury is pleased to present the Office of Financial Stability’s Monthly 105(a) Report for October 2010 for the Troubled Asset Relief Program, or
TARP.
The TARP was established pursuant to the Emergency Economic Stabilization Act of 2008 or EESA. This law was adopted on October 3, 2008 in
response to the worst financial crisis since the Great Depression. 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 help prevent avoidable foreclosures and keep people in their homes.
The actions taken under TARP, together with the American Recovery and Reinvestment Act of 2009 and other actions taken by the government,
succeeded in helping to stabilize the financial system and restore the conditions necessary for economic growth.
October 3, 2010 marked the second anniversary of the TARP and the end of the authority to make new financial commitments. 1 Two years after
the passage of EESA, our financial system is stable, Treasury has already recovered over $204 billion of the $475 billion authorized and $388 billion
paid out, and Treasury expects to recover most of the funds that have been invested (i.e., other than amounts invested in the housing programs).
Going forward, the Department of the Treasury will continue to manage the investments prudently while working with the companies to recover as
much of the taxpayers’ funds as possible. We will also continue our efforts to help distressed homeowners and support our financial and economic
recovery. In October, Treasury released the TARP Two Year Retrospective, which served to provide an in-depth view of the history of the TARP
program as well as expectations looking forward. A copy of the report is available at http://www.FinancialStability.gov/latest/pr_10052010.html.
The ultimate cost of TARP will depend on how financial markets and the economy perform in the future. If financial and economic conditions
deteriorate, prospects for outstanding TARP investments will also deteriorate. In the Two Year Retrospective Report, we estimated that the total
cost of TARP will be approximately $50 billion, assuming the American International Group, Inc (AIG) restructuring is completed and when
measured at then-current prices. This is a notable decline from earlier estimates.
Treasury expects to release the Office of Financial Stability Agency Financial Report Fiscal Year 2010 in mid-November, which will include detailed
information on TARP programs and the projected valuation and estimated costs.
1
In January 2009, Treasury voluntarily agreed to certify – in its monthly reports to Congress -- that each new TARP investment decision was based only on investment criteria and
the relevant facts. Treasury made its final investments in September 2010, and its legal authority to make new financial commitments under EESA expired in early October 2010.
Accordingly, Treasury will no longer include monthly certifications in its 105(a) reports, because Treasury will not make any new TARP investments in the future.
2
Monthly 105(a) Report
October 2010
Where are TARP Funds?
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 Treasury’s Housing Programs
under TARP, the Legacy Securities Public Private Investment Program, the Automotive Industry Financing Program, the Community Development
Capital Initiative and the SBA 7(a) Securities Purchase Program, and the other programs described below and in Appendix 1. 2
Existing TARP Budget; Commitments, Disbursements and Repayments
As of October 31, 2010, for all TARP programs:
•
$475 billion has been committed;
•
$388 billion, of the amount committed has been disbursed; and
•
$204 billion of the amount disbursed has been repaid to Treasury.
The chart below shows, as of October 31, 2010:
(i) A summary of the planned TARP investment amounts together with the total funds disbursed and investments that have been repaid
by program.
For information on TARP proceeds in addition to repayments, please refer to Program Updates – Dividends and Interest.
2
Taxpayers can track progress on all of the financial stability programs on Treasury’s website www.FinancialStability.gov. Specifically, taxpayers can look at investments and
repayments within two business days of closing in the TARP transaction reports at www.FinancialStability.gov/latest/reportsanddocs.html.
3
Monthly 105(a) Report
October 2010
Figure 1: TARP Summary through October 2010 ($ billions) 3
Commitments
Capital Purchase Program
Citigroup common stock
$
$
204.89
b
Targeted Investment Program
Asset Guarantee Program c
5.00
$
a
$
139.44 $
19.83
$
13.35 $
3.01
40.00
$
40.00 $
4.26
0.00
$
0.00 $
2.69
5.23
$
0.60
$
0.00 $
0.00
$
22.41
$
14.88
$
0.43 $
0.28
AIG
$
69.84
$
47.54
$
0.00 $
0.00
Auto Industry Financing Program
Treasury Housing Programs e
$
81.76
$
79.69
$
11.20 $
2.80
$
45.63
$
0.71
Mak ing Home Affordable (HAMP and enhancements)
$
29.91
$
0.60
Hardest Hit Fund
$
7.60
$
0.06
FHA Short Refinance Program
$
8.12
$
0.05
Legacy Securities Public-Private Investment Program
40.00
$
Income
$
d
$
Repayments
$
Consumer and Business Lending Initiative
Totals
a/
204.89
Total Disbursed
$474.76
c
e
$388.32
e
e
$204.42
e
$29.86
Income represents dividend and interest payments, warrant sale proceeds and other distributions and fees paid in respect of TARP investments.
b/
Of the approximately $16.37 billion in proceeds from Citigroup common stock sales as of September 30, 2010, $13.35 billion is reflected as repayment, and $3.01 billion is
reflected as income (see Figure 3). Together with other Capital Purchase Program (CPP) repayments, the total amount of CPP repayments is $152.79 billion.
c/
No funds were ever disbursed and the guarantee under the program was cancelled in December 2009. As a premium, Treasury received $2.23 billion of securities from Citigroup,
and Bank of America paid a termination fee of $276 million.
d/
$5.48 billion was reserved for the Consumer and Business Lending Initiative, of which $4.3 billion was allocated to TALF. $400 million was planned for SBA 7(a) purchases and
$780 million was planned for the Community Development Capital Initiative.
e/
Maximum TARP funds available for housing include (i) approximately $29.9 billion in funds that may be provided to servicers under existing agreements for the Making Home
Affordable Program (MHA), (ii) $7.6 billion for the Hardest Hit Fund program and (iii) not more than $8.1 billion which will be used for the FHA Short Refinance Program.
Expenditures under the housing programs are made incrementally over time and are not expected to be repaid.
3
Numbers in text and tables in this report may not add up because of rounding.
4
Monthly 105(a) Report
October 2010
Program Updates
Dividends and Interest
Most of the TARP money has been used to make investments in preferred stock or loans to financial institutions.
•
In October, Treasury received approximately $55 million in dividends, interest and distributions from all TARP investments.
•
Cumulative proceeds from TARP investments has reached nearly $30 billion, consisting of about $22 billion of dividends, interest,
distributions and other income, and about $8 billion of warrant sales from Capital Purchase Program and the Targeted Investment
Program investments.
Treasury’s Dividends and Interest Reports for TARP programs are available at http://www.FinancialStability.gov/latest/reportsanddocs.html.
Figure 2 shows total income from dividends, interest and distributions, other income and warrant sales in all TARP programs.
Figure 2: Total dividends, warrant proceeds and other income from TARP investments through October 2010 ($ billions)
TIP
$3.00
AIFP
$2.79
CPP
$12.92
AGP
$2.69
CPP & TIP
Warrant
Proceeds
$8.16
PPIP & Other
Income
$0.40
5
Monthly 105(a) Report
October 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. Treasury estimates the program will result in a positive return for taxpayers. Of the approximately $205 billion invested, more
than $152 billion has been repaid. 4
Figure 3 shows the cumulative Capital Purchase Program activity since program inception.
Figure 3:
Capital Purchase Program Snapshot through October 2010
CPP Cumulative Investments
Number of Institutions:
Amount Invested:
Largest Investment:
Smallest Investment:
* Bank s in 48 states, D.C. and Puerto Rico
707
$205 billion
$25 billion
$301,000
CPP Income to Treasury
Total Dividends and Interest:
October Dividends and Interest:
Citigroup Income:*
Total Fee Income:
$9.91 billion
$994 thousand
$3.01 billion
$13 million
Total Warrant Income:**
$8.16 billion**
CPP Repayments
Total Amount of Repayments:
$139.55 billion
Number of Institutions:
82
Citigroup Repayments:*
$13.35 billion
CPP Repurchase Amount:
$3.15 billion
Number of Institutions Fully Repaid:
82
CPP & TIP Auction Amount:
$5.01 billion
Number of Institutions Partially Repaid:
8
Number of Institutions Exchanged to CDCI: 28
Realized Losses:
$2.58 billion
CPP Total Income:
$21.10 billion
* Represents repayment and income as of September 30, 2010,
** Includes TIP warrants and proceeds from exercised warrants
respectively, from $16.37 billion of proceeds
Repayments
Under the Capital Purchase Program, Treasury received repayments of $113 million from three banks.
82 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.
4
Further information on the Capital Purchase Program is available in Appendix 1 and at http://www.FinancialStability.gov/roadtostability/capitalpurchaseprogram.html.
6
Monthly 105(a) Report
October 2010
Dividends and Interest
•
Dividends and interest received from Capital Purchase Program in October was approximately $1 million.
•
Cumulative dividends and interest received from Capital Purchase Program investments is approximately $9.9 billion.
Citigroup common stock sales
•
Pursuant to the June 2009 Exchange Agreement between Treasury and Citigroup, Inc. (“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 September 30, 2010, Treasury had sold a total of 4.1 billion shares under three trading plans with Morgan Stanley, Inc. as its sales
agent. The average price per share was $4, for total gross proceeds of approximately $16.4 billion. Following these sales, Treasury owned
approximately 3.6 billion shares, representing approximately 12.4% of the outstanding Citigroup common stock.
•
On October 19, after the blackout period set by Citigroup related to its third quarter earnings release ended, Treasury entered into a fourth
trading plan with its sales agent to sell up to 1.5 billion shares of Citigroup common stock under certain parameters. 5
Exchange for other securities and dispositions
In limited cases, in order to protect the taxpayers’ interest in the value of a CPP investment and to promote the objectives of EESA, Treasury may
exchange the CPP preferred stock for other securities. Treasury evaluates whether to participate in an exchange of the CPP preferred stock on the
basis of enabling the bank to (i) get new investors to provide additional capital, (ii) conduct a capital restructuring or (iii) strengthen its capital
position and financial condition. Exchanges made on this basis may be at a rate less than par, and sales by Treasury to a new investor may be
made at a discount. In October:
•
5
Treasury entered into an agreement as of October 29, 2010 with Community Bancorp LLC for the sale of all the $44 million of preferred
stock and warrants issued by Cadence Financial Corporation to Treasury for an aggregate purchase price of (i) $38 million plus (ii)
accrued and unpaid dividends through the date of the agreement. Completion of the sale is subject to the fulfillment of certain closing
conditions.
In October, Treasury sold approximately 302 million shares of Citigroup common stock at an average price per share of $4.14, for gross proceeds of approximately $1.25 billion.
7
Monthly 105(a) Report
October 2010
Housing Programs
Housing Scorecard and Servicer Performance Report
In October, the U.S. Department of Housing and Urban Development (HUD) and Treasury released the fifth 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.
The Housing Scorecard incorporates the monthly Servicer Performance Report. The October Housing Scorecard is available at
www.HUD.gov/scorecard, and the Servicer Performance Report Through September 2010 is available at
http://www.FinancialStability.gov/docs/Sept%20MHA%20Public%202010.pdf.
Highlights from the report include:
•
Modifications
¾ Permanent modifications have been entered into for nearly 500,000 homeowners, and approximately 28,000 trial modifications
converted to permanent modifications in September.
¾ Borrowers in permanent modifications are experiencing a median payment reduction of 36 percent, or more than $500 per month.
For homeowners in permanent modifications, their first-lien housing expense has fallen from nearly 45% of monthly income to 31%.
¾ More than 3.35 million modification arrangements were started between April 2009 and the end of August 2010. These included
more than 1.3 million trial Home Affordable Modification Program (HAMP) modification starts, more than 510,000 Federal Housing
Administration (FHA) loss mitigation and early delinquency interventions, and nearly 1.6 million proprietary modifications under
HOPE Now. The number of agreements offered continued to more than double foreclosure completions for the same period (1.3
million).
¾ Early data on HAMP permanent modifications indicate that after nine months, nearly 90% of homeowners remain in permanent
modification. Fewer than 16% of permanent modifications are 60+ days delinquent
•
Servicers continue to work through aged trial population
¾ The number of active trials initiated at least six months ago has decreased from 95,000 to 76,500. Two servicers account for
approximately half of the aged trials that await a decision. Homeowners are not subject to foreclosure sale while decisions are being
made.
8
Monthly 105(a) Report
October 2010
¾ The most common causes of trial cancellations include insufficient documentation, missed trial payments, or mortgage payments
already less than 31% of the homeowner’s income.
¾ Servicers have reported that more than half of homeowners in canceled trials receive alternative modifications, become current, or
pay off the loan completely. Fewer than 13% of homeowners in canceled trials are moving toward foreclosure.
Supplemental Directives
In September and October, Making Home Affordable released four new Supplemental Directives (SDs):
¾ SD 10-11, Dodd-Frank Certification Requirement, regarding ineligibility to receive assistance under the MHA program based on
certain felony convictions;
¾ SD 10-12, Treasury/FHA Second Lien Program Effective Date, with the effective date for the Treasury/FHA Second Lien Program;
¾ SD 10-13, Program Participation Cap Adjustments Pursuant to the Servicer Cap Model, which provides guidance relating to the
establishment of the Servicer Cap Model which will adjust participating servicers’ Program Participation Caps effective as of October
1, 2010; and
¾ SD 10-14, Principal Reduction Alternative Update, which supersedes SD 10-05 issued in June 2010, and provides additional
guidance for (i) servicers that forgive at least five percent of the borrower's unpaid principal balance in conjunction with a HAMP
modification, (ii) investor incentives for equity share arrangements with borrowers, and (iii) loans that were in trial period plans or
permanently modified under HAMP prior to the Principal Reduction Alternative effective date. Direction regarding the impact of
applying Principal Reduction Alternative retroactively on second lien mortgage loans through the Second Lien Modification Program
(2MP) is also provided.
Hardest Hit Fund
President Obama first announced the Hardest Hit Fund in February 2010 to allow states hit hard by the economic and housing market downturn
flexibility to meet the local challenges homeowners in their states are facing. The total commitment to the Hardest Hit Fund is $7.6 billion.
Implementation timetables and details vary across the state HFAs and programs. Treasury currently expects that six of the HFA programs should
begin to provide assistance to borrowers by the end of 2010. The remaining HFAs are currently expected to have their programs operational in the
first half of 2011.
For further information regarding the Hardest Hit Fund, including a state-by-state summary of, and links to copies of the approved proposals, please
visit http://www.FinancialStability.gov/roadtostability/hardesthitfund.html.
9
Monthly 105(a) Report
October 2010
Automotive Industry Financing Program (AIFP)
General Motors – Repayment of Treasury’s Preferred Stock
•
On October 27, 2010, Treasury accepted an offer from General Motors (GM) to repurchase approximately $2.1 billion of the preferred stock
issued under the TARP, conditioned on the closing of the proposed initial public offering of GM’s common stock.
•
With this repayment, taxpayers will have received approximately $9.5 billion from GM through repayments, interest, and dividends, since the
company emerged from bankruptcy in July 2009. Nearly $50 billion of TARP funds were invested in GM, approximately $13.4 billion under
the prior Administration and $36.1 billion under the current Administration.
•
Under the agreement, GM will purchase the preferred stock at a price per share of $25.50, which is equal to 102 percent of the liquidation
preference. GM will complete the repayment on the first dividend payment date that occurs after the initial public offering.
General Motors – Initial Public Offering (IPO)
•
On November 3, 2010, General Motors filed a preliminary prospectus with the Securities and Exchange Commission for an initial public
offering (IPO) of its common stock. Treasury agreed to be named as a selling shareholder. Treasury retains the right to decide whether and
at what level to participate in the public stock offering.
American International Group (AIG)
On September 30, 2010 AIG announced that it had entered into an agreement-in-principle with the U.S. Department of the Treasury, the FRBNY,
and the Trust designed to repay all of the company’s obligations to American taxpayers. The restructuring plan will accelerate the timeline for AIG’s
repayment of the government and will put taxpayers in a considerably stronger position to recoup their investment in the company. The
restructuring plan, if completed, is designed to:
•
Sell sufficient assets to pay off AIG’s obligations to the FRBNY;
•
Recapitalize AIG’s balance sheet to support an independent investment grade rating; and
•
Exchange Treasury’s existing preferred shares for readily-saleable common stock, which will accelerate Treasury’s exit.
Consistent with the restructuring plan, in October AIG completed both the initial public offering for AIA Group Ltd. (AIA) in Hong Kong, as well as the
sale of American Life Insurance Company (ALICO) to MetLife, Inc.
10
Monthly 105(a) Report
October 2010
Update on investment valuation for AIG
While completion of AIG’s restructuring plan is still subject to a number of conditions, the AIA initial public offering and ALICO sale reflect the
substantial progress that AIG and the U.S. Government have made to date in restructuring the company in order to repay the taxpayer support.
Treasury released an update on the investment valuation for AIG, available at http://www.FinancialStability.gov/latest/pr_11012010.html, with further
information on the restructuring that includes:
•
The AIA IPO raised $20.5 billion of cash proceeds. The ALICO sale raised $16.2 billion of total proceeds, approximately $7.2 billion of which
is cash. This $36.7 billion in total proceeds will be used to fully repay the loan extended to AIG by the Federal Reserve Bank of New York
(FRBNY) and a substantial amount of the FRBNY's preferred interests in certain AIG subsidiaries.
•
As part of the restructuring, AIG will draw up to $22 billion in remaining TARP funds from Treasury to purchase the FRBNY's preferred
interests in the special purpose vehicles holding AIA and ALICO, and Treasury will receive those interests. The assets held by these special
purpose vehicles, which include, among others, AIG's remaining shares in AIA and the non-cash proceeds received from MetLife for ALICO,
significantly exceed the amount of the preferred interests and, as such, no losses are expected on those preferred interests.
•
AIG has announced that it expects to complete the restructuring by the end of the first quarter of 2011. After the restructuring, Treasury will
own 92.1 percent of AIG, which equates to approximately 1.66 billion shares of common stock in the company.
•
When measured at current prices, for example as of October 29, 2010 the shares are worth approximately $69.5 billion, this amount
significantly exceeds Treasury's current $47.5 billion investment in AIG. This is in addition to the investments that Treasury will receive upon
drawing up to $22 billion in TARP funds to purchase the FRBNY’s preferred interest in the special purpose vehicles holding AIA and ALICO.
More information on Treasury’s valuation methodology is available at:
http://www.FinancialStability.gov/docs/AIG%20Loss%20Estimate%20Memo.pdf.
Public Private Investment Program
Treasury released the fourth quarterly report for the Public Private Investment Program, with a summary of capital activity, portfolio holdings and
current pricing, and fund performance, which is available at http://www.FinancialStability.gov/docs/External%20Report%20-%200910%20vFinal.pdf. 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.
11
Monthly 105(a) Report
October 2010
As of September 30, 2010:
•
The funds have drawn approximately $18.6 billion of total capital for investment in eligible legacy non-agency residential and commercial
mortgage-backed securities (MBS) and cash equivalents pending investment.
•
Treasury has received approximately $159 million in cumulative gross equity distributions, approximately $56 million in cumulative interest
payments and approximately $72 million in cumulative debt principal payments from the funds.
•
The total market value of non-agency residential MBS and commercial MBS held by all funds was approximately $19.3 billion.
Approximately 82% of the portfolio holdings are non-agency residential MBS and 18% are commercial MBS.
•
The funds have generated cumulative gross unrealized equity gains in excess of funded capital of more than $1.5 billion in total to all
investors (Treasury and private investors) in addition to the cumulative equity distributions made to investors to date. 6
6
The funds are in the early stages of their three-year investment periods, and it may be premature to draw any long-term conclusions about the performance of individual fund or the
Public Private Investment Program in general. The current and past performance of a fund is not indicative of its future performance.
12
Monthly 105(a) Report
October 2010
For Your Information – Links to Other TARP Reports
Office of Financial Stability, U.S. Department of the Treasury
•
Financial Stability website: www.FinancialStability.gov
•
Office of Financial Stability Agency Financial Report Fiscal Year 2009: http://www.USTreas.gov/press/releases/OSF%20AFR%2009.pdf
Housing Initiatives
•
Monthly Servicer and Performance Reports: www.FinancialStability.gov/latest/reportsanddocs.html
•
Making Home Affordable website: www.MakingHomeAffordable.gov
•
Home Affordable Modification Program website (includes Supplemental Directives and the MHA Handbook): www.HMPadmin.com
•
Monthly Housing Scorecard from the U.S. Department of Housing and Urban Development (HUD): www.HUD.gov/scorecard
•
HFA Hardest Hit Fund: www.FinancialStability.gov/roadtostability/hardesthitfund.html
Warrant Sales
•
Warrant Disposition Reports: www.FinancialStability.gov/latest/reportsanddocs.html
•
Treasury Analysis of Warrant Auction Results (March 18, 2010): www.Treas.gov/offices/economic-policy/reports/Auction-Analysis-3-182010.pdf
Public-Private Investment Program Quarterly Reports
•
www.FinancialStability.gov/roadtostability/legacysecurities.html#reports
Executive Compensation - Office of the Special Master for Executive Compensation
•
www.FinancialStability.gov/about/executivecompensation.html
Congressional Testimony
•
Links to written testimony given by Treasury officials before Congress are available at: www.FinancialStability.gov/latest/pressreleases.html
13
Monthly 105(a) Report
October 2010
Appendix 1
Description of TARP Programs & How Treasury Exercises Its Voting Rights
Section
Description of TARP Programs…………………………………………………………………………………………......
Page
1
Capital Purchase Program..………..……………………………………………………………………………………. 1
SCAP and CAP (stress tests)..............................................................................................................................
3
Targeted Investment Program............................................................................................................................. 4
Asset Guarantee Program ..................................................................................................................................
4
Community Development Capital Initiative.......................................................................................................
6
Bank Lending Surveys……………………………………………………………………………………………………
7
Term Asset-Backed Securities Loan Facility…..…………………………………………………………………….. 8
Public Private Investment Program…………………………………………………………………........................... 9
SBA 7(a) Securities Purchase Program……………………………………………………………………………….. 11
Automotive Industry Financing Program……………………………………………………………………………... 11
AIG……………..…………………………………………………………………………………………………………….. 15
Making Home Affordable Program……………………………………………………………................................... 17
Hardest Hit Fund…………………………………………………………………………………………………………... 20
Executive Compensation Restrictions Required by the Laws that Created the TARP……………………….
22
U.S. Government as a Shareholder –
How Treasury Exercises Its Voting Rights………………………………………………………………………………..
25
Monthly 105(a) Report
October 2010
Program Descriptions
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.
•
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.
Appendix – page 1
Monthly 105(a) Report
•
October 2010
The charts below show the number of banks by investment amount (left) and total CPP funds disbursed by investment amount (right).
450
$200
400
$180
381
$189.46
$160
350
$140
300
271
$120
250
$100
200
$80
150
$60
100
$40
55
50
$20
$13.29
$2.15
0
$0
$12 million or less
•
> $12 million - $250 million
> $250 million
$12 million or less
> $12 million - $250 million
> $250 million
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 on the methodology and results of the warrants sales is set forth the Warrant Disposition Reports available at:
www.FinancialStability.gov/latest/reportsanddocs.html
Appendix – page 2
Monthly 105(a) Report
October 2010
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.
•
In conjunction with this forward-looking test, Treasury announced that it would provide capital under TARP through the Capital Assistance
Program (CAP) to banks that needed additional capital but were unable to raise it through private sources.
•
The stress test found that nine of the largest bank holding companies had adequate capital to withstand more severe economic conditions. Of
the ten bank holding companies that were identified as needing to raise more capital, nine met or exceeded the capital raising requirements
through private efforts. Only one institution, Ally Financial (formerly GMAC), required additional funds under TARP to meet its SCAP
requirements, which was provided through the Automotive Industry Financing Program, not CAP.
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 in May 2009.
•
Some banks were required to take steps to improve the quality and/or the quantity of their capital to give them a larger cushion to support future
lending even if the economy performs worse than expected. Banks had a range of options to raise capital in the private markets, including
common equity offerings, asset sales and the conversion of other forms of capital into common equity. 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.
Appendix – page 3
Monthly 105(a) Report
October 2010
What is the Targeted Investment Program (TIP)
•
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.
However, the TIP investments provided for annual dividends of eight percent, which was higher than the CPP rate, and also imposed greater
reporting requirements and more onerous terms on the companies than under the CPP terms, including restricting dividends to $0.01 per share
per quarter, restrictions on executive compensation, restrictions on corporate expenses, and other measures.
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 will result in a positive return for taxpayers.
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.
•
By helping to limit the institution’s exposure to losses on illiquid or distressed assets, the Asset Guarantee Program helped the institution
maintain the confidence of depositors and other funding sources and continue to meet the credit needs of households and businesses. The
AGP was used in a limited fashion to assist Bank of America and Citigroup in conjunction with the Targeted Investment Program investments in
those institutions.
•
The program is closed. No payments were made. The fee from Bank of America, and securities and dividends received from Citigroup, will
result in a positive return for taxpayers. Total dividends received from the Citigroup trust preferred securities were approximately $440 million.
Appendix – page 4
Monthly 105(a) Report
October 2010
On September 30, 2010, Treasury sold the Citigroup trust preferred securities for proceeds of approximately $2.246 billion. Treasury also
received a $276 million termination fee from Bank of America (see below).
•
Treasury still holds its Citigroup warrants and expects to receive another $800 million in trust preferred securities from the FDIC, both of which
should provide taxpayers with an additional gain.
Who received assistance under the AGP?
Bank of America
•
In January 2009, Treasury, the Federal Reserve and the FDIC agreed in principle 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. If the arrangement had been finalized, Treasury and the
FDIC would have received preferred stock and warrants as a premium for the guarantee. The announcement of the transaction (and the
Citigroup transaction discussed below) was widely welcomed by the markets and contributed immediately to helping restore investor confidence
in the financial institution and the banking system generally.
•
In May 2009, before the transaction was finalized, Bank of America announced its intention to terminate negotiations with respect to the losssharing arrangement and in September 2009, the government and Bank of America entered into a termination agreement. Bank of America
agreed to pay a termination fee of $425 million to the government, $276 million of which went to Treasury. The fee compensated the
government for the value that Bank of America had received from the announcement of the government’s willingness to guarantee and share
losses on the pool of assets from and after the date of the term sheet. The termination fee was determined by reference to the fees that would
have been payable had the guarantee been finalized. No claims for loss payments were made to the government, nor were any TARP or other
funds spent. Thus, the fee is a net gain to the taxpayer.
Citigroup
•
In January 2009, Treasury, the Federal Reserve and the FDIC similarly agreed to share potential losses on a $301 billion pool of Citigroup’s
covered assets. The arrangement was finalized and, as a premium for the guarantee, Treasury and the FDIC received $7.1 billion of preferred
stock, with terms that were similar to those in the TIP investment and more onerous than in the CPP, including a dividend rate of eight percent.
Treasury also received warrants to purchase 66.5 million shares of common stock. Although the guarantee was originally designed to be in
place for five to ten years, Citigroup requested that it be terminated in December 2009 in conjunction with Citigroup’s repayment of the $20
billion TIP investment. This was because Citigroup‘s financial condition had improved and the bank raised over $20 billion of private capital.
The banking regulators approved this request.
•
In connection with the termination, Treasury and the FDIC kept most of the premium paid. That is, the government retained a total of $5.3 billion
of the $7.1 billion of preferred stock (which had since been converted to trust preferred securities). Of this amount, Treasury retained $2.23
billion, and the FDIC and Treasury agreed that, subject to certain conditions, the FDIC would transfer up to $800 million of trust preferred
Appendix – page 5
Monthly 105(a) Report
October 2010
securities to Treasury at the close of Citigroup’s participation in the FDIC’s Temporary Liquidity Guarantee Program. On September 30, 2010,
Treasury sold its Citigroup trust preferred securities for proceeds of approximately $2.246 billion.
•
For the period that the Citigroup asset guarantee was outstanding prior to termination in December 2009, Citigroup made no claims for loss
payments to the government, and consequently Treasury made no guarantee payments of TARP funds to Citigroup.
What is the Community Development Capital Initiative (CDCI)?
•
Communities underserved by traditional banks and financial services providers have found it more difficult to obtain credit in the current
economic environment. Community Development Financial Institutions (CDFIs) exist to provide financing to these communities. CDFIs offer a
wide range of traditional and innovative financial products and services designed to help their customers access the financial system, build
wealth and improve their lives and the communities in which they live. In particular, CDFIs focus on providing financial services to low- and
moderate- income, minority, and other underserved communities. CDFIs are certified by Treasury’s CDFI Fund, which was created for the
purpose of promoting economic revitalization and community development in low-income communities.
•
Under this program, CDFI banks and thrifts received investments of capital with an initial dividend or interest rate of 2 percent, compared to the
5 percent rate offered under the Capital Purchase Program. CDFI banks and thrifts applied to receive capital up to 5 percent of risk-weighted
assets. To encourage repayment while recognizing the unique circumstances facing CDFIs, the dividend rate will increase to 9 percent after
eight years, compared to five years under CPP.
•
CDFI credit unions could also apply to receive secondary capital investments at rates equivalent to those offered to CDFI banks and thrifts and
with similar terms. These institutions could apply for up to 3.5 percent of total assets, which is an amount approximately equivalent to the 5
percent of risk-weighted assets available to banks and thrifts.
•
Treasury established a process for reviewing CDCI applications that relied on the appropriate federal regulators, and viability was determined by
the CDFI’s federal regulator on a pro-forma basis. CDFIs were not required to issue warrants under this program. In addition, CDFIs that
participated in CPP and were in good standing could exchange securities issued under CPP for securities under this program.
•
Treasury completed funding under this program in September 2010. The total investment amount for the CDCI program under TARP is
approximately $570 million for 84 institutions. Of this amount, approximately $363 million from 28 banks was exchanged from investments
under the Capital Purchase Program into the CDCI.
•
Treasury completed funding to provide capital to community development financial institutions under the Community Development Capital
Initiative. In total, Treasury has invested approximately $570 million in 84 community development financial institutions, which includes
approximately $363 million exchanged by 28 financial institutions from the Capital Purchase Program.
•
A full state-by-state listing of institutions receiving investments is available at www.FinancialStability.gov/latest/pr_09302010b.html.
Appendix – page 6
Monthly 105(a) Report
October 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
CPP Quarterly Report
Treasury continues to conduct periodic analysis of the effect of TARP programs on banking organizations and their activities. This analysis was first
completed by an interagency group (consisting of representatives from Treasury, the Federal Reserve Board, and other Federal banking agency
functions). Treasury prepares an analysis of 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, and
publishes the results in reports, known as the Quarterly CPP Report, available at http://www.FinancialStability.gov/impact/CPPreport.html.
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 are 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 form provides eight possible uses of capital, as well as space for narrative responses.
Appendix – page 7
Monthly 105(a) Report
•
October 2010
The survey results were published to the FinancialStability.gov website in July 2010. 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.
Term Asset-Backed Securities Loan Facility
What is the Term Asset-Backed Securities Loan Facility (TALF)?
•
TALF is a joint Federal Reserve-Treasury program that was designed to restart the asset-backed securitization markets that had ground to a
virtual standstill during the early months of this financial crisis. The ABS markets historically have helped to fund a substantial share of credit to
consumers and businesses. The effects of this issuance standstill were many: limited availability of credit to households and businesses of all
sizes, an unprecedented widening of interest rate spreads, sharply contracting liquidity in the capital markets and a potential to further weaken
U.S. economic activity.
•
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 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.
•
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.
•
The TALF for newly issued ABS and legacy CMBS expired in March 2010, and the TALF for newly issued CMBS expired in June 2010. Of the
TALF loans backing eligible ABS and CMBS, $43 billion was outstanding in July. Because the facility was smaller than originally anticipated,
Treasury’s commitment was reduced from $20 billion to approximately $4.3 billion.
Appendix – page 8
Monthly 105(a) Report
•
October 2010
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.
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.
•
Following the announcement of the program in March 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.
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 invested one-half of the total equity committed to the partnership; the remainder was to be raised by the fund
manager from private sector sources. Treasury's loan earns interest and must be repaid according to the requirements of the S-PPIP loan
agreement.
•
The nine firms that Treasury pre-qualified in July 2009 to participate as fund managers have completed fundraising for their Public Private
Investment Funds (PPIFs) and have begun investing in eligible assets and cash pending investments. Following an initial closing, each PPIF
conducted additional closings over approximately six months to receive matching Treasury equity and debt financing. Treasury has committed
(but not yet funded all of) approximately $22.1 billion of equity capital and debt financing to the PPIFs.
Appendix – page 9
Monthly 105(a) Report
October 2010
•
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 positive 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, conflicts of interest and compliance rules, including 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
$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. The latest quarterly report, as of September 30, 2010 is available at
http://www.FinancialStability.gov/docs/External%20Report%20-%2009-10%20vFinal.pdf.
Appendix – page 10
Monthly 105(a) Report
October 2010
What is the SBA 7(a) Securities Purchase Program?
•
Small businesses play an important role in generating new jobs and growth in our economy. The Small Business Administration’s (SBA) 7(a)
Loan Guarantee Program assists start-up and existing small businesses that face difficulty in obtaining loans through traditional lending
channels. SBA 7(a) loans help finance a wide variety of business needs, including working capital, machinery, equipment, furniture and fixtures.
•
The initiative to unlock credit for small business included support for the primary market (i.e. loan origination) and secondary market support (i.e.
securities market). The primary market support, an initiative separate from TARP, included temporarily increasing loan guarantees from 75
percent to 90 percent of an SBA 7(a) loan balance, as well as eliminating certain loan origination fees. These actions, which were part of the
Recovery Act, made it easier for small businesses to obtain SBA 7(a) loans.
How did the SBA 7(a) Securities Purchase Program work?
•
To ensure that credit flows to entrepreneurs and small business owners, Treasury took measures to complement the Obama Administration’s
actions to help small businesses recover and grow, including a program to purchase SBA guaranteed securities (“pooled certificates”). Treasury
developed the SBA 7(a) Securities Purchase Program to purchase SBA guaranteed securities from pool assemblers. By purchasing in the open
market, Treasury injected liquidity - providing cash to pool assemblers - enabling those entities to purchase additional loans from loan
originators.
•
Secondary market purchases of SBA 7(a) securities originated on or after July 1, 2008 commenced in March 2010. This coincided with the
expiration of the ABS portion of the TALF, which had helped to fund SBA 7(a) loans, along with credit card, automotive and student loans,
among others.
•
Securities purchased by Treasury comprised about 700 loans ranging across approximately 17 diverse industries including: retail, food services,
manufacturing, scientific and technical services, health care and educational services. The program has supported loans from 39 of the 50
states in the country, indicating a broad geographic impact.
•
As of September 30, 2010, Treasury has conducted 31 transactions totaling approximately $357 million. The program ceased purchasing
securities in conjunction with the expiration of purchase authority under the Act. Treasury will continue to manage existing positions.
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
Appendix – page 11
Monthly 105(a) Report
October 2010
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 (of a total commitment of $82 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.
•
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.
General Motors
Treasury provided $50 billion under TARP to General Motors. This began in December 2008, with a $13.4 billion loan by the Bush Administration to
General Motors Corporation (GM or Old GM) to fund working capital. Under the loan agreement, GM was required to submit a viable restructuring
plan. The first plan GM submitted failed to establish a credible path to viability, and the deadline was extended to June 2009 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 restructuring. A newly formed entity, General Motors Company (New GM), purchased most of the
assets of Old GM under a sale pursuant to Section 363 of the bankruptcy code (363 Sale). When the sale to New GM was completed on July 10,
Treasury converted most of its loans to 60.8 percent of the common equity in the New GM and $2.1 billion in preferred stock. At that time, Treasury
held $6.7 billion in outstanding loans.
Approximately $986 million remained with Old GM (now known as Motors Liquidation Company) for wind-down costs associated with its liquidation.
Repayments
New GM has repaid the $6.7 billion loan in full. (The rest of the investment is equity which will be sold as described below.) In December 2009,
New GM began quarterly repayments of $1 billion on the loan. 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 on April 21, 2010, from the escrowed funds.
Ownership structure
New GM currently has the following ownership: Treasury (60.8 percent), GM Voluntary Employee Benefit Association (VEBA) (17.5 percent), the
Canadian Government (11.7 percent), and Old GM’s unsecured bondholders (10 percent). As part of the restructuring, GM issued warrants to
Appendix – page 12
Monthly 105(a) Report
October 2010
acquire additional shares of common stock to VEBA and Old GM (for distribution to the creditors of Old GM following confirmation of a plan of
liquidation by the bankruptcy court).
General Motors initial public offering
Treasury has indicated the most likely exit strategy for the AIFP equity investments is a gradual sale beginning with an initial public offering of New
GM. In June 2010, Treasury provided guidance on its role in the exploration of an IPO by New GM. The following are excerpts from the statement:
•
The exact timing of an IPO will be determined by New GM in light of market conditions and other factors.
•
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 was made by New GM, subject to Treasury’s agreement that the selection was reasonable. Treasury
will determine the fees to be paid to the underwriters.
In August 2010, New GM filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (SEC) for a proposed IPO
consisting of common stock to be sold by certain of its stockholders, including Treasury, and the issuance by the company of its Series B mandatory
convertible junior preferred stock. Treasury will retain the right, at all times, to decide whether and at what level to participate in the offering.
Chrysler
In January 2009, Treasury loaned $4 billion to Chrysler Holding (the parent of Chrysler Financial and Old Chrysler). Under the loan agreement,
Chrysler was required to implement a viable restructuring plan. In March 2009, the Administration determined that the business plan submitted by
Chrysler failed to demonstrate viability and concluded that Chrysler was not viable as a stand-alone company.
President Obama subsequently laid out a framework for Chrysler to achieve viability by partnering with the international car company Fiat. As part
of the planned restructuring, in April 2009, Chrysler filed for bankruptcy protection. In May 2009, Treasury provided $1.9 billion to Chrysler (Old
Chrysler) under a debtor-in-possession financing agreement for assistance during its bankruptcy proceeding.
New Chrysler
In June 2009, a newly formed entity, Chrysler Group LLC (New Chrysler), purchased most of the assets of Old Chrysler under a 363 Sale. Treasury
provided a $6.6 billion loan commitment to New Chrysler, and received a 9.9 percent equity ownership in New Chrysler. Fiat transferred valuable
technology to Chrysler and, after extensive consultation with the Obama Administration, committed to building new fuel efficient cars and engines in
U.S. factories.
Appendix – page 13
Monthly 105(a) Report
October 2010
Treasury’s remaining investments in New Chrysler consist of 9.9 percent of common equity and a $7.1 billion loan (including undrawn commitments
and $500 million assumed from Chrysler Holding).
New Chrysler currently has the following ownership: Chrysler Voluntary Employee Benefit
Association (VEBA) (67.7 percent), Fiat (20 percent), Treasury (9.9 percent), and the Government of Canada (2.5 percent).
Old Chrysler
In April 2010, the bankruptcy court approved Old Chrysler’s Plan of Liquidation. As a result, the $1.9 billion debtor-in-possession loan provided to
Old Chrysler in May 2009 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.
Settlement with Chrysler Holding
The original $4 billion loan made to Chrysler Holding in January 2009 went into default when Old Chrysler filed for bankruptcy. In July 2009, $500
million of that loan was assumed by New Chrysler. In May 2010, Treasury accepted a settlement payment of $1.9 billion as satisfaction in full of the
remaining debt obligations associated with the original loan. The final repayment, while less than face value, was significantly more than Treasury
had previously estimated to recover following the bankruptcy and greater than an independent valuation provided by Keefe, Bruyette and Woods,
Treasury’s adviser for the transaction.
Chrysler Financial
In January 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. In July 2009, Chrysler Financial fully repaid the loan, including the
additional notes that were issued to satisfy the EESA warrant requirement, together with interest.
Ally Financial (formerly GMAC)
Treasury has invested approximately $17 billion in Ally Financial. This began with an investment by the Bush Administration of $5 billion in
December 2008. Treasury also lent $884 million of TARP funds to GM (one of GMAC’s owners) for the purchase of additional ownership interests
in a rights offering by GMAC. In May 2009, federal banking regulators required GMAC to raise additional capital by November 2009 in connection
with the SCAP/stress test. Treasury exercised its option to exchange the loan with GM for 35.4 percent of common membership interests in GMAC.
Treasury also purchased $7.5 billion of convertible preferred shares from GMAC, which enabled GMAC to partially meet the SCAP requirements.
Additional Treasury investments in GMAC were contemplated to enable GMAC to satisfy the SCAP requirements. These were completed in
December 2009, when Treasury invested an additional $3.8 billion in GMAC. Today, Treasury's investment consists of 56.3 percent of the common
stock, $11.4 billion of mandatorily convertible preferred securities (which may be converted into common stock at a later date) and $2.7 billion of
trust preferred securities.
Appendix – page 14
Monthly 105(a) Report
October 2010
American International Group, Inc. (AIG) Investment Program
How does the AIG Investment work?
The initial assistance to AIG was provided by the FRBNY before the passage of EESA and the creation of TARP. The FRBNY provided loans to
AIG under the 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 October 31, 2010, AIG has drawn $7.54 billion from the equity capital facility. Please see the exit plan described below.
The AIG Restructuring Plan and Taxpayer Exit
On September 30, 2010 AIG announced that it had entered into an agreement-in-principle with the U.S. Department of the Treasury, the FRBNY,
and the Trust designed to repay all of the company’s obligations to American taxpayers. The restructuring plan will accelerate the timeline for AIG’s
repayment of the government and will put taxpayers in a considerably stronger position to recoup their investment in the company. At the time the
agreement-in-principle was reached, the implied market value of the approximately 1.66 billion of shares that Treasury will receive was
approximately $64.3 billion. 1 The basic terms of the restructuring plan are:
•
1
Sell sufficient assets to pay off AIG’s obligations to the FRBNY;
The price of AIG common stock, as of Friday, October 1, 2010, was $38.86, and will vary over time.
Appendix – page 15
Monthly 105(a) Report
•
Recapitalize AIG’s balance sheet to support an independent investment grade rating; and
•
Exchange Treasury’s existing preferred shares for readily-saleable common stock, which will accelerate Treasury’s exit.
October 2010
More specifically, the plan is premised on three key steps:
Repaying and terminating the FRBNY Credit Facility with AIG
•
AIG owes the FRBNY approximately $20 billion in senior secured debt under the FRBNY credit facility. Under the plan, AIG will repay this entire
amount and terminate the FRBNY senior secured credit facility. Funding for this will come primarily from the proceeds of the initial public
offering of the company’s Asian life insurance business (AIA) and the sale of its foreign life insurance company (ALICO) to MetLife.
Facilitating the orderly exit of the U.S. Government’s interests in two special purpose vehicles (SPVs) that hold AIA and ALICO
•
To date, the FRBNY holds preferred interests in two AIG-related SPVs totaling approximately $26 billion. Under the plan, AIG will use up to
$22 billion of the remaining TARP funds available to it (under the Series F preferred stock facility provided in April 2009) and Treasury will
receive an equal amount of the FRBNY’s preferred interests in the SPVs. Over time, AIG will repay the FRBNY and the Treasury for these
preferred interests through proceeds from the sales of AIG Star Life Insurance and AIG Edison Life Insurance, the monetization of the remaining
equity stake in AIA, the sale of MetLife equity securities that AIG will own after the close of the ALICO sale, and the monetization of certain other
designated assets. The aggregate value of the assets underlying the preferred interests in the SPVs significantly exceeds the liquidation
preference of the preferred interests. Treasury does not anticipate incurring any loss from its purchase of the SPV preferred interests.
Retiring AIG’s remaining TARP support
•
To date, Treasury has invested approximately $47.5 billion of TARP funds in AIG. Under the plan, Treasury is expected to receive
approximately 1.1 billion shares of AIG common stock in exchange for its existing TARP investments in AIG, and an additional 563 million
shares of common stock from the exchange of the Series C preferred shares held by the Trust. After the exchange is completed, it is expected
that Treasury will sell its stake in AIG into the public markets over time.
•
The plan is still subject to a number of conditions, and much work remains to be done to close the transactions. Nevertheless, the plan reflects
the substantial progress that AIG and the government have made in restructuring the company and reducing the systemic risk that it once
posed. The plan also represents a significant step towards ending the government’s role in providing assistance to the company.
Appendix – page 16
Monthly 105(a) Report
October 2010
Summary Description of Housing Programs
Making Home Affordable Program (MHA)
Home Affordable Modification Program (HAMP)
The Home Affordable Modification Program (HAMP) is the largest program within MHA. HAMP provides eligible homeowners the opportunity to
reduce their monthly mortgage payments to 31 percent of their gross (pre-tax) income.
To qualify for HAMP, a borrower must:
•
Own a one- to four-unit home that is a primary residence;
•
Have received a mortgage on or before January 1, 2009;
•
Have a mortgage payment (including principal, interest, taxes, insurance, and homeowners association dues) that is more than 31 percent of
the homeowner’s gross monthly income; and
•
Owe not more than $729,750 on a first mortgage for a one–unit property (there are higher limits for two– to four– unit properties).
To create an affordable payment, a participating servicer applies a series of modification steps in the following order: rate reduction to as low as two
percent; term extension up to 40 years; and principal deferral (or forbearance, at the servicer’s option). The modified interest rate is fixed for a
minimum of five years. Beginning in year six, the rate may increase no more than one percentage point per year until it reaches the Freddie Mac
Primary Mortgage Market Survey rate (essentially the market interest rate) at the time the permanent modification agreement was prepared.
Before a mortgage is permanently modified, the homeowner must make the new, reduced monthly mortgage payment on time and in full during a
trial period of three or four months. Homeowners who make payments on permanently modified loans on time accrue an incentive of $1,000 per
year to reduce the amount of principal they owe up a maximum of $5,000.
Second Lien Modification Program (2MP)
Under the Second Lien Modification Program (2MP), an additional component of MHA, Treasury 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.
Under 2MP, when a borrower’s first lien is modified under HAMP and the servicer of the second lien is a 2MP participant, that servicer must offer to
modify the borrower’s second lien according to a defined protocol, which provides for a lump sum payment from Treasury in exchange for full
extinguishment of the second lien, or a reduced lump sum payment from Treasury in exchange for a partial extinguishment and modification of the
borrower’s remaining second lien.
Appendix – page 17
Monthly 105(a) Report
October 2010
Home Affordable Foreclosure Alternatives (HAFA) Program
Under the Home Affordable Foreclosure Alternatives (HAFA) Program, an additional component of MHA, Treasury provides incentives for short
sales and deeds-in-lieu of foreclosure for circumstances in which borrowers are unable or unwilling to complete the HAMP modification process.
Borrowers are eligible for relocation assistance of $1,500 and servicers receive a $1,000 incentive for completing a short sale or deed-in-lieu of
foreclosure. In addition, investors are paid up to $1,000 for allowing short sale proceeds to be distributed to subordinate lien holders.
The Unemployment Program (UP)
The Unemployment Program (UP), an additional component of MHA, requires participating servicers to grant qualified unemployed borrowers a
forbearance period during which their mortgage payments are temporarily reduced for a minimum of three months, and up to six months for some
borrowers, while they look for new jobs. If a homeowner does not find a job before the temporary assistance period is over or finds a job with a
reduced income, the homeowner will be evaluated for a permanent HAMP modification or may be eligible for certain alternatives to the modification
program under MHA.
Principal Reduction Alternative (PRA)
Under the Principal Reduction Alternative (PRA), an additional component of MHA, servicers are required to evaluate the benefit of principal
reduction and are encouraged to offer principal reduction whenever the NPV result of a HAMP modification using PRA is greater than the NPV
result without considering principal reduction. Incentives are paid based on the dollar value of the principal reduced.
Support for the FHA Short Refinance Program
In March 2010, the Administration announced adjustments to existing FHA programs that will permit lenders to provide additional refinancing
options to homeowners who owe more than their homes are worth because of large declines in home prices in their local markets. This program,
known as the FHA Short Refinance program, will provide more opportunities for qualifying mortgage loans to be restructured and refinanced into
FHA-insured loans.
Among other requirements:
•
The homeowner must be current on the existing first lien mortgage;
•
The homeowner must occupy the home as a primary residence and have a qualifying credit score;
•
The mortgage investor must reduce the amount owed on the original loan by at least ten percent;
•
The new FHA loan must have a balance less than the current value of the home; and
Appendix – page 18
Monthly 105(a) Report
•
October 2010
Total mortgage debt for the borrower after the refinancing, including both the first lien mortgage and any other junior liens, cannot be greater
than 115 percent of the current value of the home – giving homeowners a path to regain equity in their homes and an affordable monthly
payment.
TARP funds will be made available up to $11 billion in the aggregate, including the $8 billion letter of credit commitment described below, to provide
additional coverage to lenders for a share of potential losses on these loans and to provide incentives to support the write-downs of second liens
and encourage participation by servicers.
Loss Coverage
Treasury will support the FHA Short Refinance Program through coverage of some of the potential losses. In September 2010, Treasury and
Citibank, N.A. entered into an agreement (the “L/C Facility Agreement”), which allows Treasury to demand the issuance of an up to $8 billion, 10year letter of credit (the “L/C”), which will be available to pay losses on refinanced mortgages. The amount and timing of support for potential losses
will vary based on the loss rate and the volume of the loans in the program. Treasury will increase availability under the L/C incrementally from
time to time during the first two and a half years as the dollar value of mortgages refinanced under the FHA Short Refinance program increases. At
the end of that period, the amount of the L/C will be capped at the then-current level.
FHA2LP
Treasury also implemented the Treasury/FHA Second Lien Program (“FHA2LP”), which is a voluntary program that provides incentives to second
lien mortgage servicers and investors who agree to full or partial extinguishment of a second lien mortgage loan in conjunction with an FHA Short
Refinance that closes on or before December 31, 2012. Second lien servicers participating in FHA2LP must have entered into a Servicer
Participation Agreement with Fannie Mae, Treasury’s financial agent before October 3, 2010.
Transparency and Accountability
To protect taxpayers and ensure that every TARP dollar is directed toward promoting financial stability, Treasury established rigorous accountability
and transparency measures for all of its programs, including HAMP and the other housing programs. In addition to these public reports, Treasury
has worked to maximize the transparency of the housing program to borrowers and ensure that servicers are held accountable. Every borrower is
entitled to a clear explanation if he or she is determined to be ineligible for a HAMP modification. Treasury has established denial codes that require
servicers to report the reason for modification denials in writing to Treasury. Servicers are required to use those denial codes as a uniform basis for
sending letters to borrowers who are evaluated for HAMP but denied a modification. In those letters, borrowers will be provided with a phone
number to contact their servicers as well as the phone number of the HOPE hotline, which has counselors who are trained to work with borrowers to
help them understand reasons they may have been denied modifications and explain other modification or foreclosure prevention options that may
be available to them.
Transparency of the NPV model - a key component of the eligibility test for HAMP - is also important. Treasury increased public access to the NPV
white paper, which explains the methodology used in the NPV model. To ensure accuracy and reliability, Freddie Mac, Treasury’s compliance
Appendix – page 19
Monthly 105(a) Report
October 2010
agent, conducts periodic audits of servicers’ implementation of the model. If servicers' models do not meet Treasury's NPV specifications, Freddie
Mac will require the servicers to discontinue use of their own implementation of the model and revert back to the NPV application available from
Treasury through the MHA Servicer Portal. As required by the Dodd-Frank Act, Treasury is preparing to establish a web portal that borrowers can
access to run a NPV analysis using input data regarding their own mortgages, and to provide to borrowers who are turned down for a HAMP
modification the input data used in evaluating the application.
All servicers voluntarily participating in HAMP have contractually agreed to follow the HAMP program guidelines, which require the servicer to offer
a HAMP modification to all eligible borrowers and to have systems that can process all HAMP-eligible loans. Servicers are subject to periodic, onsite compliance reviews performed by Treasury’s compliance agent, Making Home Affordable-Compliance (MHA-C), a separate, independent
division of Freddie Mac, 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.
Treasury works closely with MHA-C to design and refine the compliance program and conducts quality assessments of the activities performed by
MHA-C. 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.
Housing Finance Agency Innovation Funds for the Hardest Hit Housing Markets (HFA Hardest Hit Fund, or HHF)
The Housing Finance Agency Innovation Fund for the Hardest Hit Housing Markets allows state housing finance agencies (HFAs) in the nation’s
hardest hit housing markets to design innovative, locally targeted foreclosure prevention programs.
•
The objective of the HHF program is to develop creative, effective approaches to the housing crisis that consider local conditions. Treasury
outlined some of the possible types of transactions that would meet EESA requirements:
¾ 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) were evaluated on a caseby-case basis for compliance with EESA.
•
HFAs designed the state programs themselves, tailoring the housing assistance to their local needs. 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.
Appendix – page 20
Monthly 105(a) Report
October 2010
•
Five of these states (Arizona, California, Florida, Michigan and Nevada) have had average home price declines greater than 20 percent since
the housing market downturn, accounting for the majority of “underwater” mortgages in the country.
•
The remaining fourteen states and jurisdictions (Alabama, Georgia, Illinois, Indiana, Kentucky, Mississippi, New Jersey, North Carolina, Ohio,
Oregon, Rhode Island, South Carolina, Tennessee and Washington, DC) have concentrated areas of economic distress due to unemployment
or had an unemployment rate at or above the national average for the past year.
•
To ensure accountability and transparency of the HHF program, all funded program designs will be posted online and program activity will be
subject to oversight under EESA.
The chart below shows the total allocation of $7.6 billion by state.
Total allocation by state ($ millions)
Alabama
Arizona
California
District of Columbia
Florida
Georgia
Illinois
$
$
$
$
$
$
$
162.52
267.77
1,975.33
20.70
1,057.84
339.26
445.60
Indiana
Kentucky
Michigan
Mississippi
Nevada
New Jersey
$
$
$
$
$
$
TOTAL
221.69
148.90
498.61
101.89
194.03
300.55
North Carolina
Ohio
Oregon
Rhode Island
South Carolina
Tennessee
$
$
$
$
$
$
$
482.78
570.40
220.04
79.35
295.43
217.32
7,600.00
•
In September, Treasury executed commitments of $2 billion of additional assistance available for state Housing Finance Agency programs for
homeowners struggling to make their mortgage payments due to unemployment. States eligible to receive this additional assistance have all
experienced an unemployment rate at or above the national average over the past twelve months. Each state will use the funds for targeted
unemployment programs that provide temporary assistance to eligible homeowners to help them pay their mortgage while they seek reemployment, additional employment or undertake job training.
•
States that have already benefited from previously announced assistance under the Hardest Hit Fund may use these additional resources to
support the unemployment programs previously approved by Treasury or they may opt to implement new unemployment programs.
•
Also in September, Treasury announced that $3.5 billion of additional assistance will be made available to eighteen states and the District of
Columbia to expand the reach of the programs they are implementing to help more struggling homeowners. Five of these states (Arizona,
California, Florida, Michigan and Nevada) were initially chosen because they had average home price declines greater than 20 percent since the
Appendix – page 21
Monthly 105(a) Report
October 2010
housing market downturn, accounting for the majority of “underwater” mortgages in the country. The remaining fourteen state housing agencies
have received funds because they have concentrated areas of economic distress due to unemployment or had an unemployment rate at or
above the national average for the past year.
•
As of October 2010, three states were either accepting applications or providing assistance (AZ, MI and OH). By the end of 2010 another three
states will begin providing assistance and the remaining states should become available in the first half of 2011.
Executive Compensation Restrictions Required by the Laws that Created the Troubled Asset Relief Program
EESA set standards for executive compensation and corporate governance for recipients of financial assistance under the TARP. These executive
compensation standards were then expanded under American Recovery and Reinvestment Act of 2009 (ARRA) and Treasury’s Interim Final Rule
on executive compensation published on June 15, 2009. This rule created the Office of the Special Master for TARP Executive Compensation, and
Kenneth R. Feinberg was appointed as Special Master in June 2009.
Restrictions on exceptional assistance recipients and other recipients of TARP funds.
EESA, as amended by ARRA, imposed restrictions on executive compensation for all recipients of financial assistance under TARP.
requirements include the following:
The
•
Limits on bonuses and retention awards for the top executives;
•
Prohibition on “golden parachutes” for the top executives;
•
Limits on compensation to exclude incentives on senior executives to take unnecessary and excessive risks that threaten a firm’s value;
•
Prohibition on compensation plans that encourage manipulation of reported earnings to enhance the compensation of employees, and a
“clawback” provision to permit recovery of certain payments based on earnings statements or other criteria that are later found to be
materially inaccurate;
•
Establishment of a company-wide policy regarding excessive or luxury expenditures;
•
Establishment of a compensation committee composed entirely of independent directors; and
•
A requirement for an annual, non-binding “say on pay” shareholder vote regarding compensation required to be disclosed under SEC
rules.
Appendix – page 22
Monthly 105(a) Report
October 2010
Treasury also promulgated rules to implement these provisions that added additional requirements. These included a prohibition on paying “tax
gross-ups” to top executives (which are designed to reduce or eliminate the tax burden on an executive relating to compensation arrangements)
and a requirement to disclose certain executive perquisites.
Treasury ‘s rules also created the Office of the Special Master, and gave to the Special Master the responsibility to review and approve the
compensation of top executives at firms that received “exceptional assistance”. These firms were AIG, Bank of America, Citigroup, General Motors,
Chrysler, Ally Financial (formerly GMAC) and Chrysler Financial. The rules required the Special Master to review the individual pay packages of the
top 25 most highly compensated employees at each firm and to review the compensation structures for the next 26-100 employees. The rules also
outlined certain principles that the Special Master must follow in making his decisions.
The Special Master conducted extensive reviews of executive compensation at these companies for the 2009 and 2010 calendar years and
imposed requirements based on the following key principles:
•
For the top 25 individual pay packages: to (i) limit cash salary, (ii) pay incentives in long-term restricted stock, (iii) limit perquisites and
“other” compensation, and (iv) limit executive pension and retirement programs; and
•
For the next 26-100 employees’ compensation structures: to (i) restrict short-term cash compensation, (ii) tie incentive compensation to
real achievement, (iii) make sure compensation structures have a long-term focus, and (iv) align pay practices with shareholder and
taxpayer interests.
The review and approval by the Special Master led to significant reductions in compensation at these firms. This was to ensure that executive pay
for the top 100 employees at the firms that received exceptional assistance is in line with long-term value creation and financial stability. For the five
firms that were still exceptional assistance recipients for 2010 determinations, a large majority – 84 percent – of top 25 executives covered by the
2009 determinations remained with the companies through the 2010 determinations. The cash and overall compensation of most executives new to
the top 25, who mostly filled slots created by employee departures prior to the 2009 determinations, was reduced substantially from historical levels.
Review of Prior Payments – “Lookback” Review
ARRA also required the Secretary to conduct a Look Back Review of bonuses, retention awards, and other compensation paid to each TARP
recipient’s Top 25 before the introduction of the additional requirements, to determine if any payments were inconsistent with the purpose of EESA
or TARP, or otherwise inconsistent with the public interest. The Office of the Special Master carried out the Look Back Review and published its
findings in July 2010. The Special Master did not determine that any reviewed payment was inconsistent with the law or the public interest.
However, this outcome does not express a conclusion that these payments were appropriate or advisable, particularly in light of the circumstances
facing the financial system generally, and some institutions specifically, in late 2008 and early 2009. Therefore, the Special Master proposed that all
TARP recipients adopt a prospective compensation policy (a “brake” policy) that would provide companies the authority to alter pending payments
to executives in the event of a financial crisis.
Appendix – page 23
Monthly 105(a) Report
October 2010
Kenneth R. Feinberg Resignation
In September 2010, after fourteen months of service, Kenneth R. Feinberg resigned as Special Master for TARP Executive Compensation and
issued the “Final Report of Special Master for Executive Compensation Kenneth R. Feinberg” (Final Report). The Final Report summarizes the
work of the Office of the Special Master for TARP Executive Compensation during Mr. Feinberg’s tenure as Special Master and includes an
overview of the compensation determinations issued for the 2009 and 2010 calendar years. The report also reviews, among other things, the
processes (collection of data and analysis) and standards of review used for the determinations.
The 517-page report and exhibits, which include copies of all determination letters, can be found at
http://www.FinancialStability.gov/docs/Exhibits.pdf and http://www.FinancialStability.gov/docs/Final%20Report%20of%20Kenneth%20Feinberg%20%20FINAL.PDF.
Appendix – page 24
Monthly 105(a) Report
October 2010
The U.S. Government as Shareholder - How Treasury Exercises Its Voting Rights
•
The U.S. Government is a reluctant shareholder in private companies and has no interest in owning companies over the long term. This
unusual role is an unfortunate consequence of the financial crisis and the recession.
•
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. Among other
consequences, such involvement might actually reduce the value of the taxpayer’s investments and impede the successful transition of the firms
to the private sector.
•
In certain cases, Treasury has sought to pursue strong upfront conditions at the time of investment into a company, such as changes to the
board of directors and management, to ensure that TARP funds were deployed in a way that promotes economic growth and financial stability
and protects taxpayer value. Thereafter, Treasury has taken a commercial approach to its investments. 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 or officer of any such company
•
Treasury’s investments have generally been in the form of non-voting preferred stock. 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.
•
In a few cases, Treasury has acquired common stock. These include General Motors, Ally Financial (formerly GMAC), Citigroup and Chrysler,
and a few small banks. In the cases where Treasury has acquired voting rights, it 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 charter or bylaws; and (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.
•
In the case of AIG, the U.S. Treasury is currently the beneficiary of a trust created by the Federal Reserve Bank of New York (FRBNY). That
trust owns shares having 79.8 percent of the voting rights of the common stock. The FRBNY has appointed three independent trustees who
have the power to vote 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, but the
Department of the Treasury does not control the trust and it cannot direct the trustees. Treasury also directly 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. Upon consummation of the proposed
restructuring plan announced on September 30, 2010, Treasury will receive common shares in exchange for its preferred stock and the trust will
be dissolved. As a result, the Treasury will own approximately 92 percent of the common stock of AIG.
Appendix – page 25
Monthly 105(a) Report
October 2010
Appendix 2
Financial Statement
United States Department of the Treasury
Office of Financial Stability
Report of Administrative Obligations and Expenditures
For Period Ending
October 31, 2010
PERSONNEL SERVICES
NON-PERSONNEL
SERVICES
Budget
Object Class
(BOC)
Budget Object Class Title
1100 & 1200 PERSONNEL COMPENSATION & BENEFITS
PERSONNEL SERVICES Total:
2100
TRAVEL & TRANSPORTATION OF PERSONS
2200
TRANSPORTATION OF THINGS
2300
RENTS, COMMUNICATIONS, UTILITIES & MISC CHARGES
2400
PRINTING & REPRODUCTION
2500
OTHER SERVICES
2600
SUPPLIES AND MATERIALS
3100
EQUIPMENT
3200
LAND & STRUCTURES
4300
INTEREST & DIVIDENDS
NON-PERSONNEL SERVICES Total:
$
$
$
$
GRAND TOTAL: $
Note: The amounts presented above are cumulative from the initiation of the TARP.
Obligations
46,956,216
46,956,216
862,843
11,960
789,159
395
124,500,426
700,254
232,054
27
127,097,118
174,053,334
$
$
$
$
$
Expenditures
46,729,685
46,729,685
828,578
11,960
461,529
395
96,694,762
689,484
222,675
27
98,909,410
145,639,096
For Period Ending
November 30, 2010
$
$
$
$
$
Projected
Obligations
49,479,000
49,479,000
902,000
12,000
789,000
400
143,622,000
716,000
232,000
30
146,273,430
195,752,430
$
$
$
$
$
Projected
Expenditures
49,252,000
49,252,000
870,000
12,000
488,000
400
98,906,000
706,000
223,000
30
101,205,430
150,457,430
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Agreements Under TARP [Section 105(a)(3)(A)]
For Period Ending October 31, 2010
Date
Approved
Type of
Transaction
10/10/2008
Contract
10/11/2008
Contract
10/14/2008
Financial Agent
10/16/2008
Contract
10/18/2008
Contract
10/29/2008
Contract
10/29/2008
Contract
10/31/2008
Contract
11/7/2008
Contract
11/7/2008
Interagency Agreement
11/9/2008
Interagency Agreement
11/14/2008
Interagency Agreement
11/25/2008 Interagency Agreement
12/3/2008
Interagency Agreement
12/10/2008
Contract
12/10/2008
Contract
12/15/2008
Interagency Agreement
12/16/2008
Interagency Agreement
12/22/2008
Interagency Agreement
12/24/2008
Contract
1/6/2009
Interagency Agreement
1/7/2009
Contract
1/7/2009
Interagency Agreement
1/27/2009
Contract
1/27/2009
Contract
1/30/2009
Interagency Agreement
2/2/2009
Interagency Agreement
Vendor
Simpson Thacher & Bartlett Mnp LLP
Ennis Knupp & Associates Inc
The Bank of New York Mellon
PricewaterhouseCoopers
Ernst & Young LLP
Hughes Hubbard & Reed LLP
Squire Sanders & Dempsey LLP
Lindholm & Associates Inc.*
Sonnenschein Nath & Rosenthal LLP
GSA - Turner Consulting*
Internal Revenue Service
CSC Systems and Solutions
Department of the Treasury - Departmental Offices
Trade and Tax Bureau - Treasury
Sonnenschein Nath & Rosenthal LLP
Thacher Proffitt & Wood**
Office of Thrift Supervision
Department of Housing and Urban Development
Office of Thrift Supervision
Cushman and Wakefield of VA, Inc.
Securities and Exchange Commission
Colonial Parking Inc.
Washington Post
Cadwalader Wickersham & Taft, LLP
Whitaker Brothers Bus. Machines*
Office of the Controller of the Currency
Government Accountability Office
Purpose
Legal Services
Investment and Advisory Services
Custodian and Cash Management
Internal Control Services
Accounting Services
Legal Services
Legal Services
Human Resources Services
Legal Services
Archiving Services
Detailees
IT Services
Administrative Support
IT Services
Legal Services
Legal Services
Detailees
Detailees
Detailees
Painting
Detailees
Parking
Vacancy Announcement
Legal Services
Office Machines
Detailees
Oversight
Date
Approved
2/3/2009
2/9/2009
2/12/2009
2/18/2009
2/18/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/26/2009
2/27/2009
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
4/3/2009
4/17/2009
4/17/2009
4/21/2009
4/21/2009
4/21/2009
5/4/2009
5/5/2009
5/13/2009
5/14/2009
5/15/2009
5/20/2009
5/22/2009
5/26/2009
5/26/2009
6/9/2009
6/29/2009
7/15/2009
Type of
Transaction
Interagency Agreement
Contract
Contract
Financial Agent
Financial Agent
Interagency Agreement
Interagency Agreement
Contract
Contract
Interagency Agreement
Interagency Agreement
Contract
Financial Agent
Interagency Agreement
Contract
Contract
Contract
Contract
Contract
Interagency Agreement
Contract
Interagency Agreement
Contract
Financial Agent
Financial Agent
Financial Agent
Interagency Agreement
Interagency Agreement
Interagency Agreement
Contract
Contract
Interagency Agreement
Interagency Agreement
Contract
Contract
Interagency Agreement
Interagency Agreement
Interagency Agreement
Vendor
Internal Revenue Service
Pat Taylor and Associates, Inc*
Locke Lord Bissell & Lidell LLP
Fannie Mae
Freddie Mac
Financial Clerk U.S. Senate
Office of Thrift Supervision
Simpson Thacher & Bartlett Mnp LLP
Venable LLP
Securities and Exchange Commission
Pension Benefit Guaranty Corp.
The Boston Consulting Group Inc
EARNEST Partners*
Heery International Inc.*
McKee Nelson, LLP***
Cadwalader Wickersham & Taft, LLP
Haynes and Boone LLP
Sonnenschein Nath & Rosenthal LLP
FI Consulting Inc.*
American Furniture Rentals*
The Boston Consulting Group Inc
Bureau
off Printing
B
P i i and
d Engraving
E
i
Herman Miller Inc.
AllianceBernstein L.P.
FSI Group, LLC
Piedmont Investment Advisors, LLC*
State Department
Federal Reserve Board
Department of Treasury - US Mint
Knowledgebank Inc.*
Phacil Inc.*
Securities and Exchange Commission
Department of Justice - ATF
Anderson, McCoy & Orta, LLP*
Simpson Thacher & Bartlett Mnp LLP
Financial Management Service - Gartner, Inc.
Department of Interior
Judicial Watch
Purpose
Detailees
Temporary Employee Services
Legal Services
Homeownership Program
Homeownership Program
Financial Advisory
Detailees
Legal Services
Legal Services
Detailees
Legal Services
Management Consulting Support
Asset Management Services
Architectural Services
Legal Advisory
Legal Services
Legal Services
Legal Services
Modeling and Analysis
Office Furniture
Management Consulting Support
Detailee
Office Furniture
Asset Management Services
Asset Management Services
Asset Management Services
Detailees
Detailee
Administrative Support
Administrative Support
FOIA Services
Detailees
Detailee
Legal Services
Legal Services
Administrative Support
Administrative Support
Legal Advisory
Date
Approved
7/17/2009
7/30/2009
7/30/2009
7/30/2009
8/10/2009
8/10/2009
8/18/2009
8/25/2009
9/2/2009
9/10/2009
9/11/2009
9/18/2009
9/30/2009
9/30/2009
9/30/2009
9/30/2009
11/29/2009
12/16/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
1/14/2010
1/15/2010
2/16/2010
2/16/2010
2/18/2010
3/8/2010
3/22/2010
3/26/2010
3/29/2010
4/2/2010
4/8/2010
4/12/2010
4/22/2010
Type of
Transaction
Contract
Contract
Contract
Contract
Interagency Agreement
Interagency Agreement
Contract
Interagency Agreement
Contract
Contract
Contract
Interagency Agreement
Contract
Contract
Interagency Agreement
Interagency Agreement
Interagency Agreement
Interagency Agreement
Financial Agent
Financial Agent
Financial Agent
Contract
Financial Agent
Financial Agent
Financial Agent
Interagency Agreement
Contract
Interagency Agreement
Contract
Interagency Agreement
Contract
Interagency Agreement
Interagency Agreement
Financial Agent
Interagency Agreement
Contract
Contract
Contract
Vendor
Korn Ferry International
Cadwalader Wickersham & Taft, LLP
Debevoise & Plimpton, LLP
Fox Hefter Swibel Levin & Carol, LLP
Department of Justice - ATF
NASA
Mercer, Inc.
Department of Justice - ATF
Knowledge Mosaic Inc.*
Equilar, Inc.*
PricewaterhouseCoopers
Treasury Franchise Fund - BPD
NNA Inc.
SNL Financial LC
Immixtechnology
Immixtechnology
Department of the Treasury - Departmental Offices
Internal Revenue Service
Avondale Investments, LLC*
Bell Rock Capital, LLC*
Howe Barnes Hoefer and Arnett, Inc.*
Hughes Hubbard & Reed LLP
KBW Asset Management, Inc.*
Lombardia Capital Partners, LLC*
Paradigm Asset Management, LLC*
Government Accountability Office
Association of Government Accountants
Internal Revenue Service
The MITRE Corporation
Treasury Franchise Fund - BPD
Qualx Corporation*
Financial Management Service - Gartner, Inc.
Federal Maritime Commission
Morgan Stanley & Co. Inc
Financial Clerk U.S. Senate
Squire Sanders & Dempsey
Ennis Knupp & Associates Inc
Digital Management Inc.
Purpose
Administrative Support
Legal Services
Legal Advisory
Legal Advisory
Detailee
Detailee
Administrative Support
Detailee
Administrative Support
Administrative Support
Internal Control Services
Administrative Support
Administrative Support
Financial Advisory
Information Technology
Information Technology
Administrative Support
Detailees
Financial Advisory
Financial Advisory
Financial Advisory
Legal Services
Financial Advisory
Financial Advisory
Financial Advisory
Oversight
Administrative Support
Detailees
Administrative Support
Administrative Support
Administrative Support
Administrative Support
Detailee
Asset Management Services
Financial Advisory
Legal Services
Investment and Advisory Services
Administrative Support
Date
Approved
4/22/2010
4/23/2010
5/4/2010
5/17/2010
6/24/2010
6/30/2010
7/21/2010
7/21/2010
7/22/2010
7/22/2010
7/22/2010
7/27/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/6/2010
8/12/2010
8/30/2010
9/1/2010
9/17/2010
9/27/2010
9/30/2010
9/30/2010
10/1/2010
10/8/2010
10/8/2010
10/8/2010
10/8/2010
10/8/2010
Type of
Transaction
Contract
Contract
Interagency Agreement
Financial Agent
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Contract
Interagency Agreement
Contract
Contract
Contract
Contract
Interagency Agreement
Interagency Agreement
Contract
Contract
Contract
Contract
Contract
Vendor
Microlink LLC
RDA Corporation
Internal Revenue Service
Lazard Frères & Co. LLC
Reed Elsevier Inc.
The George Washington University
Navigant Consulting, Inc.
Regis & Associates PC*
Ernst & Young LLP
PricewaterhouseCoopers
Schiff Hardin LLP
West Publishing Corporation
Alston & Bird LLP
Cadwalader Wickersham & Taft, LLP
Fox Hefter Swibel Levin & Carol, LLP
Haynes and Boone LLP
Hughes Hubbard & Reed
Love & Long LLP*
Orrick Herrington Sutcliffe LLP
Paul, Weiss, Rifkind, Wharton & Garrison LLP
Perkins Coie LLP
Seyfarth Shaw LLP
Shulman, Rogers, Gandal, Pordy & Ecker, PA
Sullivan Cove Reign Enterprises JV*
Venable LLP
Knowledge Mosaic Inc.*
Department of Housing and Urban Development
CQ- Roll Call Inc.
Bingham McCutchen LLC
Davis Audrey Robinette *
CCH Incorporated
Department of the Treasury - Departmental Offices
Financial Clerk U.S. Senate
Management Concepts Inc
Management Concepts Inc
Management Concepts Inc
Management Concepts Inc
Management Concepts Inc
Purpose
Administrative Support
Administrative Support
Detailees
Financial Advisory
Administrative Support
Administrative Support
Administrative Support
Administrative Support
Accounting Services
Internal Control Services
Legal Advisory
Administrative Support
Legal Advisory
Legal Services
Legal Advisory
Legal Services
Legal Services
Legal Advisory
Legal Advisory
Legal Advisory
Legal Advisory
Legal Advisory
Legal Advisory
Legal Advisory
Legal Services
Administrative Support
Detailees
Administrative Support
Legal Advisory
Administrative Support
Administrative Support
Administrative Support
Financial Advisory
Administrative Support
Administrative Support
Administrative Support
Administrative Support
Administrative Support
Date
Approved
10/8/2010
10/8/2010
10/8/2010
10/14/2010
10/26/2010
Type of
Transaction
Contract
Contract
Contract
Contract
Interagency Agreement
Vendor
Management Concepts Inc
Management Concepts Inc
Management Concepts Inc
Hispanic Association of Colleges and Universities
Government Accountability Office
* 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
Administrative Support
Administrative Support
Administrative Support
Detailees
Oversight
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Insurance Contracts [Section 105(a)(3)(B)]
For Period Ending October 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 105a (3) (C, D,G)]
For Period Ending September 30, 2010
CAPITAL PURCHASE PROGRAM
Seller
Footnote
1b
11, 23 5/26/2010
14
3a 11/24/2009
Purchase Details
Name of Institution
Purchase Date
City
Investment Amount
Pricing
Mechanism
Bank of America Corporation
The Bank of New York Mellon Corporation
10/28/2008
Citigroup Inc.
New York
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.
Northern Trust Corporation
SunTrust Banks, Inc.
New York
New York
New York
Boston
San Francisco
Redding
Hendersonville
San Francisco
Chicago
Atlanta
11/14/2008
Broadway Financial Corporation
Los Angeles
CA
Preferred Stock
$
9,000,000
Par
11/14/2008
11/14/2008
Seattle
Winston-Salem
WA
NC
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
200,000,000
3,133,640,000
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
Washington Federal, Inc.
BB&T Corp.
M&T Bank Corporation (Provident Bancshares
Corp.)
Umpqua Holdings Corp.
Comerica Inc.
Regions Financial Corporation
Capital One Financial Corporation
First Horizon National Corporation
Huntington Bancshares
KeyCorp
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
Valley National Bancorp
Wayne
NJ
Preferred Stock w/ Warrants
$
300,000,000
Par
Zions Bancorporation
Marshall & Ilsley Corporation
U.S. Bancorp
TCF Financial Corporation
First Niagara Financial Group
HF Financial Corp.
Centerstate Banks of Florida Inc.
Salt Lake City
Milwaukee
Minneapolis
Wayzata
Lockport
Sioux Falls
Davenport
NC
NY
Investment Description
10/28/2008
10/28/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/21/2008
11/21/2008
11/21/2008
Charlotte
New York
State
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
15,000,000,000
3,000,000,000
NY
Common Stock w/ Warrants
$
25,000,000,000
Par
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 Stock w/ Warrants
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
1,576,000,000
3,500,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
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
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
1,400,000,000
1,715,000,000
6,599,000,000
361,172,000
184,011,000
25,000,000
27,875,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
12/9/2009
6/17/2009
**
4
4
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
$
$
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
4
6/17/2009
4
$
1,576,000,000
$
0
Warrants
8/26/2009
5/27/2009
6/17/2009
4
$
$
200,000,000
3,133,640,000
$
$
0
0
Warrants
Warrants
2/17/2010
3/17/2010
5
$
$
214,181,000
2,250,000,000
$
$
0
0
6/17/2009
4
$
3,555,199,000
$
0
6/3/2009
4
$
75,000,000
$
225,000,000
9/23/2009
4
$
125,000,000
$
100,000,000
12/23/2009
4
$
100,000,000
$
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
4
5
4
4
4
4
5
4
5
12/30/2009
200,000,000
Beverly Hills
CA
Preferred Stock w/ Warrants
$
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
$
8/11/2010
4
$
76,898,000
$
Pacific Capital Bancorp
Santa Barbara
CA
Common Stock w/ Warrants
$
195,045,000
Par
Heritage Commerce Corp.
Ameris Bancorp
Porter Bancorp Inc.
Banner Corporation
Cascade Financial Corporation
Columbia Banking System, Inc.
Heritage Financial Corporation
San Jose
Moultrie
Louisville
Walla Walla
Everett
Tacoma
Olympia
CA
GA
KY
WA
WA
WA
WA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
40,000,000
52,000,000
35,000,000
124,000,000
38,970,000
76,898,000
24,000,000
Par
Par
Par
Par
Par
Par
Par
15
1b
Final Disposition
Proceeds
A $
R $
186,342,969
136,000,000
23
6/17/2009
6/17/2009
6/17/2009
6/17/2009
12/23/2009
City National Corporation
11/21/2008
Disposition
Investment
Description
15,000,000,000
3,000,000,000
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
Final Disposition
Final
Disposition
Date
$
$
4
29 9/24/2010
Remaining
Investment
Description
300,000,000
0
$
$
$
$
$
1,100,000,000
950,318,243
950,000,000
60,000,000
849,014,998
Warrants
R $
87,000,000
3/9/2010
7/22/2009
Warrants
Warrants
A $
R $
15,623,222
67,010,402
Warrants
Warrants
3/31/2010
5/6/2010
Warrants
Warrants
R $
A $
4,500,000
183,673,472
Warrants
12/3/2009
Warrants
A $
148,731,030
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
R
A
R
R
R
4/7/2010
Warrants
9/1/2010
Warrants
Warrants
Warrants
Warrants
Warrants
Warrants
Preferred Stock w/
Warrants
Warrants
Warrants
9
9
9
9
R
A
R
R
A
$
$
$
$
$
139,000,000
9,599,964
2,700,000
650,000
212,000
R $
18,500,000
R $
3,301,647
Preferred Stock w/
Warrants
Warrants
9
Page 8 of 57
Seller
Footnote
14, 20
26 9/30/2010
Purchase Date
Purchase Details
Name of Institution
City
State
Investment Description
Investment Amount
Pricing
Mechanism
11/21/2008
11/21/2008
First PacTrust Bancorp, Inc.
Severn Bancorp, Inc.
Chula Vista
Annapolis
CA
MD
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
19,300,000
23,393,000
Par
Par
11/21/2008
Boston Private Financial Holdings, Inc.
Boston
MA
Preferred Stock w/ Warrants
$
154,000,000
Par
Green Bay
Jackson
Lexington
Rosemont
Los Angeles
WI
MS
SC
IL
CA
Midwest Banc Holdings, Inc.
Melrose Park
IL
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
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
Associated Banc-Corp
Trustmark Corporation
First Community Corporation
Taylor Capital Group
Nara Bancorp, Inc.
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
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
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
525,000,000
215,000,000
11,350,000
104,823,000
67,000,000
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
12
32 9/30/2010
24
Final Disposition
Proceeds
$
50,000,000
$
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
104,000,000
$
89,388,000
Par
$
$
$
$
$
$
$
196,000,000
193,000,000
180,000,000
75,000,000
34,000,000
1,700,000
90,000,000
Par
Par
Par
Par
Par
Par
Par
9/9/2009
4
$
75,000,000
$
0
Warrants
12/23/2009
Warrants
9/16/2009
3/31/2009
4
5
$
$
1,700,000
90,000,000
$
$
0
0
Warrants
Warrants
Preferred Stock w/
Warrants
Preferred Stock w/
Warrants
10/14/2009
5/20/2009
Warrants
Warrants
9
R $
R $
63,364
1,200,000
Warrants
9/30/2010
Warrants
26
R $
400,000
10/28/2009
Warrants
R $
1,307,000
R $
40,000
Eagle Bancorp, Inc.
Bethesda
MD
Preferred Stock w/ Warrants
$
38,235,000
Par
12/23/2009
5
$
15,000,000
$
23,235,000
Sandy Spring Bancorp, Inc.
Olney
MD
Preferred Stock w/ Warrants
$
83,094,000
Par
7/21/2010
4
$
41,547,000
$
41,547,000
12/5/2008
12/5/2008
Coastal Banking Company, Inc.
East West Bancorp
Fernandina Beach
Pasadena
FL
CA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
9,950,000
306,546,000
Par
Par
9/30/2010
26
$
130,179,219
$
$
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
Defiance
Charleston
Birmingham
Stillwater
San Juan
Overland Park
Fairlawn
Novato
Thomasville
Somerville
Poplar Bluff
Jericho
15
4
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.
Disposition
Investment
Description
6/16/2010
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
Final Disposition
Final
Disposition
Date
1/13/2010
0
4
17
Remaining
Investment
Description
OH
SC
AL
OK
PR
KS
OH
CA
NC
MA
MO
NY
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
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
12/5/2008
TIB Financial Corp
Naples
FL
Preferred Stock w/ Warrants
$
37,000,000
Par
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
Unity Bancorp, Inc.
Old Line Bancshares, Inc.
FPB Bancorp, Inc.
Sterling Financial Corporation
Oak Valley Bancorp
Old National Bancorp
Capital Bank Corporation
Pacific International Bancorp
SVB Financial Group
LNB Bancorp Inc.
Wilmington Trust Corporation
Susquehanna Bancshares, Inc
Signature Bank
HopFed Bancorp
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
Clinton
Bowie
Port St. Lucie
Spokane
Oakdale
Evansville
Raleigh
Seattle
Santa Clara
Lorain
Wilmington
Lititz
New York
Hopkinsville
Flint
Columbus
Little Rock
Los Angeles
Greensboro
Houston
Wilmington
Portsmouth
Los Angeles
Roanoke
NJ
MD
FL
WA
CA
IN
NC
WA
CA
OH
DE
PA
NY
KY
MI
IN
AR
CA
NC
TX
DE
VA
CA
VA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Common Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
20,649,000
7,000,000
5,800,000
303,000,000
13,500,000
100,000,000
41,279,000
6,500,000
235,000,000
25,223,000
330 000 000
330,000,000
300,000,000
120,000,000
18,400,000
300,000,000
21,500,000
75,000,000
55,000,000
52,372,000
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
9
$
97,500,000
9/2/2009
4
$
32,500,000 $
0
Preferred Stock w/
Warrants
Warrants
3/31/2009
4
$
28,000,000
$
0
Warrants
9/30/2010
32
$
12,119,637
$
0
Warrants
9/30/2010
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
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
9/8/2010
Warrants
Warrants
A $
R $
3,007,891
4,753,985
8/26/2009
4
5
32,500,000
100,000,000
0
32
Page 9 of 57
Seller
Purchase Details
Name of Institution
City
State
Investment Description
Footnote
Purchase Date
22
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
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
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
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
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
12/19/2008
Security Federal Corporation
Aiken
SC
12/19/2008
12/19/2008
12/19/2008
12/19/2008
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.
Pacific City Financial Corporation
Marquette National Corporation
Exchange Bank
Monadnock Bancorp, Inc.
Bridgeview
B id
i
Bancorp,
B
Inc.
I
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.
Lake Forest
Lake Success
Chesapeake
Charlottesville
30 9/29/2010
18
2
2
2
2, 3
2
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
12/19/2008
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
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
$
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
50,000,000
25,000,000
48,200,000
12,643,000
40,000,000
25,000,000
21,000,000
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
Preferred Stock w/ Warrants
$
18,000,000
IL
NY
VA
VA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
250,000,000
70,000,000
14,700,000
30,000,000
Bowling Green
VA
Preferred Stock w/ Warrants
$
Mt. Pleasant
Providence
Lee's Summit
Elmira
Syracuse
Dubuque
Bowling Green
Wabash
Dallas
Waldorf
Boston
Houston
Los Angeles
Chicago
Santa Rosa
Peterborough
Bridgeview
B id
i
Wichita
Dundalk
Los Angeles
Louisville
Cincinnati
San Jose
Laredo
Seattle
Buffalo
Emlenton
Newark
Greeneville
SC
RI
MO
NY
NY
IA
KY
IN
TX
MD
MA
TX
CA
IL
CA
NH
IL
KS
MD
CA
KY
OH
CA
TX
WA
NY
PA
OH
TN
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
P
Preferred
f
d Stock
St k w// Exercised
E
i d Warrants
W
t
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
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
Par
9/29/2010
4
$
18,000,000
$
0
Warrants
Par
Par
Par
Par
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
5
9
R $
R $
900,000
260,000
59,000,000
Par
11/18/2009
5
$
59,000,000
$
0
Warrants
12/23/2009
Warrants
9
R $
450,000
14,448,000
30,000,000
30,255,000
9,090,000
26,918,000
81,698,000
8,779,000
7,289,000
87,631,000
15,540,000
12,063,000
26,038,000
16,200,000
35,500,000
43,000,000
1,834,000
38,000,000
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
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
2/24/2010
5
$
80,000,000
$
0
Warrants
6/2/2010
Warrants
A $
3,116,284
9
Page 10 of 57
Seller
Footnote
30 9/3/2010
2
2
2
2
3, 30 8/20/2010
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
31 9/30/2010
16
2
1a, 1b
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 Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
9/8/2010
Warrants
N/A
N/A
Disposition
Investment
Description
12/23/2008
12/23/2008
12/23/2008
Cecil Bancorp, Inc.
Financial Institutions, Inc.
Fulton Financial Corporation
Elkton
Warsaw
Lancaster
MD
NY
PA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
11,560,000
37,515,000
376,500,000
Par
Par
Par
7/14/2010
4
$
376,500,000
$
0
Warrants
12/23/2008
United Bancorporation of Alabama, Inc.
Atmore
AL
Preferred Stock w/ Warrants
$
10,300,000
Par
9/3/2010
4
$
10,300,000
$
0
Warrants
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
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
Muncie
Baltimore
Rochester
Pinellas Park
New York
New York
Newton
Monroeville
Hoquiam
Cranbury
Oakhurst
Monmouth
Westminster
Portland
Albemarle
IN
MD
MN
FL
NY
NY
NC
PA
WA
NJ
NJ
IL
CA
OR
NC
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
12/23/2008
Mission Valley Bancorp
Sun Valley
CA
Preferred Stock
$
5,500,000
Par
8/20/2010
4
$
5,500,000
$
0
N/A
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
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
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
NC
CA
VA
CA
OH
MA
WI
TN
CA
OH
MD
UT
CA
TN
CA
GA
PA
OH
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
7,500,000
4,060,000
3,000,000
1,800,000
2,000,000
5,830,000
14,964,000
13,795,000
7,290,000
2,600,000
4,700,000
4,767,000
10,400,000
3,000,000
11,600,000
1,350,000,000
7,579,200,000
3,408,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
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
$
$
0
N/A
N/A
N/A
12/9/2009
4/22/2009
4
$
$
10,000,000,000
125,000,000
$
$
0
0
Warrants
Warrants
3/3/2010
5/27/2009
Warrants
Warrants
10,340,000
12/31/2008
Hampton Roads Bankshares, Inc.
Norfolk
VA
Common Stock w/ Warrants
$
80,347,000
Par
CIT Group Inc.
West Bancorporation, Inc.
First Banks, Inc.
Bank of America Corporation
FirstMerit Corporation
Farmers Capital Bank Corporation
New York
West Des Moines
Clayton
Charlotte
Akron
Frankfort
NY
IA
MO
NC
OH
KY
Contingent Value Rights
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
2,330,000,000
36,000,000
295,400,000
10,000,000,000
125,000,000
30,000,000
Par
Par
Par
Par
Par
Par
1/9/2009
Peapack-Gladstone Financial Corporation
Gladstone
NJ
Preferred Stock w/ Warrants
$
28,685,000
Par
1/6/2010
$
7,172,000
$
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
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.
Newport Beach
Damariscotta
Vineland
Cary
New York
Honolulu
St Louis
St.
Tappahannock
Fitzgerald
Rockland
Starkville
Lebanon
Union
Hermitage
West Point
Fort Dodge
Greensboro
Troy
Elizabethtown
York
CA
ME
NJ
NC
NY
HI
MO
VA
GA
MA
MS
OH
NJ
PA
VA
IA
NC
NC
KY
PA
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
5,000,000
25,000,000
89,310,000
24,900,000
3,388,890,000
135,000,000
32 668 000
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
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
6/17/2009
4
$
3,388,890,000
$
0
Warrants
4/22/2009
4
$
78,158,000
$
0
Warrants
10/21/2009
4
$
13,400,000
$
0
Warrants
9/9/2009
4
$
100,000,000
$
0
Warrants
4
4
21,513,000
Final Disposition
Proceeds
R $
10,800,000
-
N/A
Preferred Stock 2
12/31/2008
12/31/2008
12/31/2008
1/9/2009
1/9/2009
1/9/2009
0
15
A $
324,195,686
N/A
1b
A $
R $
124,228,646
5,025,000
Warrants
R $
2,100,000
7/29/2009
Warrants
R $
340,000,000
5/27/2009
Warrants
R $
2,200,000
Page 11 of 57
Seller
Footnote
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
28 7/20/2010
3, 30 8/27/2010
2
2
2
2
2, 19
3, 30 9/29/2010
2
2
2
2
2
2
2
2
2
2
2
3, 30 8/6/2010
2
2
2
2, 13 12/4/2009
Name of Institution
Purchase Date
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
Purchase Details
MidSouth Bancorp, Inc.
First Security Group, Inc.
Shore Bancshares, Inc.
The Queensborough Company
American State Bancshares, Inc.
Security California Bancorp
Security Business Bancorp
Sound Banking Company
Mission Community Bancorp
Redwood Financial Inc.
Surrey Bancorp
Independence Bank
Valley Community Bank
Rising Sun Bancorp
Community Trust Financial Corporation
GrandSouth Bancorporation
Texas National Bancorporation
Congaree Bancshares, Inc.
New York Private Bank & Trust Corporation
Home Bancshares, Inc.
Washington Banking Company
New Hampshire Thrift Bancshares, Inc.
Bar Harbor Bankshares
Somerset Hills Bancorp
SCBT Financial Corporation
S&T B
Bancorp
ECB Bancorp, Inc.
City
State
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
I di
Engelhard
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
Texas Capital Bancshares, Inc.
Yadkin Valley Financial Corporation
Dallas
Elkin
TX
NC
Investment Description
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
P f
d Stock
St k w// Warrants
W
t
Preferred Stock w/ Warrants
Mandatorily Convertible 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
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
P
Par
Par
$
424,174,000
Par
$
$
75,000,000
36,000,000
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
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
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
Par
Par
5/13/2009
4
$
75,000,000
$
0
Warrants
3/11/2010
4
4
199,000
Warrants
Warrants
Warrants
R $
R $
R $
250,000
275,000
1,400,000
Warrants
A $
6,709,061
1/16/2009
Carver Bancorp, Inc
New York
NY
Preferred Stock
$
18,980,000
Par
8/27/2010
4
$
18,980,000
$
0
N/A
N/A
N/A
Citizens & Northern Corporation
MainSource Financial Group, Inc.
MetroCorp Bancshares, Inc.
United Bancorp, Inc.
Old Second Bancorp, Inc.
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
Wellsboro
Greensburg
Houston
Tecumseh
Aurora
Creve Coeur
Toms River
Roseville
The Woodlands
Morgantown
Quincy
San Clemente
PA
IN
TX
MI
IL
MO
NJ
CA
TX
WV
IL
CA
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
$
$
$
$
$
$
$
$
$
$
$
$
26,440,000
57,000,000
45,000,000
20,600,000
73,000,000
32,538,000
38,263,000
2,550,000
11,730,000
15,000,000
10,000,000
4,120,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
8/4/2010
4
$
26,440,000
$
0
Warrants
9/1/2010
Warrants
12/30/2009
5
$
38,263,000
$
0
Warrants
2/3/2010
Warrants
3/31/2009
4
$
15,000,000
$
0
Preferred Stock 2
4/15/2009
Preferred Stock
2/11/2010
19
$
$
0
N/A
N/A
N/A
1/16/2009
Community Bank of the Bay
Oakland
CA
Preferred Stock
$
1,747,000
Par
9/29/2010
4
$
1,747,000
$
0
N/A
N/A
N/A
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
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,
BNCCORP IInc.
First Manitowoc Bancorp, Inc.
Eureka
Boise
Boise
Bellevue
Vienna
Kansas City
Baraboo
Charlotte
Fargo
Bismarck
Bi
k
Manitowoc
CA
ID
ID
WA
VA
MO
WI
NC
ND
ND
WI
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred
P f
d Stock
St k w// Exercised
E
i d Warrants
W
t
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
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
20 093 000
12,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
8/12/2009
4
$
12,500,000
$
5/27/2009
4
$
12,000,000
$
0
Preferred Stock 2
5/27/2009
Preferred Stock
1/16/2009
Southern Bancorp, Inc.
Arkadelphia
AR
Preferred Stock
$
11,000,000
Par
8/6/2010
4
$
11,000,000
$
0
N/A
N/A
N/A
1/16/2009
1/16/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
Morrill Bancshares, Inc.
Treaty Oak Bancorp, Inc.
1st Source Corporation
Princeton National Bancorp, Inc.
AB&T Financial Corporation
First Citizens Banc Corp
WSFS Financial Corporation
Commonwealth Business Bank
Three Shores Bancorporation, Inc. (Seaside
National Bank & Trust)
Merriam
Austin
South Bend
Princeton
Gastonia
Sandusky
Wilmington
Los Angeles
KS
TX
IN
IL
NC
OH
DE
CA
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
$
$
$
$
$
$
$
$
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
Orlando
FL
Preferred Stock w/ Exercised Warrants
$
5,677,000
Par
1/23/2009
37,500,000
2, 7
Final Disposition
Proceeds
R $
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
0
15
-
N/A
R $
400,000
9
R $
430,797
2, 7
R $
750,000
N/A
-
N/A
Preferred Stock 2
2, 7
R $
-
600,000
N/A
Page 12 of 57
Seller
Name of Institution
Footnote
Purchase Date
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
2
2
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
30 9/29/2010
Purchase Details
City
State
Investment Description
Investment Amount
Pricing
Mechanism
CA
Preferred Stock w/ Exercised Warrants
$
4,656,000
Par
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
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
1/23/2009
FPB Financial Corp.
Hammond
LA
Preferred Stock w/ Exercised Warrants
$
3,240,000
Par
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
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
West Chester
Marietta
Madison
Sewell
Powhatan
Troy
Middleburg
Palo Alto
Chicago
Fresno
Quincy
Midland Park
Oak Ridge
Oakland
Middletown
Springfield
Annapolis
Downingtown
Alma
Visalia
Greer
Ojai
Ogallala
Manhattan Beach
Milwaukee
Boca Raton
Milford
Houlton
Little Rock
Marysville
Denver
Spokane
Munster
Scottsdale
Wichita
PA
OH
WI
NJ
VA
MI
VA
CA
IL
CA
CA
NJ
NC
MD
NJ
MO
MD
PA
MI
CA
SC
CA
NE
CA
WI
FL
NE
ME
AR
KS
CO
WA
IN
AZ
KS
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/ 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
10,973,000
39,000,000
110,000,000
16,288,000
11,385,000
266,657,000
22,000,000
6,000,000
243 815 000
243,815,000
7,000,000
11,949,000
10,000,000
7,700,000
30,000,000
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Reston
VA
Preferred Stock w/ Exercised Warrants
$
6,633,000
Par
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
2/6/2009
Stonebridge Financial Corp.
Peoples Bancorp Inc.
Anchor BanCorp Wisconsin Inc.
Parke Bancorp, Inc.
Central Virginia Bankshares, Inc.
Flagstar Bancorp, Inc.
Middleburg Financial Corporation
Peninsula Bank Holding Co.
PrivateBancorp Inc
PrivateBancorp,
Inc.
Central Valley Community Bancorp
Plumas Bancorp
Stewardship Financial Corporation
Oak Ridge Financial Services, Inc.
First United Corporation
Community Partners Bancorp
Guaranty Federal Bancshares, Inc.
Annapolis Bancorp, Inc.
DNB Financial Corporation
Firstbank Corporation
Valley Commerce Bancorp
Greer Bancshares Incorporated
Ojai Community Bank
Adbanc, Inc
Beach Business Bank
Legacy Bancorp, Inc.
First Southern Bancorp, Inc.
Country Bank Shares, Inc.
Katahdin Bankshares Corp.
Rogers Bancshares, Inc.
UBT Bancshares, Inc.
Bankers' Bank of the West Bancorp, Inc.
W.T.B. Financial Corporation
AMB Financial Corp.
Goldwater Bank, N.A.
Equity Bancshares, Inc.
WashingtonFirst Bankshares, Inc.
(WashingtonFirst Bank)
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.
Houston
Summit
Berlin
Bethesda
Doraville
Trezevant
Exton
Iowa City
TX
NJ
NH
MD
GA
TN
PA
IA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
5,800,000
4,000,000
10,000,000
4,734,000
7,700,000
4,609,000
2,600,000
16,000,000
Par
Par
Par
Par
Par
Par
Par
Par
2/6/2009
Lakeland Bancorp, Inc.
Oak Ridge
NJ
Preferred Stock w/ Warrants
$
59,000,000
Par
1/30/2009
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
2/6/2009
Monarch Community Bancorp, Inc.
Coldwater
MI
Preferred Stock w/ Warrants
$
6,785,000
Par
2/6/2009
The First Bancshares, Inc.
Hattiesburg
MS
Preferred Stock w/ Warrants
$
5,000,000
Par
2/6/2009
2/6/2009
Carolina Trust Bank
Alaska Pacific Bancshares, Inc.
Lincolnton
Juneau
NC
AK
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
4,000,000
4,781,000
Par
Par
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
4/22/2009
4
12/23/2009
4
$
10,189,000
$
12/16/2009
6/16/2010
4
$
$
1,000,000
2,240,000
$
$
12/23/2009
5
$
22,000,000
$
0
Warrants
6/16/2010
4
$
10,900,000
$
0
4/21/2010
4
$
4,000,000
$
0
8/4/2010
4
$
20,000,000
$
9/29/2010
4
$
5,000,000
$
4
$
4,900,000
$
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
0
Preferred Stock 2
0
2
2,240,000
0
39,000,000
0
Disposition
Investment
Description
15
Final Disposition
Proceeds
Preferred Stock
2, 7
R $
245,000
12/23/2009
Preferred Stock
2, 7
R $
509,000
6/16/2010
Preferred Stock
2, 7
R $
162,000
Preferred Stock 2
6/16/2010
Preferred Stock
2, 7
R $
545,000
Preferred Stock 2
4/21/2010
Preferred Stock
2, 7
R $
200,000
Preferred Stock
Preferred Stock 2
Preferred Stock 2
4/22/2009
Preferred Stock w/
Warrants
Warrants
Page 13 of 57
Seller
Footnote
3, 30 8/13/2010
2
2
2
2
2
2
3, 30 9/24/2010
2
Purchase Date
18
2/6/2009
2
2
2
2
2
2
2
2
2
2
2, 13 2/10/2010
2
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
Purchase Details
Name of Institution
City
2/6/2009
PGB Holdings, Inc.
Chicago
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
The Freeport State Bank
Stockmens Financial Corporation
US Metro Bank
First Express of Nebraska, Inc.
Mercantile Capital Corp.
Citizens Commerce Bancshares, Inc.
Harper
Rapid City
Garden Grove
Gering
Boston
Versailles
2/6/2009
Liberty Financial Services, Inc.
2/6/2009
2/6/2009
2/13/2009
Lone Star Bank
Union First Market Bankshares Corporation
(First Market Bank, FSB)
Banner County Ban Corporation
Centrix Bank & Trust
Todd Bancshares, Inc.
Georgia Commerce Bancshares, Inc.
First Bank of Charleston, Inc.
F & M 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 H
Holdings,
ldi
IInc.
2/13/2009
Westamerica Bancorporation
2/6/2009
State
IL
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Preferred Stock
$
3,000,000
Par
KS
SD
CA
NE
MA
KY
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
301,000
15,568,000
2,861,000
5,000,000
3,500,000
6,300,000
Par
Par
Par
Par
Par
Par
New Orleans
LA
Preferred Stock
$
5,645,000
Par
Houston
TX
Preferred Stock w/ Exercised Warrants
$
3,072,000
Par
Bowling Green
VA
Preferred Stock
$
33,900,000
Par
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
M li
Moline
CO
IL
Preferred Stock w/ Exercised Warrants
P f
Preferred
d Stock
St k w// Warrants
W
t
$
$
8,559,000
38 237 000
38,237,000
Par
P
Par
San Rafael
CA
Preferred Stock w/ Warrants
$
83,726,000
Par
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
8/13/2010
4
$
3,000,000
$
9/24/2010
4
$
5,645,000
$
0
0
4
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
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.
Crestview Hills
Medford
Baltimore
Asheboro
Neenah
Los Angeles
Horn Lake
Waynesville
KY
OR
MD
NC
WI
CA
MS
MO
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
$
$
$
$
$
$
$
$
34,000,000
41,400,000
9,201,000
51,500,000
4,797,000
4,400,000
1,173,000
2,152,000
Par
Par
Par
Par
Par
Par
Par
Par
2/13/2009
State Capital Corporation
Greenwood
MS
Preferred Stock w/ Exercised Warrants
$
15,000,000
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
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
Greenville
Corning
Basin
Lamar
Santa Paula
Frontenac
Hartsville
Lynden
SC
AR
WY
CO
CA
MO
SC
WA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
1,000,000
638,000
5,000,000
10,000,000
2,900,000
40,000,000
1,500,000
18,000,000
Par
Par
Par
Par
Par
Par
Par
Par
2/13/2009
First Choice Bank
Cerritos
CA
Preferred Stock w/ Exercised Warrants
$
2,200,000
Par
2
2
2
2
2
2
2
2
2
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/20/2009
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.
Ozark
Corbin
Festus
Bern
Spokane
Springfield
Clarksville
Devon
Lakewood
Narberth
MO
KY
MO
KS
WA
MO
TN
PA
WA
PA
27
2/20/2009
First Merchants Corporation
Muncie
IN
2/20/2009
2/20/2009
2/20/2009
2/20/2009
Northern States Financial Corporation
Sonoma Valley Bancorp
Guaranty Bancorp, Inc.
The Private Bank of California
Waukegan
Sonoma
Woodsville
Los Angeles
IL
CA
NH
CA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
2/20/2009
Lafayette Bancorp, Inc.
Oxford
MS
Preferred Stock w/ Exercised Warrants
$
1,998,000
Par
2/20/2009
2/20/2009
Liberty Shares, Inc.
White River Bancshares Company
Hinesville
Fayetteville
GA
AR
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
17,280,000
16,800,000
Par
Par
2
2
2
2
2, 30 9/29/2010
2
2
2
2
2
2
2
2
2, 30 9/24/2010
2, 25
2
2
2, 30 9/29/2010
2
2
9/2/2009
41,863,000
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
N/A
N/A
N/A
Disposition
Investment
Description
15
Final Disposition
Proceeds
N/A
-
N/A
N/A
N/A
-
N/A
Preferred Stock w/
Warrants
Warrants
$
41,863,000
$
11/18/2009
4
$
41,863,000
$
9/29/2010
4
$
15,000,000
$
0
Preferred Stock 2
9/29/2010
Preferred Stock
9/24/2010
4
$
2,200,000
$
0
N/A
9/24/2010
Preferred Stock
11/10/2009
4
$
700,000
$
Preferred Stock 2
11/10/2009
Preferred Stock
9/29/2010
4
$
1,998,000
$
Preferred Stock 2
9/29/2010
Preferred Stock
0
2, 7,
30a
R $
750,000
R $
110,000
R $
35,000
R $
100,000
2, 7,
0
30a
2, 7
2, 7,
0
30a
Page 14 of 57
Seller
Purchase Details
Name of Institution
City
State
Investment Description
Investment Amount
Pricing
Mechanism
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Footnote
Purchase Date
2
2
2
2
2
2
2
2
2, 30 9/29/2010
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
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
San Mateo
Buffalo
Malvern
Medford
New Market
Oneonta
Charleston
Cartersville
CA
WY
PA
WI
MN
AL
MO
GA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
8,700,000
3,100,000
4,579,000
10,000,000
2,060,000
3,250,000
12,500,000
2,644,000
Par
Par
Par
Par
Par
Par
Par
Par
2/20/2009
BancPlus Corporation
Ridgeland
MS
Preferred Stock w/ Exercised Warrants
$
48,000,000
Par
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/27/2009
Central Community Corporation
First BancTrust Corporation
Premier Service Bank
Florida Business BancGroup, Inc.
Hamilton State Bancshares
Lakeland Financial Corporation
Temple
Paris
Riverside
Tampa
Hoschton
Warsaw
TX
IL
CA
FL
GA
IN
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
22,000,000
7,350,000
4,000,000
9,495,000
7,000,000
56,044,000
Par
Par
Par
Par
Par
Par
6/9/2010
5
$
56,044,000
2/27/2009
First M&F Corporation
Kosciusko
MS
Preferred Stock w/ Warrants
$
30,000,000
Par
9/29/2010
4
$
30,000,000
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
Southern First Bancshares, Inc.
Integra Bank Corporation
Community First Inc.
BNC Financial Group, Inc.
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
Greenville
Evansville
Columbia
New Canaan
Lafayette
Buena Vista
Bettendorf
Mobeetie
Brookfield
West Sacramento
Burley
Pittsburgh
Green City
Gothenburg
Clive
Minneapolis
Nowata
Garland
Salt Lake City
SC
IN
TN
CT
CA
CO
IA
TX
WI
CA
ID
PA
MO
NE
IA
MN
OK
TX
UT
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
17,299,000
83,586,000
17,806,000
4,797,000
4,000,000
2,260,000
24,664,000
731 000
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
4/14/2010
4
$
7/14/2010
4
2/27/2009
PSB Financial Corporation
Many
LA
Preferred Stock w/ Exercised Warrants
$
9,270,000
Par
9/29/2010
4
2/27/2009
2/27/2009
2/27/2009
Nashville
Ellicott City
South San Francisco
TN
MD
CA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
7,400,000
5,983,000
12,000,000
Par
Par
Par
Limerick
PA
Preferred Stock w/ Exercised Warrants
$
541,000
Par
2/27/2009
2/27/2009
3/6/2009
3/6/2009
3/6/2009
Avenue Financial Holdings, Inc.
Howard Bancorp, Inc.
FNB Bancorp
The Victory Bancorp, Inc.
(The Victory Bank)
Catskill Hudson Bancorp, Inc
Midtown Bank & Trust Company
HCSB Financial Corporation
First Busey Corporation
First Federal Bancshares of Arkansas, Inc.
Rock Hill
Atlanta
Loris
Urbana
Harrison
NY
GA
SC
IL
AR
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
3,000,000
5,222,000
12,895,000
100,000,000
16,500,000
Par
Par
Par
Par
Par
3/6/2009
Citizens Bancshares Corporation
Atlanta
GA
Preferred Stock
$
7,462,000
Par
8/13/2010
4
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
ICB Financial
First Texas BHC, Inc.
Farmers & Merchants Bancshares, Inc.
Blue Ridge Bancshares, Inc.
First Reliance Bancshares, Inc.
Merchants
M h t and
d Planters
Pl t
Bancshares,
B
h
Inc.
I
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.
Ontario
Fort Worth
Houston
Independence
Florence
Toone
T
Alamosa
Germantown
Houston
Collinsville
Sebring
Orange City
Shelbyville
Vero Beach
Goff
Davie
Madison
Colquitt
Warren
CA
TX
TX
MO
SC
TN
CO
TN
TX
OK
FL
FL
IN
FL
KS
FL
WI
GA
OH
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred
P f
d Stock
St k w// Exercised
E
i d Warrants
W
t
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
6,000,000
13,533,000
11,000,000
12,000,000
15,349,000
1,881,000
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
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
2
2
2
2
2
30 9/29/2010
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2, 30 9/29/2010
2
2
2
2, 13 12/4/2009
2
2
3, 30 8/13/2010
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Preferred Stock 2
9/29/2010
Preferred Stock
Disposition
Investment
Description
15
Final Disposition
Proceeds
2, 7,
9/29/2010
4
$
48,000,000
$
0
$
0
30a
R $
2,400,000
Warrants
Warrants
$
0
731 000
731,000
$
0
Preferred Stock 2
4/14/2010
Preferred Stock
2,, 7
R $
37
37,000
000
$
651,000
$
0
Preferred Stock 2
7/14/2010
Preferred Stock
2, 7
R $
33,000
$
9,270,000
$
Preferred Stock 2
9/29/2010
Preferred Stock
R $
464,000
$
7,462,000
$
N/A
N/A
N/A
2, 7,
2/27/2009
0
0
30a
-
N/A
Page 15 of 57
Seller
Footnote
Purchase Date
Purchase Details
Name of Institution
City
State
Investment Description
Investment Amount
Pricing
Mechanism
3/13/2009
3/13/2009
3/13/2009
3/13/2009
Salisbury Bancorp, Inc.
First Northern Community Bancorp
Discover Financial Services
Provident Community Bancshares, Inc.
Lakeville
Dixon
Riverwoods
Rock Hill
CT
CA
IL
SC
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
8,816,000
17,390,000
1,224,558,000
9,266,000
3/13/2009
First American International Corp.
Brooklyn
NY
Preferred Stock
$
17,000,000
Par
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
BancIndependent, Inc.
Haviland Bancshares, Inc.
1st United Bancorp, Inc.
Madison Financial Corporation
First National Corporation
St. Johns Bancshares, Inc.
Blackhawk Bancorp, Inc.
Sheffield
Haviland
Boca Raton
Richmond
Strasburg
St. Louis
Beloit
AL
KS
FL
KY
VA
MO
WI
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
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
3/13/2009
IBW Financial Corporation
Washington
DC
Preferred Stock
$
6,000,000
Par
2
2
2
2
2
2
2
2
2
2
2
2
2
2
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
Butler Point, Inc.
Bank of George
Moneytree Corporation
Sovereign Bancshares, Inc.
First Intercontinental Bank
Heritage Oaks Bancorp
Community First Bancshares Inc.
First NBC Bank Holding Company
First Colebrook Bancorp, Inc.
Kirksville Bancorp, Inc.
Peoples Bancshares of TN, Inc
Premier Bank Holding Company
Citizens Bank & Trust Company
Farmers & Merchants Financial Corporation
Farmers State Bankshares, Inc.
SBT Bancorp, Inc.
CSRA Bank Corp.
Trinity Capital Corporation
Clover Community Bankshares, Inc.
Pathway Bancorp
Catlin
Las Vegas
Lenoir City
Dallas
Doraville
Paso Robles
Union City
New Orleans
Colebrook
Kirksville
Madisonville
Tallahassee
Covington
Argonia
Holton
Simsbury
Wrens
Los Alamos
Clover
Cairo
IL
NV
TN
TX
GA
CA
TN
LA
NH
MO
TN
FL
LA
KS
KS
CT
GA
NM
SC
NE
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
607,000
2,672,000
9,516,000
18,215,000
6,398,000
21,000,000
20,000,000
17,836,000
4,500,000
470,000
3,900,000
9,500,000
2,400,000
442,000
700,000
4,000,000
2,400,000
35,539,000
3,000,000
3,727,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
2
3/27/2009
Colonial American Bank
West Conshohocken
PA
Preferred Stock w/ Exercised Warrants
$
574,000
Par
2
2
2
2
2
2
2
2
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
4/3/2009
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.
Kingwood
Frontenac
Glenwood Springs
Naples
Russellville
Irving
Bristow
Towson
Glen Ellen
TX
MO
CO
FL
AL
TX
OK
MD
VA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised 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
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
4/3/2009
Tri-State Bank of Memphis
Memphis
TN
Preferred Stock
$
2,795,000
Par
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
Fortune Financial Corporation
BancStar, Inc.
Titonka Bancshares, Inc
Millennium Bancorp, Inc.
TriSummit Bank
Prairie Star Bancshares, Inc.
Community First Bancshares, Inc.
BCB Holding Company, Inc.
City National Bancshares Corporation
First Business Bank, N.A.
SV Financial, Inc.
Capital Commerce Bancorp, Inc.
Metropolitan Capital Bancorp, Inc.
Bank of the Carolinas Corporation
Penn Liberty Financial Corp.
Tifton Banking Company
Patterson Bancshares, Inc
BNB Financial Services Corporation
Omega Capital Corp.
Mackinac Financial Corporation
Arnold
Festus
Titonka
Edwards
Kingsport
Olathe
Harrison
Theodore
Newark
San Diego
Sterling
Milwaukee
Chicago
Mocksville
Wayne
Tifton
Patterson
New York
Lakewood
Manistique
MO
MO
IA
CO
TN
KS
AR
AL
NJ
CA
IL
WI
IL
NC
PA
GA
LA
NY
CO
MI
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
3, 30 8/13/2010
2
2
2
2
2
2
2
2, 3a 11/13/2009
30 9/3/2010
2
2
2
2
2
2, 3, 30 8/13/2010
2
2
2
2
2
2
2
2
2, 3
2
2
2
2
2
2
2
2
2
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
4/21/2010
4
$
1,224,558,000
$
0
Warrants
7/7/2010
Warrants
8/13/2010
4
$
17,000,000
$
0
N/A
N/A
N/A
11/18/2009
4
$
10,000,000
$
0
Preferred Stock 2
11/18/2009
Preferred Stock
9/3/2010
4
$
6,000,000
$
0
N/A
N/A
N/A
-
N/A
8/13/2010
4
$
2,795,000
$
0
N/A
N/A
N/A
-
N/A
R $
-
2, 7
R $
172,000,000
N/A
500,000
Page 16 of 57
Seller
Purchase Details
Name of Institution
City
State
Footnote
Purchase Date
2
2
2
2
2
2
2
2
2
2
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
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.
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
Birmingham
Richardson
Salem
Easley
Dana
Clayton
Hickory Hills
York
Tulsa
Oswego
MI
TX
OR
SC
IN
MO
IL
PA
OK
IL
8
5/1/2009
OSB Financial Services, Inc.
Orange
TX
8
5/1/2009
Security State Bank Holding-Company
Jamestown
ND
2, 13 8/31/2010
2
2
Highlands Bancorp, Inc.
(Highlands State Bank)
One Georgia Bank
Gateway Bancshares, Inc.
Vernon
NJ
5/8/2009
5/8/2009
Atlanta
Ringgold
GA
GA
p
Freeport
5/8/2009
8
5/8/2009
p Bancshares, Inc.
Freeport
8
5/8/2009
Investors Financial Corporation of Pettis County, Inc. Sedalia
MO
8
5/8/2009
Sword Financial Corporation
Horicon
WI
3, 8, 30 8/13/2010
5/8/2009
Premier Bancorp, Inc.
Wilmette
IL
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
Mercantile Bank Corporation
Northern State Bank
Western Reserve Bancorp, Inc
Community Financial Shares, Inc.
Worthington Financial Holdings, Inc.
First Community Bancshares, Inc
Southern Heritage Bancshares, Inc.
Foresight Financial Group, Inc.
Grand Rapids
Closter
Medina
Glen Ellyn
Huntsville
Overland Park
Cleveland
Rockford
5/15/2009
IBC Bancorp, Inc.
Chicago
2
2
2
2
2
2
2
3, 8, 30 9/10/2010
IL
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/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Investment Amount
$
$
$
$
$
$
$
$
$
$
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
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
Preferred Stock w/ Exercised Warrants
$
3,091,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
5,500,000
6,000,000
Par
Par
$
3,000,000
Par
$
4,000,000
Par
$
13,644,000
Par
Subordinated Debentures
$
6,784,000
Par
MI
NJ
OH
IL
AL
KS
TN
IL
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
$
$
$
$
$
$
$
$
21,000,000
1,341,000
4,700,000
6,970,000
2,720,000
14,800,000
4,862,000
15,000,000
Par
Par
Par
Par
Par
Par
Par
Par
IL
Subordinated Debentures
$
4,205,000
Par
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
2
2
2
2
2
2
2
5/22/2009
5/22/2009
5/22/2009
5/22/2009
5/22/2009
5/22/2009
5/22/2009
The Landrum Company
First Advantage Bancshares Inc.
Fort Lee Federal Savings Bank
Blackridge Financial, Inc.
Illinois State Bancorp, Inc.
Universal Bancorp
Franklin Bancorp, Inc.
Columbia
Coon Rapids
Fort Lee
Fargo
Chicago
Bloomfield
Washington
MO
MN
NJ
ND
IL
IN
MO
8
5/22/2009
Commonwealth Bancshares, Inc.
Louisville
KY
8
5/22/2009
Premier Financial Corp
Dubuque
IA
8
5/22/2009
F & C Bancorp, Inc.
Holden
MO
8
5/22/2009
Diamond Bancorp, Inc.
Washington
MO
8
5/22/2009
United Bank Corporation
Barnesville
GA
2
2
2
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.
New Albany
Arcadia
Aledo
Chillicothe
IN
CA
IL
MO
IL
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
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
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
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
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
$
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
Par
$
20,400,000
$
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
Par
Par
Par
Par
11/24/2009
8/13/2010
9/10/2010
4
$
1,600,000
$
4
$
6,784,000
$
4
$
4,205,000 $
1,400,000
0
0
Subordinated
Debentures 8
N/A
N/A
N/A
-
N/A
N/A
N/A
N/A
-
N/A
Page 17 of 57
Seller
Purchase Details
Name of Institution
City
Footnote
Purchase Date
2
2
5/29/2009
5/29/2009
Grand Mountain Bancshares, Inc.
Two Rivers Financial Group
Granby
Burlington
State
CO
IA
Investment Description
8
5/29/2009
Fidelity Bancorp, Inc
Baton Rouge
LA
8
5/29/2009
Chambers Bancshares, Inc.
Danville
AR
2
6/5/2009
Covenant Financial Corporation
Clarksdale
MS
8
6/5/2009
First Trust Corporation
New Orleans
LA
8, 10
6/5/2009
OneFinancial Corporation
Little Rock
AR
2
2, 10, 30 9/29/2010
6/12/2009
Berkshire Bancorp, Inc.
Wyomissing
PA
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Exercised Warrants
6/12/2009
First Vernon Bancshares, Inc.
Vernon
AL
2
2, 10
2
6/12/2009
6/12/2009
6/12/2009
SouthFirst Bancshares, Inc.
Virginia Company Bank
Enterprise Financial Services Group, Inc.
Sylacauga
Newport News
Allison Park
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
IL
6/19/2009
Biscayne Bancshares, Inc.
Coconut Grove
FL
8
6/19/2009
Duke Financial Group, Inc.
Minneapolis
MN
8
6/19/2009
Farmers Enterprises, Inc.
Great Bend
KS
8
6/19/2009
Century Financial Services Corporation
Santa Fe
NM
8
6/19/2009
NEMO Bancshares Inc.
Madison
MO
3, 8, 30 7/30/2010
6/19/2009
University Financial Corp, Inc.
St. Paul
MN
2
2, 10
2
2, 10, 30 9/29/2010
2
2
2, 10
2, 3, 10, 30 8/20/2010
2
2
2
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
0
Preferred Stock 2
9/29/2010
Preferred Stock
Remaining Capital
Amount
Disposition
Investment
Description
15
Final Disposition
Proceeds
Par
Par
$
3,942,000
Par
$
19,817,000
Par
$
5,000,000
Par
$
17,969,000
Par
$
17,300,000
Par
$
2,892,000
Par
Preferred Stock w/ Exercised Warrants
$
6,000,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
2,760,000
4,700,000
4,000,000
Par
Par
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
Subordinated Debentures
$
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
Par
Par
Par
Par
6/19/2009
Suburban Illinois Bancorp, Inc.
Elmhurst
IL
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.
Hartford
Plano
Waukesha
Houston
CT
TX
WI
TX
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
6/26/2009
Security Capital Corporation
Batesville
MS
Preferred Stock w/ Exercised Warrants
$
17,388,000
Par
6/26/2009
6/26/2009
6/26/2009
First Alliance Bancshares, Inc.
Gulfstream Bancshares, Inc.
Gold Canyon Bank
Cordova
Stuart
Gold Canyon
TN
FL
AZ
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
3,422,000
7,500,000
1,607,000
Par
Par
Par
6/26/2009
M&F Bancorp, Inc.
Durham
NC
Preferred Stock
$
11,735,000
Par
6/26/2009
6/26/2009
6/26/2009
Metropolitan Bank Group, Inc.
NC Bancorp, Inc.
Alliance Bancshares, Inc.
Chicago
Chicago
Dalton
IL
IL
GA
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
$
$
$
71,526,000
6,880,000
2,986,000
Par
Par
Par
Par
9/29/2010
4
$
6,000,000 $
4
$
11,926,000
$
0
N/A
N/A
N/A
3/31/2010
4
$
3,400,000,000
$
0
Warrants
9/21/2010
Warrants
9/29/2010
4
$
17,388,000 $
0
Preferred Stock 2
9/29/2010
Preferred Stock
8/20/2010
4
$
11,735,000 $
0
N/A
N/A
N/A
6/30/2010
4
$
Warrants
9/16/2010
Warrants
7/30/2010
30a
R $
-
245,000
N/A
A $
713,687,430
R $
522,000
2, 7,
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
3,076,000
12,000,000
Pricing
Mechanism
2, 7,
8, 10
8
Investment Amount
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
$
24,900,000
$
1,700,000
Par
$
35,000,000
Par
6/26/2009
Alliance Financial Services Inc.
Saint Paul
MN
$
12,000,000
Par
7/10/2009
Lincoln National Corporation
Radnor
PA
Preferred Stock w/ Warrants
$
950,000,000
Par
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
$
$
$
$
13,669,000
11,000,000
12,900,000
6,800,000
Par
Par
Par
Par
8
7/17/2009
First South Bancorp, Inc.
Lexington
TN
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
Preferred Stock w/ Exercised Warrants
$
50,000,000
Par
$
8,400,000
Par
$
2,500,000
Par
$
$
13,312,000
3,872,000
Par
Par
8
7/17/2009
Great River Holding Company
Baxter
MN
8, 10
7/17/2009
Plato Holdings Inc.
Saint Paul
MN
2, 10
7/24/2009
7/24/2009
Yadkin Valley Financial Corporation
Community Bancshares, Inc.
Elkin
Kingman
NC
AZ
950,000,000
$
0
30a
-
A $
N/A
216,620,887
Page 18 of 57
Seller
Purchase Details
Name of Institution
City
State
Footnote
Purchase Date
2
7/24/2009
Florida Bank Group, Inc.
Tampa
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
Investment Description
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
9/4/2009
The State Bank of Bartley
Bartley
NE
9/11/2009
Pathfinder Bancorp, Inc.
Oswego
NY
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
9/11/2009
Community Bancshares of Mississippi, Inc.
Brandon
MS
9/11/2009
9/11/2009
Heartland Bancshares, Inc.
PFSB Bancorporation, Inc.
Franklin
Pigeon Falls
IN
WI
9/11/2009
First Eagle Bancshares, Inc.
Hanover Park
IL
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
2, 30 9/29/2010
2, 10
2, 10
8, 30 9/17/2010
2, 10
2, 10
2, 10
2
8
Investment Amount
Pricing
Mechanism
$
20,471,000
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
$
$
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
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
2, 7,
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
9/25/2009
Grand Financial Corporation
Hattiesburg
MS
$
2,443,320
Par
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
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
3, 8, 30 7/30/2010
10, 21
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
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
CA
MD
TX
IL
MA
8
12/11/2009
Nationwide Bankshares, Inc.
West Point
NE
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2
2, 10
2
2, 10a
2, 10a
2, 10a
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
GrandSouth Bancorporation
1st Enterprise Bank
First Resource Bank
First Western Financial, Inc.
Meridian Bank
The Victory Bancorp, Inc.
First Business Bank, N.A.
Layton Park Financial Group
Centric Financial Corporation
Valley Financial Group, Ltd., 1st State Bank
Cache Valley Banking Company
Birmingham Bloomfield Bancshares, Inc
First Priority Financial Corp.
Greenville
Los Angeles
Exton
Denver
Devon
Limerick
San Diego
Milwaukee
Harrisburg
Saginaw
Logan
Birmingham
Malvern
SC
CA
PA
CO
PA
PA
CA
WI
PA
MI
UT
MI
PA
VA
TN
IN
IL
CA
MN
IL
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
$
2,000,000
Par
$
$
$
$
$
$
$
$
$
$
$
$
$
6,319,000
6,000,000
2,417,000
11,881,000
6,335,000
1,505,000
2,032,000
3,000,000
6,056,000
1,300,000
4,640,000
1,744,000
4,596,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
9/29/2010
4
9/17/2010
7/30/2010
$
52,000,000 $
0
Preferred Stock 2
9/29/2010
Preferred Stock
4
$
7,500,000 $
0
Subordinated
Debentures 8
9/17/2010
Subordinated
Debentures 8
4
$
0
N/A
N/A
N/A
14,000,000
$
30a
30a
R $
2,600,000
R $
375,000
-
N/A
Page 19 of 57
Seller
Purchase Details
Name of Institution
City
State
Investment Description
Investment Amount
Pricing
Mechanism
Footnote
Purchase Date
2, 10a
2, 10a
2, 10
2, 10a, 30 9/24/2010
2, 10a, 13 8/31/2010
2, 10a
2, 10a
2, 10a
2, 10
2, 10
2
12/18/2009
12/18/2009
12/22/2009
Northern State Bank
Union Bank & Trust Company
First Freedom Bancshares, Inc.
Closter
Oxford
Lebanon
NJ
NC
TN
Preferred Stock
Preferred Stock
Preferred Stock w/ Exercised Warrants
$
$
$
1,230,000
2,997,000
8,700,000
Par
Par
Par
12/22/2009
First Choice Bank
Cerritos
CA
Preferred Stock
$
2,836,000
Par
Vernon
NJ
Preferred Stock
$
2,359,000
Par
12/22/2009
12/22/2009
12/22/2009
12/29/2009
12/29/2009
12/29/2009
Highlands Bancorp, Inc.
(Highlands State Bank)
Medallion Bank
Catskill Hudson Bancorp, Inc
TriSummit Bank
Atlantic Bancshares, Inc.
Union Financial Corporation
Mainline Bancorp, Inc.
Salt Lake City
Rock Hill
Kingsport
Bluffton
Albuquerque
Ebensburg
UT
NY
TN
SC
NM
PA
$
$
$
$
$
$
9,698,000
3,500,000
4,237,000
2,000,000
2,179,000
4,500,000
Par
Par
Par
Par
Par
Par
8, 10
12/29/2009
FBHC Holding Company
Boulder
CO
$
3,035,000
Par
2, 10a
2, 10a
2, 10a, 30 9/29/2010
2, 10a
2, 10a
2, 10a
12/29/2009
12/29/2009
Western Illinois Bancshares Inc.
DeSoto County Bank
Monmouth
Horn Lake
IL
MS
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
$
$
4,567,000
1,508,000
Par
Par
12/29/2009
Lafayette Bancorp, Inc.
Oxford
MS
Preferred Stock
$
2,453,000
Par
12/29/2009
12/29/2009
12/29/2009
Private Bancorporation, Inc.
CBB Bancorp
Illinois State Bancorp, Inc.
Minneapolis
Cartersville
Chicago
MN
GA
IL
Preferred Stock
Preferred Stock
Preferred Stock w/ Exercised Warrants
$
$
$
3,262,000
1,753,000
4,000,000
Par
Par
Par
$
204,940,341,320
12/22/2009
Total Purchase Amount *
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Capital
Repayment Date
Capital Repayment
Amount (Loss) 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
9/24/2010
4
$
2,836,000
$
0
N/A
N/A
N/A
-
N/A
9/29/2010
4
$
2,453,000
$
0
N/A
N/A
N/A
-
N/A
Total Repaid **
$
152,790,392,391
Losses***
$
(2,575,821,144)
$
49,574,127,785
TOTAL TREASURY CAPITAL PURCHASE PROGRAM (CPP) OUTSTANDING INVESTMENT AMOUNT
Total Warrant Proceeds****
$
6,904,074,066
* Total purchase amount includes the capitalization of accrued dividends referred to in Notes 20, 22 and 28.
** Total repaid includes (i) the amount of $13,354,158,535 applied as repayment under the Capital Purchase Program from the total proceeds of $16,368,709,569 received pursuant to the sales of Citigroup, Inc. common stock as of September 30, 2010 (see Note 23 and "Capital Purchase Program - Citigroup Common Stock Disposition" on following pages)
and (ii) the amount of $363,290,000 repaid by institutions that have completed exchanges for investments under the Community Development Capital Initiative (see Note 30 and "Community Development Capital Initiative" on following pages).
*** Losses include (i) the investment amount for institutions that have completed bankruptcy proceedings (see Notes 16 and 19) and (ii) the investment amount less the amount of final proceeds for institutions where Treasury has completed a sale (see Notes 26 and 32), but excludes investment amounts for institutions that have pending receivership or
bankruptcy proceedings (see Notes 14 and 25).
**** Total warrant proceeds includes $7,566,000, which represents the total amount of warrants that were included in nine institutions' exchange into the CDCI program (see Note 30a).
Notes appear on the following page.
Page 20 of 57
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
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
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
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 & Co. Incorporated (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 May 26, 2010. On
May 26, 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. 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). Completion of the sale under this authority occurred on September 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
24/ On 8/26/2010, Treasury completed the exchange of its $303,000,000 of Preferred Stock in Sterling Financial Corporation (Sterling) for a like amount of Mandatorily Convertible Preferred Stock (MCP), pursuant to the terms of the exchange agreement between Treasury and Sterling entered into on 4/29/2010. Since Sterling also fulfilled the
conversion conditions set forth in the Certificate of Designations for the MCP, including those related to its capital plan, Treasury’s $303,000,000 of MCP was subsequently converted into 378,750,000 shares of 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 9/30/2010, Treasury completed the sale of all Preferred Stock and Warrants issued by South Financial Group, Inc. to Toronto-Dominion Bank (TD) at an aggregate purchase price of $130,179,218.75 for the Preferred Stock and $400,000 for the Warrants, pursuant to the terms of the agreement between Treasury and TD entered into on
5/18/2010.
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 8/31/2010, following the completion of the conditions related to Pacific Capital Bancorp's (Pacific Capital) capital plan, Treasury exchanged its $180,634,000 of Preferred Stock in Pacific Capital for $195,045,000 of Mandatorily Convertible Preferred Stock (MCP), which is equivalent to the initial investment amount of $180,634,000, plus
$14,411,000 of capitalized previously accrued and unpaid dividends. On 9/27/2010, following the completion of the conversion conditions set forth in the Certificate of Designations for the MCP, all of Treasury’s MCP was converted into 360,833,250 shares of common stock of Pacific Capital.
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.
30a/ At the time of this institution’s exchange into the CDCI program, the warrant preferreds were included in the total amount of preferred stock exchanged for Treasury’s CDCI investment. Therefore this disposition amount does not represent cash proceeds to Treasury.
31/ On 9/30/2010, Treasury completed the exchange of its $ 80,347,000 of Preferred Stock in Hampton Roads Bankshares, Inc. (Hampton) for a like amount of Mandatorily Convertible Preferred Stock (MCP), pursuant to the terms of the exchange agreement between Treasury and Hampton entered into on 8/12/2010. Since Hampton also fulfilled the
conversion conditions set forth in the Certificate of Designations for the MCP, Treasury’s $80,347,000 of MCP was subsequently converted into 52,225,550 shares of common stock.
32/ On 9/30/2010, Treasury completed the sale of all Preferred Stock and Warrants issued by TIB Financial Corp. to North American Financial Holdings, Inc. (NAFH) at an aggregate purchase price of $12,119,637.37 for the Preferred Stock and $40,000 for the Warrants, pursuant to the terms of the agreement between Treasury and NAFH entered
into on 9/24/2010.
Page 21 of 57
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
3
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
$3.9090
1,500,000,000 $
5,863,489,587
Total Proceeds:
$16,368,709,569
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). Completion of the sale under this authority occured on September 30, 2010.
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 22 of 57
COMMUNITY DEVELOPMENT CAPITAL INITIATIVE
Seller
Footnote
Purchase Date
1
1, 2
1, 2
1
1
2a
1
1
1
1
2a
1
1
7/30/2010
7/30/2010
8/6/2010
8/13/2010
8/13/2010
9/17/2010
8/13/2010
8/13/2010
8/13/2010
8/20/2010
9/24/2010
8/20/2010
8/27/2010
9/3/2010
9/3/2010
9/3/2010
9/10/2010
9/17/2010
9/17/2010
9/17/2010
9/17/2010
9/17/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/24/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
1
1
1, 2
1
1, 2
1
1, 2
1, 2
1, 2
1, 2
1
1
1
1
1
1
Name of Institution
Purchase Details
City
State
Guaranty Capital Corporation
University Financial Corp, Inc.
Southern Bancorp, Inc.
Premier Bancorp, Inc.
Citizens Bancshares Corporation
Belzoni
St. Paul
Arkadelphia
Wilmette
Atlanta
MS
MN
AR
IL
GA
PGB Holdings, Inc.
First American International Corp.
Tri-State Bank of Memphis
Mission Valley Bancorp
Chicago
Brooklyn
Memphis
Sun Valley
IL
NY
TN
CA
M&F Bancorp, Inc.
Carver Bancorp, Inc
Kilmichael Bancorp, Inc.
United Bancorporation of Alabama, Inc.
IBW Financial Corporation
IBC Bancorp, Inc.
CFBanc Corporation
American Bancorp of Illinois, Inc.
Hope Federal Credit Union
Genesee Co-op Federal Credit Union
First Eagle Bancshares, Inc.
Liberty Financial Services, Inc.
First Choice Bank
Bainbridge Bancshares, Inc.
Virginia Community Capital, Inc.
Lower East Side People's Federal Credit Union
Atlantic City Federal Credit Union
Neighborhood Trust Federal Credit Union
Gateway Community Federal Credit Union
Union Baptist Church Federal Credit Union
Buffalo Cooperative Federal Credit Union
Tulane-Loyola Federal Credit Union
Alternatives Federal Credit Union
Liberty County Teachers Federal Credit Union
UNO Federal Credit Union
Butte Federal Credit Union
Thurston Union of Low-Income People (TULIP) Cooperative Credit Union
Phenix Pride Federal Credit Union
Pyramid Federal Credit Union
Cooperative Center Federal Credit Union
Prince Kuhio Federal Credit Union
Community First Guam Federal Credit Union
Brewery Credit Union
Tongass Federal Credit Union
Santa Cruz Community Credit Union
Northeast Community Federal Credit Union
Fairfax County Federal Credit Union
Security Federal Corporation
Community Bank of the Bay
The First Bancshares, Inc.
BancPlus Corporation
First M&F Corporation
State Capital Corporation
Lafayette Bancorp, Inc.
PSB Financial Corporation
Community Bancshares of Mississippi, Inc.
First Vernon Bancshares, Inc.
Durham
New York
Kilmichael
Atmore
Washington
Chicago
Washington
Oak Brook
Jackson
Rochester
Hanover Park
New Orleans
Cerritos
Bainbridge
Christiansburg
New York
Lander
New York
Missoula
Fort Wayne
Buffalo
New Orleans
Ithaca
Liberty
New Orleans
Biggs
Olympia
Phenix City
Tucson
Berkeley
Honolulu
Hagatna
Milwaukee
Ketchikan
Santa Cruz
San Francisco
Fairfax
Aiken
Oakland
Hattiesburg
Ridgeland
Kosciusko
Greenwood
Oxford
Many
Brandon
Vernon
NC
NY
MS
AL
DC
IL
DC
IL
MS
NY
IL
LA
CA
GA
VA
NY
WY
NY
MT
IN
NY
LA
NY
TX
LA
CA
WA
AL
AZ
CA
HI
GU
WI
AK
CA
CA
VA
SC
CA
MS
MS
MS
MS
MS
LA
MS
AL
Investment Description
Subordinated Debentures
Subordinated Debentures
Preferred Stock
Subordinated Debentures
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Subordinated Debentures
Preferred Stock
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Preferred Stock
Preferred Stock
Preferred Stock
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Amount from CPP
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
14,000,000
11,926,000
11,000,000
6,784,000
7,462,000
3,000,000
17,000,000
2,795,000
5,500,000
11,735,000
18,980,000
10,300,000
6,000,000
4,205,000
7,875,000
5,645,000
5,146,000
18,000,000
1,747,000
5,000,000
50,400,000
30,000,000
15,750,000
4,551,000
9,734,000
54,600,000
6,245,000
Disposition Details
Additional Investment
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
10,189,000
22,800,000
4,379,000
4,836,000
3,881,000
5,689,000
4,000,000
2,313,000
12,123,000
30,514,000
-
Investment Amount
$
$
$
$
14,000,000
22,115,000
33,800,000
6,784,000
$
$
$
$
11,841,000
3,000,000
17,000,000
2,795,000
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
10,336,000
11,735,000
18,980,000
3,154,000
10,300,000
6,000,000
8,086,000
5,781,000
5,457,000
4,520,000
300,000
7,875,000
11,334,000
5,146,000
3,372,000
1,915,000
898,000
2,500,000
283,000
1,657,000
10,000
145,000
424,000
2,234,000
435,000
743,000
1,000,000
75,000
153,000
2,500,000
2,799,000
273,000
2,650,000
1,096,000
1,600,000
2,828,000
350,000
8,044,000
22,000,000
4,060,000
17,123,000
80,914,000
30,000,000
15,750,000
4,551,000
9,734,000
54,600,000
6,245,000
Pricing
Mechanism
Date
Amount
Remaining Investment
Amount
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Page 23 of 57
Seller
Footnote
Purchase Date
1
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/29/2010
9/30/2010
Name of Institution
Security Capital Corporation
BankAsiana
The Magnolia State Corporation
Bancorp of Okolona, Inc.
Southern Chautauqua Federal Credit Union
Fidelis Federal Credit Union
Bethex Federal Credit Union
Shreveport Federal Credit Union
Carter Federal Credit Union
Workers United Federal Credit Union
North Side Community Federal Credit Union
East End Baptist Tabernacle Federal Credit Union
Community Plus Federal Credit Union
Border Federal Credit Union
Opportunities Credit Union
First Legacy Community Credit Union
Union Settlement Federal Credit Union
Southside Credit Union
D.C. Federal Credit Union
Faith Based Federal Credit Union
Greater Kinston Credit Union
Hill District Federal Credit Union
Freedom First Federal Credit Union
Episcopal Community Federal Credit Union
Vigo County Federal Credit Union
Renaissance Community Development Credit Union
Independent Employers Group Federal Credit Union
Brooklyn Cooperative Federal Credit Union
Purchase Details
City
Batesville
Palisades Park
Bay Springs
Okolona
Lakewood
New York
Bronx
Shreveport
Springhill
New York
Chicago
Bridgeport
Rantoul
Del Rio
Burlington
Charlotte
New York
San Antonio
Washington
Oceanside
Kinston
ttsbu g
Pittsburgh
Roanoke
Los Angeles
Terre Haute
Somerset
Hilo
Brooklyn
State
MS
NJ
MS
MS
NY
NY
NY
LA
LA
NY
IL
CT
IL
TX
VT
NC
NY
TX
DC
CA
NC
PA
VA
CA
IN
NJ
HI
NY
Investment Description
Preferred Stock
Preferred Stock
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Subordinated Debentures
Amount from CPP
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
17,910,000
-
Disposition Details
Additional Investment
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
-
Investment Amount
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
17,910,000
5,250,000
7,922,000
3,297,000
1,709,000
14,000
502,000
2,646,000
6,300,000
57,000
325,000
7,000
450,000
3,260,000
1,091,000
1,000,000
295,000
1,100,000
1,522,000
30,000
350,000
100,000
9,278,000
100,000
1,229,000
31,000
698,000
300,000
Total Purchase Amount $
570,073,000
Pricing
Mechanism
Amount
Date
Remaining Investment
Amount
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Total Capital Repayment Amount
TOTAL TREASURY COMMUNITY DEVELOPMENT INITIATIVE (CDCI) INVESTMENT AMOUNT
$
$0
570,073,000
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.
2a/ Treasury made an additional investment in this institution after the time it entered the CDCI program.
Page 24 of 57
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
-
$
280,130,642
None
$
30,544,528
9
9
Motors Liquidation
Company
Debt Obligation
$
985,805,085
19
Chrysler Holding
20
Debt obligation w/
additional note
$
3,500,000,000
7/10/2009
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
23
Old Carco
Liquidation Trust
23
Right to recover
proceeds
N/A
5/10/2010
9/9/2010
$
-
N/A
Chrysler Group
LLC
Chrysler Group
LLC
19
Debt obligation w/
additional note
Common equity
$
Repayment
Proceeds from
sale of collateral
Proceeds from
sale of collateral
$
$
$
$
Debt Obligation w/
3,499,055 Additional Note
Debt Obligation w/
31,810,122 Additional Note
Debt Obligation w/
51,136,084 Additional Note
Debt Obligation w/
44,357,710 Additional Note
Additional Note
Right to recover
proceeds
Right to recover
9,666,784
proceeds
$
0
$
0
N/A
N/A
9.9%
Additional Note Proceeds *
$
$
7,142,000,000
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
$
10,792,830,559
$
15,000,000
67,063,948,412
Footnotes appear on following page.
Page 25 of 57
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
Type
Investment
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 26 of 57
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
Premium
Initial Investment
Footnote
1
Date
Seller
Name of Institution
1/16/2009 Citigroup Inc.
City
State
Type
New York
NY
Guarantee
Description
Master Agreement
Guarantee Limit
$
5,000,000,000
Description
Preferred Stock
w/ Warrants
Amount
$
Exchange/Transfer/Other Details
Footnote
Date
2
6/9/2009
4,034,000,000
4
3
12/23/2009 Citigroup Inc.
New York
NY
Termination
Termination Agreement
TOTAL
$
$
9/29/2010
Type
Exchange preferred stock
for trust preferred securities
Exchange trust preferred
securities for trust preferred
securities
Payment or Disposition
Amount
Description
Trust Preferred
Securities w/ Warrants
Trust Preferred
Securities w/ Warrants
$
Footnote
Date
Type
Amount
Remaining Premium
Description
Remaining
Premium
4,034,000,000
3
Partial cancellation for early
12/23/2009 termination of guarantee
Trust Preferred
$ (1,800,000,000) Securities w/ Warrants
$2,234,000,000
$ 2,246,000,000
5
9/30/2010 Disposition
$ 2,246,000,000 Warrants
$
0
(5,000,000,000)
0
Total Proceeds
$ 2,246,000,000
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 27 of 57
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 28 of 57
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
8/17/2010
8/17/2010
8/17/2010
8/31/2010
8/31/2010
8/31/2010
9/14/2010
9/14/2010
9/14/2010
9/14/2010
9/28/2010
9/28/2010
9/28/2010
9/28/2010
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
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2019
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2025
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2028
Floating Rate SBA 7a security due 2025
Floating Rate SBA 7a security due 2034
Floating Rate SBA 7a security due 2033
Floating Rate SBA 7a security due 2033
Floating Rate SBA 7a security due 2033
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
34,441,059
28,209,085
6,004,156
6,860,835
13,183,361
2,598,386
10,000,000
8,279,048
5,000,000
10,000,000
9,272,482
9,000,000
6,000,000
8,000,000
7,000,000
5,000,000
5,000,000
3,000,000
10,000,000
13,000,000
13,000,000
$
322,898,543
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
110.785
112.028
106.625
108.505
111.86
108.4375
106.75
110.198
110
110.75
110.515
112.5
105.875
111.5
110.93
106.5
110.5
110.875
113.875
113.875
114.15625
TBA
TBA
TBA
TBA
TBA
TBA
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
9/30/2010
10/29/2010
10/29/2010
9/29/2010
10/29/2010
11/30/2010
10/29/2010
11/30/2010
11/30/2010
11/30/2010
11/30/2010
12/30/2010
11/30/2010
12/30/2010
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
38,273,995
31,693,810
6,416,804
7,462,726
14,789,302
2,826,678
10,695,743
9,150,989
5,516,139
11,107,744
10,277,319
10,152,363
6,364,946
8,945,511
7,786,810
5,334,063
5,539,399
3,334,285
11,420,447
14,845,639
14,882,516
TOTAL INVESTMENT
AMOUNT
$
357,305,594 *
2, 3
TBA or
3
PMF
TBA*
TBA*
TBA*
TBA*
TBA*
TBA*
TBA*
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
19,077
15,801
3,200
3,722
7,373
1,408
5,337
4,561
2,750
5,537
5,123
5,062
3,176
4,460
3,882
2,662
2,762
1,663
5,693
7,401
7,420
Total Senior Security Proceeds $
178,151 *
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 29 of 57
LEGACY SECURITIES PUBLIC-PRIVATE INVESTMENT PROGRAM (S-PPIP)
(Revised as of July 16, 2010)
Seller
Footnote
1
2
Date
Name of Institution
9/30/2009 UST/TCW Senior Mortgage Securities Fund, L.P.
9/30/2009 UST/TCW Senior Mortgage Securities Fund, L.P.
Adjusted Investment
City
Wilmington
Wilmington
Transaction
Type
State
DE
DE
Purchase
Purchase
1
9/30/2009 Invesco Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
2
9/30/2009 Invesco Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Wilmington
DE
Purchase
Investment Description
Membership Interest
Debt Obligation w/ Contingent Proceeds
Membership Interest
Debt Obligation w/ Contingent Proceeds
Membership Interest
Pricing
Investment Amount Mechanism
$
$
1,111,111,111
2,222,222,222
Par
Par
Date
1/4/2010
1/4/2010
3
Amount
4 $
4 $
Final Investment Amount
Date
156,250,000
Amount
4 $
200,000,000
7
4 $
156,250,000
200,000,000
$
1,111,111,111
Par
3/22/2010 6 $ 1,244,437,500
7/16/2010
$
856,000,000
$
2,222,222,222
Par
3/22/2010 6 $ 2,488,875,000
7/16/2010
$
1,712,000,000
1
10/1/2009 Wellington Management Legacy Securities PPIF Master Fund, LP
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 6 $ 2,524,075,000
7/16/2010
$
2,298,974,000
1
10/2/2009 AllianceBernstein Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010 6 $ 1,244,437,500
7/16/2010
$
1,150,423,500
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 6 $ 2,488,875,000
7/16/2010
$
2,300,847,000
1
10/2/2009 Blackrock PPIF, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010 6 $ 1,244,437,500
7/16/2010
$
694,980,000
2
10/2/2009 Blackrock PPIF, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010 6 $ 2,488,875,000
7/16/2010
$
1,389,960,000
1
10/30/2009 AG GECC PPIF Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010 6 $ 1,271,337,500
7/16/2010
$
1,243,275,000
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 6 $ 2,542,675,000
7/16/2010
$
2,486,550,000
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 6 $ 1,244,437,500
7/16/2010
$
620,578,258
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 6 $ 2,488,875,000
7/16/2010
$
1,241,156,516
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 6 $ 1,244,437,500
7/16/2010
$
474,550,000
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 6 $ 2,488,875,000
7/16/2010
$
949,100,000
1
12/18/2009 Oaktree PPIP Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010 6 $ 1,244,437,500
7/16/2010
$
1,160,784,100
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 6 $ 2,488,875,000
7/16/2010
$
2,321,568,200
$
30,000,000,000
INITIAL INVESTMENT AMOUNT
$
1,111,111,111
Par
3/22/2010 6 $ 1,262,037,500
7/16/2010
FINAL INVESTMENT AMOUNT
$
Capital Repayment Details
Repayment
Date
1/15/2010
Investment After Capital Repayment
Repayment
Amount
$
156,250,000
Amount
$
1/11/2010
$
34,000,000
$
1/12/2010
$
166,000,000
$
2/18/2010
$
4,888,718
$
4/15/2010
$
7,066,434
$
9/15/2010
$
60,022,674
$
Description
0
Membership Interest
Distribution or Disposition
Date
5
Proceeds
5
Distribution
2/24/2010
Final Distribution
Debt Obligation w/
166,000,000 Contingent Proceeds
0
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
Debt Obligation w/
1,707,111,282 Contingent Proceeds
Debt Obligation w/
1,700,044,848 Contingent Proceeds
Debt Obligation w/
1,640,022,174 Contingent Proceeds
1,149,487,000
$ 22,406,483,574
TOTAL CAPITAL REPAYMENT AMOUNT $
428,227,826
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 30 of 57
HOME AFFORDABLE MODIFICATION PROGRAM
Servicer Modifying Borrowers' Loans
Name of Institution
Date
4/13/2009
4/13/2009
4/13/2009
Select Portfolio Servicing
CitiMortgage, Inc.
Wells Fargo Bank, NA
City
Salt Lake City
O'Fallon
Des Moines
Transaction
State
Type
UT
MO
IA
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
376,000,000
2,071,000,000
2,873,000,000
N/A
N/A
N/A
Adjustment Details
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
9/30/2010
$
4,000,000
$
691,000,000 Initial FHA-HAMP cap and initial FHA-2LP cap
9/30/2010
$
59,807,784
$
750,807,784 Updated portfolio data from servicer
6/12/2009
$
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) $
8/13/2010
$
(6,300,000) $
9/15/2010
$
(8,300,000) $
1,011,700,000 Updated portfolio data from servicer
Transfer of cap to multiple servicers due to
1,004,590,000 servicing transfer
Transfer of cap to multiple servicers due to
998,290,000 servicing transfer
Transfer of cap to multiple servicers due to
989,990,000 servicing transfer
9/30/2010
$
32,400,000
$
1,022,390,000 Initial FHA-HAMP cap and initial FHA-2LP cap
9/30/2010
$
101,287,484
$
1,123,677,484 Updated portfolio data from servicer
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
54,767
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
5,738,681,110
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
9/30/2010
$
(287,348,828) $
9/30/2010
$
344,000,000
(991,580,000) $
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 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
4,764,351,172 Updated portfolio data from servicer
Initial FHA-HAMP cap, initial FHA-2LP cap,
5,108,351,172 and initial RD-HAMP
Page 31 of 57
Servicer Modifying Borrowers' Loans
Date
4/13/2009
4/13/2009
Name of Institution
GMAC Mortgage, Inc.
Saxon Mortgage Services, Inc.
City
Ft. Washington
Irving
Transaction
State
Type
PA
TX
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
633,000,000
407,000,000
N/A
N/A
4/13/2009
Chase Home Finance, LLC
Iselin
NJ
Purchase
Financial Instrument for Home Loan Modifications
$
3,552,000,000
N/A
4/16/2009
Ocwen Financial Corporation, Inc.
West Palm Beach
FL
Purchase
Financial Instrument for Home Loan Modifications
$
659,000,000
N/A
4/17/2009 as Bank of America, N.A.
amended on
1/26/2010
Simi Valley
CA
Purchase
Financial Instrument for Home Loan Modifications
$
798,900,000
N/A
2
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
6/12/2009
$
384,650,000
$
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
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
8/13/2010
$
(3,700,000) $
9/30/2010
$
119,200,000
$
1,182,200,000 Transfer of cap due to servicing transfer
Initial FHA-HAMP cap, initial FHA-2LP cap,
1,301,400,000 and initial 2MP cap
9/30/2010
$
216,998,139
$
1,518,398,139 Updated portfolio data from servicer
6/17/2009
$
225,040,000
$
9/30/2009
$
254,380,000
$
12/30/2009
$
355,710,000
$
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
p
1,242,130,000 initial cap
3/26/2010
$
(57,720,000) $
6/16/2010
$
(156,050,000) $
7/14/2010
$
(513,660,000) $
7/16/2010
$
(22,980,000) $
9/15/2010
$
1,800,000
$
493,520,000 Transfer of cap due to servicing transfer
9/30/2010
$
9,800,000
$
503,320,000 Initial FHA-HAMP cap and initial FHA-2LP cap
9/30/2010
$
116,222,668
$
619,542,668 Updated portfolio data from servicer
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
$
944,900,000 Updated portfolio data from servicer
Transfer of cap from Saxon Mortgage
968,610,000 Services, Inc. due to servicing transfer
9/15/2010
$
100,000
$
968,710,000 Initial FHA-HAMP cap
9/30/2010
$
3,742,740
$
972,452,740 Updated portfolio data from servicer
6/12/2009
$
5,540,000
$
9/30/2009
$
162,680,000
$
804,440,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
967,120,000 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
Page 32 of 57
Servicer Modifying Borrowers' Loans
Date
Name of Institution
4/17/2009 as Countrywide Home Loans Servicing LP
amended on
1/26/2010
4/20/2009
4/20/2009
Home Loan Services, Inc.
Wilshire Credit Corporation
City
Simi Valley
Pittsburgh
Beaverton
Transaction
State
Type
CA
PA
OR
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
1,864,000,000
319,000,000
366,000,000
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
12/30/2009
$
665,510,000
$
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) $
9/30/2010
$
95,300,000
$
1,236,900,000 Updated portfolio data from servicer
Initial FHA-HAMP cap, initial FHA-2LP cap,
1,332,200,000 and initial RD-HAMP
9/30/2010
$
222,941,084
$
1,555,141,084 Updated portfolio data from servicer
6/12/2009
$
3,318,840,000
$
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
p
g transfer
8,121,590,000 Corporation
due to servicing
Transfer of cap from Wilshire Credit
8,408,100,000 Corporation due to servicing transfer
7/14/2010
$
(1,787,300,000) $
9/30/2010
$
105,500,000
9/30/2010
$
(614,527,362) $
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
9/30/2010
$
9/30/2010
$
(77,126,410) $
478,973,590 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
$
(717,420,000) $
6,700,000
19,540,000
$
$
$
$
6,620,800,000 Updated portfolio data from servicer
Initial FHA-HAMP cap, initial FHA-2LP cap,
6,726,300,000 and initial RD-HAMP
6,111,772,638 Updated portfolio data from servicer
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
556,100,000 Initial FHA-2LP 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
Page 33 of 57
Servicer Modifying Borrowers' Loans
Date
4/24/2009
4/27/2009
5/1/2009
5/28/2009
Name of Institution
Green Tree Servicing LLC
Carrington Mortgage Services, LLC
Aurora Loan Services, LLC
Nationstar Mortgage LLC
City
Saint Paul
Santa Ana
Littleton
Lewisville
Transaction
State
Type
MN
CA
CO
TX
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
156,000,000
195,000,000
798,000,000
101,000,000
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
7/16/2010
$
(210,000) $
Transfer of cap to Green Tree Servicing LLC
96,090,000 due to servicing transfer
8/13/2010
$
(100,000) $
95,990,000 Transfer of cap due to servicing transfer
9/30/2010
$
68,565,782
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
8/13/2010
$
2,200,000
$
96,310,000 Transfer of cap due to servicing transfer
9/10/2010
$
34,600,000
$
130,910,000 Initial 2MP cap
9/30/2010
$
5,600,000
$
p and FHA-HAMP
136,510,000 Initial FHA-2LP cap
9/30/2010
$
10,185,090
$
146,695,090 Updated portfolio data from servicer
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
8/13/2010
$
1,100,000
$
280,000,000 Transfer of cap due to servicing transfer
9/30/2010
$
3,763,685
$
283,763,685 Updated portfolio data from servicer
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
9/1/2010
$
400,000
9/30/2010
$
(8,454,269) $
393,245,731 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
$
$
164,555,782 Updated portfolio data from servicer
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
401,700,000 Initial FHA-HAMP cap
Page 34 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
6/12/2009
6/17/2009
6/17/2009
6/19/2009
6/19/2009
6/26/2009
Residential Credit Solutions
CCO Mortgage
RG Mortgage Corporation
First Federal Savings and Loan
Wescom Central Credit Union
Citizens First Wholesale Mortgage Company
City
Fort Worth
Glen Allen
San Juan
Port Angeles
Anaheim
The Villages
Transaction
State
Type
TX
VA
PR
WA
CA
FL
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
19,400,000
16,520,000
57,000,000
770,000
540,000
30,000
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
7/14/2010
$
(85,900,000) $
8/13/2010
$
100,000
$
9/30/2010
$
2,900,000
$
9/30/2010
$
33,801,486
$
9/30/2009
$
12/30/2009
$
27,920,000
3/26/2010
$
(1,390,000) $
7/14/2010
$
(13,870,000) $
9/30/2010
$
400,000
$
9/30/2010
$
586,954
$
9/30/2009
$
13,070,000 $
12/30/2009
$
145,510,000
3/26/2010
$
(116,950,000) $
58,150,000 Updated portfolio data from servicer
7/14/2010
$
(23,350,000) $
34,800,000 Updated portfolio data from servicer
9/30/2010
$
9/30/2009
$
(11,300,000) $
12/30/2009
$
(42,210,000) $
42,646,346 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) $
45,800,000 Updated portfolio data from servicer
9/30/2010
$
(4,459,154) $
12/30/2009
$
2,020,000 $
41,340,846 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
2,790,000 initial cap
3/26/2010
$
11,370,000
5/26/2010
$
(14,160,000) $
9/30/2009
$
330,000 $
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
$
2,800,000 Updated portfolio data from servicer
9/30/2010
$
1,551,668
$
9/30/2009
$
4,351,668 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
20,000 initial cap
(1,860,000) $
7,846,346
$
$
$
$
$
(10,000) $
313,300,000 Updated portfolio data from servicer
313,400,000 Transfer of cap due to servicing transfer
Initial FHA-HAMP cap, initial FHA-2LP cap,
316,300,000 initial RD-HAMP, and initial 2MP cap
350,101,486 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
Initial FHA-HAMP cap, initial FHA-2LP cap,
30,600,000 and initial 2MP cap
31,186,954 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
29,590,000 initial cap
Updated portfolio data from servicer & HAFA
p
175,100,000 initial cap
14,160,000 Updated portfolio data from servicer
- Termination of SPA
Updated portfolio data from servicer & HPDP
870,000 initial cap
Updated portfolio data from servicer & HAFA
17,360,000 initial cap
Page 35 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
6/26/2009
6/26/2009
7/1/2009
Technology Credit Union
National City Bank
Wachovia Mortgage, FSB
City
San Jose
Miamisburg
Des Moines
Transaction
State
Type
CA
OH
IA
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
70,000
294,980,000
634,010,000
N/A
N/A
N/A
3
7/1/2009
7/10/2009
7/10/2009
Bayview Loan Servicing, LLC
Lake National Bank
IBM Southeast Employees' Federal Credit Union
Coral Gables
Mentor
Delray Beach
FL
OH
FL
Purchase
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
$
44,260,000
100 000
100,000
870,000
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
12/30/2009
$
590,000
3/26/2010
$
(580,000) $
7/14/2010
$
70,000
$
9/30/2010
$
45,056
$
12/30/2009
$
2,180,000 $
3/26/2010
$
(720,000) $
1,530,000 Updated portfolio data from servicer
7/14/2010
$
(430,000) $
1,100,000 Updated portfolio data from servicer
9/30/2010
$
9/30/2009
$
12/30/2009
$
90,280,000
3/26/2010
$
(18,690,000) $
7/14/2010
$
((272,640,000)) $
9/30/2010
$
80,600,000
$
9/30/2010
$
71,230,004
$
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) $
9/30/2010
$
600,000
9/30/2010
$
(15,252,303) $
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
9/30/2010
$
35,167
9/30/2009
$
(10,000) $
435,167 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
860,000 initial cap
60,445
$
Reason for Adjustment
Updated portfolio data from servicer & HAFA
610,000 initial cap
$
315,170,000 $
$
$
$
$
30,000 Updated portfolio data from servicer
100,000 Updated portfolio data from servicer
145,056 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
2,250,000 initial cap
1,160,445 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
p
p
portfolio data from servicer
Initial FHA-HAMP cap, Initial FHA-2LP cap,
489,700,000 and initial 2MP cap
560,930,004 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
113,600,000 Initial FHA-2LP cap
98,347,697 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 36 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
7/17/2009
7/17/2009
7/17/2009
7/17/2009
7/22/2009
7/22/2009
MorEquity, Inc.
PNC Bank, National Association
Farmers State Bank
ShoreBank
American Home Mortgage Servicing
Servicing, Inc
Mortgage Center, LLC
City
Evansville
Pittsburgh
West Salem
Chicago
Coppell
Southfield
Transaction
State
Type
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
23,480,000
54,470,000
170,000
1,410,000
1 272 490 000
1,272,490,000
4,210,000
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
12/30/2009
$
250,000
3/26/2010
$
(10,000) $
1,100,000 Updated portfolio data from servicer
7/14/2010
$
(400,000) $
700,000 Updated portfolio data from servicer
9/30/2010
$
170,334
9/30/2009
$
18,530,000 $
12/30/2009
$
24,510,000
$
870,334 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) $
62,300,000 Updated portfolio data from servicer
9/30/2010
$
(8,194,261) $
9/30/2009
$
(36,240,000) $
12/30/2009
$
19,280,000
$
54,105,739 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
$
p
p
39,980,000 Updated
portfolio data from servicer
7/14/2010
$
(17,180,000) $
22,800,000 Updated portfolio data from servicer
9/30/2010
$
35,500,000
$
58,300,000 Initial FHA-2LP cap and initial 2MP cap
9/30/2010
$
23,076,191
$
9/30/2009
$
(90,000) $
12/30/2009
$
50,000
$
81,376,191 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
3/26/2010
$
100,000
$
230,000 Updated portfolio data from servicer
7/14/2010
$
(130,000) $
100,000 Updated portfolio data from servicer
9/30/2010
$
9/30/2009
$
12/30/2009
$
3/26/2010
$
(20,000) $
3,540,000 Updated portfolio data from servicer
7/14/2010
$
(240,000) $
3,300,000 Updated portfolio data from servicer
9/30/2010
$
471,446
9/30/2009
$
(53,670,000) $
12/30/2009
$
250,450,000
$
3,771,446 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) $
1,304,100,000 Updated portfolio data from servicer
9/30/2010
$
1,690,508
9/30/2009
$
1,780,000 $
45,056
$
Reason for Adjustment
Updated portfolio data from servicer & HAFA
1,110,000 initial cap
$
$
890,000 $
1,260,000
$
$
$
145,056 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
1,305,790,508 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
5,990,000 initial cap
Page 37 of 57
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
Mission Federal Credit Union
First Bank
Purdue Employees Federal Credit Union
Wachovia Bank, N.A.
J.P.Morgan Chase Bank, NA
EMC Mortgage Corporation
City
San Diego
St. Louis
West Lafayette
Charlotte
Lewisville
Lewisville
Transaction
State
Type
CA
MO
IN
NC
TX
TX
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
860,000
6,460,000
1,090,000
85,020,000
2,699,720,000
707,380,000
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
Updated portfolio data from servicer & HAFA
8,830,000 initial cap
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
9/30/2010
$
2,658,280
9/30/2009
$
12/30/2009
$
6,750,000
8,558,280 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
370,000 initial cap
Updated portfolio data from servicer & HAFA
7,120,000 initial cap
3/26/2010
$
(6,340,000) $
780,000 Updated portfolio data from servicer
7/14/2010
$
(180,000) $
600,000 Updated portfolio data from servicer
9/30/2010
$
125,278
9/30/2009
$
12/30/2009
$
680,000
$
725,278 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
$
p
p
8,070,000 Updated
portfolio data from servicer
7/14/2010
$
(2,470,000) $
5,600,000 Updated portfolio data from servicer
9/30/2010
$
2,523,114
9/30/2009
$
12/30/2009
$
1,260,000
$
8,123,114 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) $
400,000 Updated portfolio data from servicer
9/30/2010
$
180,222
9/30/2009
$
(37,700,000) $
12/30/2009
$
26,160,000
$
580,222 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) $
37,100,000 Updated portfolio data from servicer
9/30/2010
$
(28,686,775) $
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) $
9/30/2010
$
72,400,000
$
9/30/2010
$
215,625,536
$
9/30/2009
$
$
(490,000) $
$
$
(1,530,000) $
$
(60,000) $
$
(10,000) $
8,413,225 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
Initial FHA-HAMP cap, Initial FHA-2LP cap,
3,007,800,000 and initial RD-HAMP
3,223,425,536 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
707,370,000 initial cap
Page 38 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
8/5/2009
8/5/2009
8/5/2009
8/12/2009
8/12/2009
Lake City Bank
Oakland Municipal Credit Union
HomEq Servicing
Litton Loan Servicing LP
PennyMac Loan Services, LLC
City
Warsaw
Oakland
North Highlands
Houston
Calasbasa
Transaction
State
Type
IN
CA
CA
TX
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
420,000
140,000
674,000,000
774,900,000
6,210,000
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
12/30/2009
$
502,430,000
3/26/2010
$
(134,560,000) $
7/14/2010
$
(392,140,000) $
7/16/2010
$
(630,000) $
9/30/2010
$
13,100,000
9/30/2010
$
(8,006,457) $
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
9/30/2010
$
90,111
9/30/2009
$
290,000 $
12/30/2009
$
210,000
$
290,111 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
p
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) $
800,000 Updated portfolio data from servicer
9/30/2010
$
(74,722) $
9/30/2009
$
(121,190,000) $
12/30/2009
$
(36,290,000) $
725,278 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) $
526,800,000 Updated portfolio data from servicer
9/30/2010
$
9/30/2009
$
313,050,000 $
12/30/2009
$
275,370,000
$
565,426,728 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) $
1,167,500,000 Updated portfolio data from servicer
8/13/2010
$
(700,000) $
1,166,800,000 Transfer of cap to due to servicing transfer
9/15/2010
$
(1,000,000) $
1,165,800,000 Transfer of cap to due to servicing transfer
9/30/2010
$
(115,017,236) $
9/30/2009
$
(1,200,000) $
12/30/2009
$
30,800,000
$
3/26/2010
$
23,200,000
$
38,626,728
$
Reason for Adjustment
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.
695,570,000 Initial FHA-HAMP cap and initial FHA-2LP cap
687,563,543 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
600,000 initial cap
Updated portfolio data from servicer & HAFA
250,000 initial cap
1,050,782,764 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
Page 39 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
8/12/2009
8/28/2009
8/28/2009
8/28/2009
Servis One, Inc.
OneWest Bank
Stanford Federal Credit Union
RoundPoint Mortgage Servicing Corporation
City
Titusville
Pasadena
Palo Alto
Charlotte
Transaction
State
Type
PA
CA
CA
NC
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
29,730,000
668,440,000
300,000
570,000
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
2,710,000
Adjusted Cap
$
Reason for Adjustment
Transfer of cap from CitiMortgage, Inc. due to
61,720,000 servicing transfer
6/16/2010
$
7/14/2010
$
7/16/2010
$
6,680,000
$
43,700,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
50,380,000 servicing transfer
8/13/2010
$
2,600,000
$
52,980,000 Transfer of cap to due to servicing transfer
9/15/2010
$
(100,000) $
52,880,000 Transfer of cap to due to servicing transfer
9/30/2010
$
200,000
53,080,000 Initial FHA-HAMP cap and 2MP initial cap
9/30/2010
$
(1,423,197) $
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) $
9,300,000 Updated portfolio data from servicer
9/15/2010
$
100,000
$
9,400,000 Transfer of cap to due to servicing transfer
9/30/2010
$
100,000
$
9,500,000 Initial FHA-HAMP cap
9/30/2010
$
16,755,064
$
10/2/2009
$
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
9/30/2010
$
5,500,000
9/30/2010
$
(51,741,163) $
10/2/2009
$
70,000 $
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
9/30/2010
$
(1,209,889) $
290,111 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
(18,020,000) $
$
145,800,000 $
$
51,656,803 Updated portfolio data from servicer
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
p
10,150,000 Initial 2MP cap
26,255,064 Updated portfolio data from servicer
1,888,000,000 2MP initial cap
1,836,258,837 Updated portfolio data from servicer
700,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
390,000 initial cap
Page 40 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
9/2/2009
Horicon Bank
9/2/2009 as Vantium Capital, Inc.dba Acqura Loan Services
amended on
8/27/2010
9/9/2009
9/9/2009
9/9/2009
9/11/2009
Central Florida Educators Federal Credit Union
U.S. Bank National Association
CUC Mortgage Corporation
ORNL Federal Credit Union
City
Horicon
Plano
Lake Mary
Owensboro
Albany
Oak Ridge
Transaction
State
Type
WI
TX
FL
KY
NY
TN
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
560,000
6,000,000
1,250,000
114,220,000
4,350,000
2,070,000
N/A
N/A
N/A
N/A
N/A
N/A
10
Adjustment Details
Cap Adjustment Amount
5,301,172
Adjusted Cap
$
Reason for Adjustment
9/30/2010
$
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
9/30/2010
$
100,000
9/30/2010
$
(9,889) $
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
p
p
portfolio data from servicer
9/15/2010
$
4,700,000
$
8,300,000 Transfer of cap due to servicing transfer
9/30/2010
$
117,764
$
8,417,764 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
9/30/2010
$
270,334
870,334 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
9/30/2010
$
36,574,444
181,174,444 Updated portfolio data from servicer
10/2/2009
$
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
9/30/2010
$
(6,673,610) $
3,626,390 Updated portfolio data from servicer
10/2/2009
$
460,000 $
12/30/2009
$
130,000 $
$
$
$
$
950,000 $
2,730,000
$
16,101,172 Updated portfolio data from servicer
690,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
1,730,000 initial cap
50,000 Updated portfolio data from servicer
300,000 Initial RD-HAMP
290,111 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
2,530,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
5,260,000 initial cap
Page 41 of 57
Servicer Modifying Borrowers' Loans
Date
9/11/2009
9/11/2009
9/11/2009
9/16/2009
9/23/2009
9/23/2009
Name of Institution
Allstate Mortgage Loans & Investments, Inc.
Metropolitan National Bank
Franklin Credit Management Corporation
Bay Federal Credit Union
AMS Servicing, LLC
Schools Financial Credit Union
City
Ocala
Little Rock
Jersey City
Capitola
Buffalo
Sacramento
Transaction
State
Type
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
250,000
280,000
27,510,000
410,000
4,390,000
390,000
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
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
9/30/2010
$
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
9/30/2010
$
45,056
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
p
p
portfolio data from servicer
9/30/2010
$
35,167
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
9/30/2010
$
2,973,670
9,573,670 Updated portfolio data from servicer
10/2/2009
$
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
9/30/2010
$
(1,419,778) $
580,222 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
9/30/2010
$
323,114
$
8,123,114 Updated portfolio data from servicer
10/2/2009
$
12/30/2009
$
940,000
3/26/2010
$
(980,000) $
1,817,613
$
$
$
$
90,000 $
90,000 $
$
6,817,613 Updated portfolio data from servicer
145,056 Updated portfolio data from servicer
350,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
970,000 initial cap
435,167 Updated portfolio data from servicer
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
440,000 Updated portfolio data from servicer
Page 42 of 57
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
City
Maumee
Woodbridge
Elkin
Albany
North Chicago
Tulsa
Transaction
State
Type
OH
NJ
NC
NY
IL
OK
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
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
230,000
30,000
240,000
440,000
570,000
4,860,000
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
(140,000) $
Reason for Adjustment
7/14/2010
$
9/30/2010
$
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
9/30/2010
$
(9,889) $
290,111 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
9/30/2010
$
45,056
p
p
145,056 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
9/30/2010
$
235,167
435,167 Updated portfolio data from servicer
10/2/2009
$
100,000 $
12/30/2009
$
3/26/2010
$
(290,000) $
270,000 Updated portfolio data from servicer
7/14/2010
$
(70,000) $
200,000 Updated portfolio data from servicer
9/30/2010
$
(54,944) $
12/30/2009
$
1,030,000 $
3/26/2010
$
(880,000) $
720,000 Updated portfolio data from servicer
7/14/2010
$
(320,000) $
400,000 Updated portfolio data from servicer
9/30/2010
$
180,222
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
9/30/2010
$
1,150,556
20,000
45,056
$
$
$
$
$
$
300,000 Updated portfolio data from servicer
1,450,556 Updated portfolio data from servicer
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
145,056 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
1,600,000 initial cap
580,222 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
1,960,000 initial cap
145,056 Updated portfolio data from servicer
Page 43 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
10/21/2009 United Bank Mortgage Corporation
10/23/2009 Bank United
10/23/2009 IC Federal Credit Union
City
Grand Rapids
Miami Lakes
Fitchburg
Transaction
State
Type
MI
FL
MA
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
410,000
93,660,000
760,000
N/A
N/A
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
Los Alamos
Tampa
Hillsdale
NM
FL
MI
Purchase
Purchase
Purchase
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
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
20,000 $
Reason for Adjustment
1/22/2010
$
3/26/2010
$
400,000
$
830,000 Updated portfolio data from servicer
7/14/2010
$
(430,000) $
400,000 Updated portfolio data from servicer
9/30/2010
$
180,222
580,222 Updated portfolio data from servicer
1/22/2010
$
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
9/30/2010
$
1/22/2010
$
40,000 $
3/26/2010
$
(760,000) $
5/12/2010
$
7/14/2010
$
4,370,000 $
1,751,033
2,630,000
$
430,000 Updated HPDP cap & HAFA initial cap
98,030,000 Updated HPDP cap & HAFA initial cap
107,051,033 Updated portfolio data from servicer
800,000 Updated HPDP cap & HAFA initial cap
40,000 Updated portfolio data from servicer
$
2,670,000 Updated portfolio data from servicer
$
(770
(770,000)
000) $
1
1,900,000
900 000 Updated portfolio data from servicer
9/30/2010
$
565,945
2,465,945 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
9/30/2010
$
45,056
$
145,056 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 data from servicer
7/14/2010
$
1,310,000
$
2,100,000 Updated portfolio data from servicer
9/30/2010
$
75,834
$
2,175,834 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
9/30/2010
$
9,661,676
30,461,676 Updated portfolio data from servicer
1/22/2010
$
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
$
890,000 $
$
80,000 $
19,850,000 Updated HPDP cap & HAFA initial cap
1,750,000 Updated HPDP cap & HAFA initial cap
Page 44 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
11/18/2009 QLending, Inc.
11/25/2009 Marix Servicing, LLC
City
Coral Gables
Phoenix
Transaction
State
Type
FL
AZ
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
20,000
20,360,000
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
12/4/2009
12/4/2009
12/9/2009
Community Bank & Trust Company
Idaho Housing and Finance Association
Spirit of Alaska Federal Credit Union
Clarks Summit
Boise
Fairbanks
PA
ID
AK
Purchase
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
$
380,000
9,430,000
360,000
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
160,445
Adjusted Cap
9/30/2010
$
1/22/2010
$
- $
3/26/2010
$
(10,000) $
7/14/2010
$
90,000
$
100,000 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
1/22/2010
$
950,000 $
3/26/2010
$
(17,880,000) $
6/16/2010
$
1,030,000
7/14/2010
$
(1,160,000) $
8/13/2010
$
800,000
$
4,100,000 Transfer of cap due to servicing transfer
9/30/2010
$
200,000
$
4,300,000 Initial FHA-HAMP cap and initial RD-HAMP
9/30/2010
$
1,357,168
$
5,657,168 Updated portfolio data from servicer
4/21/2010
$
(230,000) $
1/22/2010
$
50,000 $
3/26/2010
$
7/14/2010
$
9/30/2010
$
50,556
1/22/2010
$
10,000 $
3/26/2010
$
520,000
$
910,000 Updated portfolio data from servicer
7/14/2010
$
(810,000) $
100,000 Updated portfolio data from servicer
9/30/2010
$
1/22/2010
$
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
9/30/2010
$
(9,889) $
290,111 Updated portfolio data from servicer
1/22/2010
$
10,000 $
370,000 Updated HPDP cap & HAFA initial cap
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
9/30/2010
$
100,000
1,200,000 Initial FHA-HAMP cap
1,020,000
$
Reason for Adjustment
$
1,160,445 Updated portfolio data from servicer
20,000 Updated HPDP cap & HAFA initial cap
10,000 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
45,056
$
$
440,000 $
$
1,450,556 Updated portfolio data from servicer
390,000 Updated HPDP cap & HAFA initial cap
145,056 Updated portfolio data from servicer
9,870,000 Updated HPDP cap & HAFA initial cap
Page 45 of 57
Servicer Modifying Borrowers' Loans
Date
12/9/2009
12/9/2009
12/9/2009
12/9/2009
12/9/2009
12/9/2009
Name of Institution
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
12/11/2009 HomeStar Bank & Financial Services
12/11/2009 Glenview State Bank
City
East Hartford
Las Vegas
New Orleans
Tampa
Sacramento
Spokane
Manteno
Glenview
Transaction
State
Type
CT
NV
LA
FL
CA
WA
IL
IL
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
$
$
1,590,000
1,880,000
2,940,000
230,000
6,160,000
2,250,000
310,000
370,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
105,500
Adjusted Cap
$
Reason for Adjustment
9/30/2010
$
1/22/2010
$
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
9/30/2010
$
70,334
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
9/30/2010
$
275,834
2,175,834 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
(1,980,000)
980 000) $
7
7,400,000
400 000 Updated portfolio data from servicer
9/30/2010
$
(6,384,611) $
1,015,389 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
9/30/2010
$
(19,778) $
580,222 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
9/30/2010
$
606,612
4,206,612 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
9/30/2010
$
550,556
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
9/30/2010
$
70,334
1/22/2010
$
20,000 $
$
$
$
$
20,000 $
$
1,305,500 Updated portfolio data from servicer
1,660,000 Updated HPDP cap & HAFA initial cap
870,334 Updated portfolio data from servicer
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
1,450,556 Updated portfolio data from servicer
330,000 Updated HPDP cap & HAFA initial cap
870,334 Updated portfolio data from servicer
390,000 Updated HPDP cap & HAFA initial cap
Page 46 of 57
Servicer Modifying Borrowers' Loans
Date
Name of Institution
12/11/2009 Verity Credit Union
12/11/2009 Hartford Savings Bank
City
Seattle
Hartford
Transaction
State
Type
WA
WI
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
600,000
630,000
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
12/16/2009 Park View Federal Savings Bank
Michigan City
Solon
IN
OH
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
700,000
760,000
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
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
9/30/2010
$
25,278
1/22/2010
$
30,000 $
3/26/2010
$
800,000
$
1,460,000 Updated portfolio data from servicer
7/14/2010
$
(360,000) $
1,100,000 Updated portfolio data from servicer
9/30/2010
$
4/21/2010
$
(150,000) $
1/22/2010
$
30 000 $
30,000
3/26/2010
$
(580,000) $
7/14/2010
$
1,430,000
$
1,500,000 Updated portfolio data from servicer
9/30/2010
$
95,612
$
1,595,612 Updated portfolio data from servicer
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
9/30/2010
$
90,111
290,111 Updated portfolio data from servicer
1/22/2010
$
160,000 $
4/21/2010
$
(3,620,000) $
1/22/2010
$
20,000 $
3/26/2010
$
7/14/2010
60,445
1,430,000
$
Reason for Adjustment
$
$
$
1,640,000 Updated portfolio data from servicer
- Termination of SPA
630,000 Updated HPDP cap & HAFA initial cap
725,278 Updated portfolio data from servicer
660,000 Updated HPDP cap & HAFA initial cap
1,160,445 Updated portfolio data from servicer
- Termination of SPA
650
650,000
000 Updated HPDP cap & HAFA initial cap
70,000 Updated portfolio data from servicer
3,620,000 Updated HPDP cap & HAFA initial cap
- 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
9/8/2010
$
(1,500,000) $
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
9/30/2010
$
850,556
1/22/2010
$
$
40,000 $
- Termination of SPA
730,000 Updated HPDP cap & HAFA initial cap
1,450,556 Updated portfolio data from servicer
800,000 Updated HPDP cap & HAFA initial cap
Page 47 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
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
1/13/2010
1/13/2010
1/13/2010
1/13/2010
Fresno County Federal Credit Union
Roebling Bank
First National Bank of Grant Park
Specialized Loan Servicing, LLC
City
Sarasota
North Grafton
Eaton
Tempe
Fresno
Roebling
Grant Park
Highlands Ranch
Transaction
State
Type
FL
MA
OH
AZ
CA
NJ
IL
CO
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
$
$
$
$
$
$
4,230,000
340,000
60,000
110,000
260,000
240,000
140,000
64,150,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
3/26/2010
$
140,000
$
940,000 Updated portfolio data from servicer
7/14/2010
$
(140,000) $
800,000 Updated portfolio data from servicer
9/30/2010
$
1/22/2010
$
200,000 $
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
9/30/2010
$
5,852,780
7,252,780 Updated portfolio data from servicer
1/22/2010
$
20,000 $
3/26/2010
$
(320,000) $
7/14/2010
$
760,000
$
800,000 Updated portfolio data from servicer
9/30/2010
$
(74,722) $
725,278 Updated portfolio data from servicer
1/22/2010
$
- $
3/26/2010
$
90,000
$
150,000 Updated portfolio data from servicer
7/14/2010
$
50,000
$
200,000 Updated portfolio data from servicer
9/30/2010
$
(54,944) $
145,056 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
9/30/2010
$
45,056
$
145,056 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
9/30/2010
$
(19,778) $
580,222 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
9/30/2010
$
(29,666) $
870,334 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
9/30/2010
$
(9,889) $
290,111 Updated portfolio data from servicer
3/26/2010
$
(51,240,000) $
5/14/2010
$
70,334
3,000,000
$
$
$
870,334 Updated portfolio data from servicer
4,430,000 Updated HPDP cap & HAFA initial cap
360,000 Updated HPDP cap & HAFA initial cap
40,000 Updated portfolio data from servicer
60
60,000
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
Page 48 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
1/13/2010
Greater Nevada Mortgage Services
City
Carson City
Transaction
State
Type
NV
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
770,000
N/A
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
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
Transfer of cap from CitiMortgage, Inc. due to
20,770,000 servicing transfer
6/16/2010
$
4,860,000
$
7/14/2010
$
3,630,000
$
7/16/2010
$
330,000
$
24,400,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
24,730,000 servicing transfer
8/13/2010
$
700,000
$
25,430,000 Transfer of cap due to servicing transfer
9/15/2010
$
200,000
$
25,630,000 Transfer of cap due to servicing transfer
9/30/2010
$
(1,695,826) $
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
9/30/2010
$
170,334
$
870,334 Updated portfolio data from servicer
3/26/2010
$
12,190,000
$
15,240,000 Updated portfolio data from servicer
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
9/30/2010
$
200,000
$
800,000 Initial FHA-HAMP cap and initial 2MP cap
9/30/2010
$
(364,833) $
435,167 Updated portfolio data from servicer
3/26/2010
$
160,000
$
700,000 Updated portfolio data from servicer
9/30/2010
$
25,278
$
725,278 Updated portfolio data from servicer
7/14/2010
$
4,440,000
$
5,500,000 Updated portfolio data from servicer
9/24/2010
$
(5,500,000) $
5/26/2010
$
120,000 $
7/14/2010
$
(12,660,000) $
9/30/2010
$
100,000
9/30/2010
$
(3,125,218) $
12,474,782 Updated portfolio data from servicer
7/14/2010
$
(44,880,000) $
15,900,000 Updated portfolio data from servicer
9/30/2010
$
1,071,505
$
16,971,505 Updated portfolio data from servicer
7/14/2010
$
400,000
$
700,000 Updated portfolio data from servicer
9/30/2010
$
25,278
$
725,278 Updated portfolio data from servicer
7/14/2010
$
300,000
$
600,000 Updated portfolio data from servicer
9/30/2010
$
(19,778) $
580,222 Updated portfolio data from servicer
7/14/2010
$
(150,000) $
6,400,000 Updated portfolio data from servicer
$
23,934,174 Updated portfolio data from servicer
- Termination of SPA
- Termination of SPA
28,160,000 Initial 2MP cap
15,500,000 Updated portfolio data from servicer
15,600,000 Initial FHA-HAMP cap
Page 49 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
5/21/2010
6/16/2010
Aurora Financial Group, Inc.
Selene Financial, L.P.
City
Marlton
Houston
Transaction
State
Type
NJ
TX
Purchase
Transfer
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
$
$
10,000
-
N/A
N/A
4, 8
9
8/4/2010
Suburban Mortgage Company of New Mexico
Albuquerque
NM
Purchase
Financial Instrument for Home Loan Modifications
$
880,000
N/A
8/20/2010
Bramble Savings Bank
Cincinanati
OH
Purchase
Financial Instrument for Home Loan Modifications
$
700,000
N/A
8/25/2010
Pathfinder Bank
Oswego
NY
Purchase
Financial Instrument for Home Loan Modifications
$
1,300,000
N/A
8/27/2010
First Financial Bank, N.A.
Terre Haute
ID
Purchase
Financial Instrument for Home Loan Modifications
$
4,300,000
N/A
9/1/2010
RBC Bank ((USA))
Raleigh
g
NC
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
9/3/2010
Fay Servicing, LLC
Chicago
IL
Purchase
Financial Instrument for Home Loan Modifications
$
3,100,000
N/A
9/15/2010
Vericret Financial, Inc.
Oklahoma City
OK
Purchase
Financial Instrument for Home Loan Modifications
$
-
N/A
9/15/2010
Midwest Community Bank
Freeport
IL
Purchase
Financial Instrument for Home Loan Modifications
$
400,000
N/A
9/24/2010
American Finance House LARIBA
Pasadena
CA
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
9/24/2010
Centrue Bank
Ottawa
IL
Purchase
Financial Instrument for Home Loan Modifications
$
1,900,000
N/A
9/30/2010
AgFirst Farm Credit Bank
Columbia
SC
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
9/30/2010
Amarillo National Bank
Amarillo
TX
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
American Financial Resources Inc.
Parsippany
NJ
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
Banco Popular de Puerto Rico
San Juan
PR
Purchase
Financial Instrument for Home Loan Modifications
$
1,700,000
N/A
4, 5, 8
9/30/2010
Capital International Financial, Inc.
Coral Gables
FL
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/24/2010
Citizens Community Bank
Freeburg
IL
Purchase
Financial Instrument for Home Loan Modifications
$
800,000
N/A
9/30/2010
Community Credit Union of Florida
Rockledge
FL
Purchase
Financial Instrument for Home Loan Modifications
$
2,000,000
N/A
6
9/30/2010
CU Mortgage Services, Inc.
New Brighton
MN
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
First Federal Bank of Florida
Lake City
FL
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
First Mortgage Coporation
Diamond Bar
CA
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
First Safety Bank
Cincinnati
OH
Purchase
Financial Instrument for Home Loan Modifications
$
400,000
N/A
9/30/2010
Flagstar Capital Markets Corporation
Troy
MI
Purchase
Financial Instrument for Home Loan Modifications
$
800,000
N/A
4, 8
9
7, 8
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
$
Reason for Adjustment
9/15/2010
$
1,600,000
8,000,000 Transfer of cap due to servicing transfer
9/30/2010
$
(4,352,173) $
5/26/2010
$
30,000 $
9/30/2010
$
250,111
$
6/16/2010
$
3,680,000
$
290,111 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
3,680,000 servicing transfer
8/13/2010
$
3,300,000
$
6,980,000 Transfer of cap due to servicing transfer
9/30/2010
$
3,043,831
$
10,023,831 Updated portfolio data from servicer
9/30/2010
$
1,585,945
$
2,465,945 Updated portfolio data from servicer
9/30/2010
$
1,040,667
$
1,740,667 Updated portfolio data from servicer
9/30/2010
$
2,181,334
$
3,481,334 Updated portfolio data from servicer
9/30/2010
$
7,014,337
$
11,314,337 Updated portfolio data from servicer
9/30/2010
$
45
45,056
056
$
145
145,056
056 Updated portfolio data from servicer
9/30/2010
$
5,168,169
$
8,268,169 Updated portfolio data from servicer
9/15/2010
$
1,000,000
$
1,000,000 Transfer of cap due to servicing transfer
9/30/2010
$
450,556
$
1,450,556 Updated portfolio data from servicer
9/30/2010
$
180,222
$
580,222 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
856,056
$
2,756,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
765,945
$
2,465,945 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
360,445
$
1,160,445 Updated portfolio data from servicer
9/30/2010
$
901,112
,
$
2,901,112
Updated
,
,
p
p
portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
180,222
$
580,222 Updated portfolio data from servicer
9/30/2010
$
360,445
$
1,160,445 Updated portfolio data from servicer
3,647,827 Updated portfolio data from servicer
40,000 Updated FHA-HAMP cap
Page 50 of 57
Servicer Modifying Borrowers' Loans
Name of Institution
Date
City
Transaction
State
Type
Investment Description
Cap of Incentive Payments
Adjustment
on Behalf of Borrowers and
Pricing
Date
to Servicers &
Mechanism Note
9/30/2010
Franklin Savings
Cincinnati
OH
Purchase
Financial Instrument for Home Loan Modifications
$
1,700,000
N/A
4
9/30/2010
Gateway Mortgage Group, LLC
Tulsa
OK
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
GFA Federal Credit Union
Gardner
MA
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
9/30/2010
Guaranty Bank
Saint Paul
MN
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/24/2010
James B. Nutter & Company
Kansas City
MO
Purchase
Financial Instrument for Home Loan Modifications
$
300,000
N/A
4, 8
9/30/2010
Liberty Bank and Trust Co
New Orleans
LA
Purchase
Financial Instrument for Home Loan Modifications
$
1,000,000
N/A
9/30/2010
M&T Bank
Buffalo
NY
Purchase
Financial Instrument for Home Loan Modifications
$
700,000
N/A
4, 8
9/30/2010
Magna Bank
Germantown
TN
Purchase
Financial Instrument for Home Loan Modifications
$
1,400,000
N/A
5
9/30/2010
Mainstreet Credit Union
Lexena
KS
Purchase
Financial Instrument for Home Loan Modifications
$
500,000
N/A
9/30/2010
Marsh Associates, Inc.
Charlotte
NC
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
Midland Mortgage Compnay
Oklahoma City
OK
Purchase
Financial Instrument for Home Loan Modifications
$
43,500,000
N/A
4, 5
9/30/2010
Schmidt Mortgage Company
Rocky River
OH
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
Stockman Bank of Montana
Miles City
MT
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
4, 8
9/30/2010
University First Federal Credit Union
Salt Lake City
UT
Purchase
Financial Instrument for Home Loan Modifications
$
600,000
N/A
9/30/2010
Weststar Mortgage, Inc.
Woodbridge
VA
Purchase
Financial Instrument for Home Loan Modifications
$
100,000
N/A
Total Initial Cap
$
23,831,570,000
TOTAL CAP
4, 8
Adjustment Details
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
9/30/2010
$
765,945
$
2,465,945 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
135,167
$
435,167 Updated portfolio data from servicer
9/30/2010
$
450,556
$
1,450,556 Updated portfolio data from servicer
9/30/2010
$
315,389
$
1,015,389 Updated portfolio data from servicer
9/30/2010
$
630,778
$
2,030,778 Updated portfolio data from servicer
9/30/2010
$
225,278
$
725,278 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
49,915,806
$
93,415,806 Updated portfolio data from servicer
9/30/2010
$
45
45,056
056
$
145
145,056
056 U
Updated
d t d portfolio
tf li d
data
t ffrom servicer
i
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
9/30/2010
$
270,334
$
870,334 Updated portfolio data from servicer
9/30/2010
$
45,056
$
145,056 Updated portfolio data from servicer
$
6,077,210,820
$
29,908,780,820
Total Cap Adjustments
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 includes FHA-HAMP.
5/ Initial cap amount includes RD-HAMP.
6/ Initial cap amount includes 2MP.
7/ Initial cap amount includes FHA-2LP.
8/ Initial cap does not include HAMP.
9/ This institution executed an Assignment and Assumption Agreement (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.
10/ The amendment reflects a change in the legal name of the institution.
As used in this table:
"HAFA" means the Home Affordable foreclosure Alternatives program.
p g
"HPDP" means the Home Price Decline Protection program.
"2MP" means the Second Lien Modification Program.
"RD-HAMP" means the Rural Housing Service Home Affordable Modification Program.
"FHA-2LP" means the FHA Second Lien Program
Page 51 of 57
Housing Finance Agency Innovation Fund for the Hardest Hit Housing Markets
Hardest Hit Funds (HHF) Program
Seller
Note
Date
2
9/23/2010
3
9/29/2010
Name of Institution
6/23/2010 Nevada Affordable Housing Assistance Corporation
6/23/2010 CalHFA Mortgage Assistance Corporation
2
9/23/2010
3
9/29/2010
6/23/2010 Florida Housing Finance Corporation
2
9/23/2010
3
9/29/2010
6/23/2010 Arizona (Home) Foreclosure Prevention Funding Corporation
3
9/29/2010
2
9/23/2010
3
9/29/2010
6/23/2010 Michigan Homeowner Assistance Nonprofit Housing Corporation
8/3/2010
2
9/23/2010
3
9/29/2010
8/3/2010
2
9/23/2010
3
9/29/2010
8/3/2010
2
9/23/2010
3
9/29/2010
8/3/2010
2
9/23/2010
3
9/29/2010
8/3/2010
2
9/23/2010
3
9/29/2010
North Carolina Housing Finance Agency
Ohio Homeowner Assistance LLC
Oregon Affordable Housing Assistance Corporation
Rhode Island Housing and Mortgage Finance Corporation
SC Housing Corp
9/23/2010 Alabama Housing Finance Authority
3
9/29/2010
3
9/ 9/ 0 0
9/29/2010
3
9/29/2010
3
9/29/2010
9/23/2010 Kentucky Housing Corporation
9/23/2010 Mississippi Home Corporation
9/23/2010 GHFA Affordable Housing, Inc.
City
Reno
Sacramento
Tallahassee
Phoenix
Lansing
Raleigh
Columbus
Salem
Providence
Columbia
Montgomery
Frankfort
Jackson
Atlanta
Investment Amount
Pricing
Additional
1
Mechanism
Investment Amount
$
194,026,240
102,800,000
N/A
State
Transaction
Type
NV
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
-
$
34,056,581
Purchase
Financial Instrument for HHF Program
-
$
57,169,659
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
CA
FL
AZ
MI
NC
OH
OR
RI
SC
AL
KY
MS
GA
Investment Description
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
u c ase
Purchase
a c a Instrument
st u e t for
o HHF Program
og a
Financial
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Initial Investment
Amount
$
$
$
$
-
$
476,257,070
-
$
799,477,026
$
$
$
$
$
$
-
$
238,864,755
-
$
400,974,381
$
142,666,006
-
$
128,461,559
-
$
215,644,179
154,500,000
-
-
$
120,874,221
-
$
202,907,565
-
172,000,000
-
$
148,728,864
-
$
249,666,235
88,000,000
-
-
$
49,294,215
-
$
82,748,571
-
43,000,000
-
$
13,570,770
-
$
22,780,803
138,000,000
-
-
$
58,772,347
-
$
98,659,200
60,672,471
$
101,848,874
$
93,313,825
93,3
3,8 5
$
63,851,373
$
212,604,832
-
55,588,050
38,036,950
-
$
-
159,000,000
$
-
125,100,000
$
-
418,000,000
$
-
699,600,000
-
126,650,987
-
N/A
N/A
$
1,975,334,096
N/A
N/A
N/A
$
1,057,839,136
N/A
N/A
N/A
$
267,766,006
N/A
N/A
$
498,605,738
N/A
N/A
N/A
$
482,781,786
N/A
N/A
N/A
$
570,395,099
N/A
N/A
N/A
$
220,042,786
N/A
N/A
N/A
$
79,351,573
N/A
N/A
N/A
$
295,431,547
N/A
N/A
N/A
$
162,521,345
N/A
N/A
$
148,901,875
N/A
N/A
/
$
101,888,323
N/A
N/A
$
339,255,819
N/A
N/A
Page 52 of 57
Seller
Name of Institution
Note
Date
3
9/29/2010
3
9/29/2010
3
9/29/2010
3
9/29/2010
3
9/23/2010 Tennessee Housing Development Agency
9/29/2010
9/23/2010 Indiana Housing and Community Development Authority
9/23/2010 Illinois Housing Development Authority
9/23/2010 New Jersey Housing and Mortgage Finance Agency
9/23/2010 District of Columbia Housing Finance Agency
City
State
Transaction
Type
Indianapolis
IN
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Financial Instrument for HHF Program
Purchase
Purchase
Financial Instrument for HHF Program
Financial Instrument for HHF Program
Chicago
Trenton
Washington
Nashville
IL
NJ
DC
TN
Investment Description
Initial Investment
Amount
$
82,762,859
-
$
$
279,250,831
$
188,347,507
$
12,970,520
$
136,187,333
-
7,726,678
-
$
138,931,280
112,200,637
-
$
$
166,352,726
-
$
Investment Amount
Pricing
Additional
1
Mechanism
Investment Amount
81,128,260
-
TOTAL INVESTMENT AMOUNT
$
221,694,139
N/A
N/A
$
445,603,557
N/A
N/A
$
300,548,144
N/A
N/A
$
20,697,198
N/A
N/A
$
217,315,593
$
7,600,000,000
N/A
N/A
1/ The purchase will be incrementally funded up to the investment amount.
2/ On 9/23/2010, Treasury provided additonal investment to this HFA and substituted its investment for an amended and restated Financial Instrument.
Page 53 of 57
FHA SHORT REFINANCE PROGRAM
Seller
Footnote
Date
1
9/3/2010
Name
Citigroup, Inc.
City
New York
State
Transaction
Type
NY
Purchase
Investment Description
Facility Purchase Agreement, dated as of September
3, 2010, between the U.S. Department of the Treasury
and Citibank, N.A
Investment Amount
$
8,117,000,000
TOTAL
$
8,117,000,000
Pricing Mechanism
N/A
1/ On September 3, 2010, the U.S. Department of the Treasury and Citibank, N.A. entered into a facility purchase agreement (the 'L/C Facility Agreement"), which allows Treasury to demand from Citigroup the issuance of an
up to $8 billion, 10-year letter of credit (the "L/C"). Treasury will increase availability under the L/C incrementally in proportion to the dollar value of mortgages refinanced under the FHA Short Refinance program from time to
time during the first 2.5 years. At that time, the amount of the L/C will be capped at the then-current level. Under the terms of the L/C Facility Agreement, Treasury will incur fees for the availability and usage of the L/C up to a
maximum amount of $117 million.
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U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Projected Costs and Liabilities [Section 105(a)(3)(E)]
For Period Ending October 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 October 31, 2010
Type of Expense
Compensation for financial agents
and legal firms
Amount
$318,452,628
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Description of Vehicles Established [Section 105(a)(3)(H)]
For Period Ending October 31, 2010
Date
Vehicle
None
Description
@FedFRASER