10-Q
Table of Contents

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-Q

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended June 30, 2013

or

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the transition period from                                        to

Commission File Number: 001-34139

 

 

Federal Home Loan Mortgage Corporation

(Exact name of registrant as specified in its charter)

Freddie Mac

 

Federally chartered corporation   8200 Jones Branch Drive   52-0904874   (703) 903-2000
(State or other jurisdiction of   McLean, Virginia 22102-3110   (I.R.S. Employer   (Registrant’s telephone number,
incorporation or organization)   (Address of principal executive   Identification No.)   including area code)
  offices, including zip code)    

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.    x Yes    ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    x Yes    ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

  Large accelerated filer  ¨     Accelerated filer  x
  Non-accelerated filer (Do not check if a smaller reporting company)  ¨   Smaller reporting company  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

As of July 24, 2013, there were 650,039,533 shares of the registrant’s common stock outstanding.

 

 

 


Table of Contents

TABLE OF CONTENTS

 

     Page   

PART I — FINANCIAL INFORMATION

  

Item 1.         Financial Statements

     104   

Item 2.          Management’s Discussion and Analysis of Financial Condition and Results of Operations

     1   

Executive Summary

     1   

Selected Financial Data

     13   

Consolidated Results of Operations

     14   

Consolidated Balance Sheets Analysis

     34   

Risk Management

     51   

Liquidity and Capital Resources

     88   

Fair Value Balance Sheets and Analysis

     92   

Off-Balance Sheet Arrangements

     95   

Critical Accounting Policies and Estimates

     95   

Forward-Looking Statements

     96   

Risk Management and Disclosure Commitments

     98   

Legislative and Regulatory Matters

     98   

Item 3.          Quantitative and Qualitative Disclosures About Market Risk

     100   

Item 4.         Controls and Procedures

     102   

PART II — OTHER INFORMATION

  

Item 1.         Legal Proceedings

     185   

Item 1A.      Risk Factors

     185   

Item 2.          Unregistered Sales of Equity Securities and Use of Proceeds

     185   

Item 6.         Exhibits

     186   

SIGNATURES

     187   

GLOSSARY

     188   

EXHIBIT INDEX

     E-1   

 

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MD&A TABLE REFERENCE

 

Table

    

Description

   Page  
        Selected Financial Data      13  
  1       Total Single-Family Loan Workout Volumes      3  
  2       Single-Family Credit Guarantee Portfolio Summary      5  
  3       Credit Statistics, Single-Family Credit Guarantee Portfolio      7  
  4       Mortgage-Related Investments Portfolio      12  
  5       Summary Consolidated Statements of Comprehensive Income      14  
  6       Net Interest Income/Yield and Average Balance Analysis      15  
  7       Derivative Gains (Losses)      18  
  8       Other Income (Loss)      19  
  9       Non-Interest Expense      20  
  10       REO Operations (Income) Expense, REO Inventory, and REO Dispositions      21  
  11       Composition of Segment Mortgage Portfolios and Credit Risk Portfolios      23  
  12       Segment Earnings and Key Metrics — Investments      24  
  13       Segment Earnings and Key Metrics — Single-Family Guarantee      27  
  14       Segment Earnings Composition — Single-Family Guarantee Segment      28  
  15       Segment Earnings and Key Metrics — Multifamily      32  
  16       Investments in Securities      35  
  17       Characteristics of Mortgage-Related Securities on Our Consolidated Balance Sheets      36  
  18       Additional Characteristics of Mortgage-Related Securities on Our Consolidated Balance Sheets      37  
  19       Mortgage-Related Securities Purchase Activity      38  
  20       Non-Agency Mortgage-Related Securities Backed by Subprime First Lien, Option ARM, and Alt-A Loans and Certain Related Credit Statistics      39  
  21       Non-Agency Mortgage-Related Securities Backed by Subprime, Option ARM, Alt-A and Other Loans      40  
  22       Net Impairment of Available-For-Sale Mortgage-Related Securities Recognized in Earnings      41  
  23       Ratings of Non-Agency Mortgage-Related Securities Backed by Subprime, Option ARM, Alt-A and Other Loans, and CMBS      43  
  24       Mortgage Loan Purchases and Other Guarantee Commitment Issuances      45  
  25       Derivative Fair Values and Maturities      46  
  26       Changes in Derivative Fair Values      47  
  27       Freddie Mac Mortgage-Related Securities      49  
  28       Issuances and Extinguishments of Debt Securities of Consolidated Trusts      50  
  29       Changes in Total Equity (Deficit)      51  
  30       Single-Family Credit Guarantee Portfolio Data by Year of Origination      52  
  31       Characteristics of Purchases for the Single-Family Credit Guarantee Portfolio      54  
  32       Characteristics of the Single-Family Credit Guarantee Portfolio      55  
  33       Certain Higher-Risk Categories in the Single-Family Credit Guarantee Portfolio      59  
  34       Step-Rate Modified Loans      61  
  35       Single-Family Relief Refinance Loans      63  
  36       Single-Family Loan Workouts, Serious Delinquency, and Foreclosures Volumes      64  
  37       Quarterly Percentages of Modified Single-Family Loans — Current and Performing      65  
  38       Single-Family Serious Delinquency Statistics      66  
  39       Credit Concentrations in the Single-Family Credit Guarantee Portfolio      68  
  40       Single-Family Credit Guarantee Portfolio by Attribute Combinations      69  
  41       Single-Family Credit Guarantee Portfolio Foreclosure and Short Sale Rates      71  
  42       Multifamily Mortgage Portfolio — by Attribute      72  
  43       Non-Performing Assets      74  
  44       REO Activity by Region      75  
  45       Single-Family REO Property Status      76  
  46       Credit Loss Performance      77  
  47       Single-Family Impaired Loans with Specific Reserve Recorded      79  
  48       Single-Family Credit Loss Sensitivity      79  
  49       Repurchase Request Activity and Counterparty Balances      80  
  50       Mortgage Insurance by Counterparty      83  
  51       Bond Insurance by Counterparty      84  
  52       Derivative Counterparty Credit Exposure      86  
  53       Other Debt Security Issuances by Product, at Par Value      89  
  54       Other Debt Security Repurchases and Calls      89  
  55       Freddie Mac Credit Ratings      90  
  56       Consolidated Fair Value Balance Sheets      94  
  57       Summary of Change in the Fair Value of Net Assets      94  
  58       PMVS and Duration Gap Results      102  
  59       Derivative Impact on PMVS-L (50 bps)      102  

 

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FINANCIAL STATEMENTS

 

     Page  

Consolidated Statements of Comprehensive Income

     105   

Consolidated Balance Sheets

     106   

Consolidated Statements of Equity (Deficit)

     107   

Consolidated Statements of Cash Flows

     108   

Note 1: Summary of Significant Accounting Policies

     109   

Note 2: Conservatorship and Related Matters

     110   

Note 3: Variable Interest Entities

     112   

Note 4: Mortgage Loans and Loan Loss Reserves

     115   

Note 5: Individually Impaired and Non-Performing Loans

     120   

Note 6: Real Estate Owned

     126   

Note 7: Investments in Securities

     127   

Note 8: Debt Securities and Subordinated Borrowings

     132   

Note 9: Derivatives

     134   

Note 10: Collateral and Offsetting of Assets and Liabilities

     137   

Note 11: Stockholders’ Equity (Deficit)

     140   

Note 12: Income Taxes

     142   

Note 13: Segment Reporting

     143   

Note 14: Financial Guarantees

     149   

Note 15: Concentration of Credit and Other Risks

     150   

Note 16: Fair Value Disclosures

     155   

Note 17: Legal Contingencies

     178   

Note 18: Regulatory Capital

     182   

Note 19: Selected Financial Statement Line Items

     183   

 

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PART I — FINANCIAL INFORMATION

We continue to operate under the conservatorship that commenced on September 6, 2008, under the direction of FHFA as our Conservator. The Conservator succeeded to all rights, titles, powers and privileges of Freddie Mac, and of any shareholder, officer or director thereof, with respect to the company and its assets. The Conservator has delegated certain authority to our Board of Directors to oversee, and management to conduct, day-to-day operations. The directors serve on behalf of, and exercise authority as directed by, the Conservator. See “BUSINESS Conservatorship and Related Matters” in our Annual Report on Form 10-K for the year ended December 31, 2012, or 2012 Annual Report, for information on the terms of the conservatorship, the powers of the Conservator, and related matters, including the terms of our Purchase Agreement with Treasury.

This Quarterly Report on Form 10-Q includes forward-looking statements that are based on current expectations and are subject to significant risks and uncertainties. These forward-looking statements are made as of the date of this Form 10-Q and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date of this Form 10-Q. Actual results might differ significantly from those described in or implied by such statements due to various factors and uncertainties, including those described in: (a) the “FORWARD-LOOKING STATEMENTS” sections of this Form 10-Q, our 2012 Annual Report, and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013; and (b) the “RISK FACTORS” and “BUSINESS” sections of our 2012 Annual Report.

Throughout this Form 10-Q, we use certain acronyms and terms that are defined in the “GLOSSARY.”

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

You should read this MD&A in conjunction with our consolidated financial statements and related notes for the three and six months ended June 30, 2013 included in “FINANCIAL STATEMENTS” and our 2012 Annual Report.

EXECUTIVE SUMMARY

Overview

Freddie Mac is a GSE chartered by Congress in 1970 with a public mission to provide liquidity, stability, and affordability to the U.S. housing market. We have maintained a consistent market presence since our inception, providing mortgage liquidity in a wide range of economic environments. We are working to support the recovery of the housing market and the nation’s economy by providing essential liquidity to the mortgage market and helping to stem the rate of foreclosures. We believe our actions are helping communities across the country by providing America’s families with access to mortgage funding at low rates while helping distressed borrowers keep their homes and avoid foreclosure, where feasible.

Summary of Financial Results

During the second quarter of 2013, we continued to observe improvement in the housing market, which contributed positively to our financial results. Our comprehensive income for the second quarter of 2013 was $4.4 billion, consisting of $5.0 billion of net income and $(631) million of other comprehensive loss. By comparison, our comprehensive income for the second quarter of 2012 was $2.9 billion, consisting of $3.0 billion of net income and $(128) million of other comprehensive loss.

Our total equity was $7.4 billion at June 30, 2013, reflecting our total equity balance of $10.0 billion at March 31, 2013, comprehensive income of $4.4 billion for the second quarter of 2013, and a $7.0 billion dividend payment on the senior preferred stock in June 2013 based on our Net Worth Amount at March 31, 2013. As a result of our positive net worth at June 30, 2013, no draw is being requested from Treasury under the Purchase Agreement for the second quarter of 2013. Based on our Net Worth Amount at June 30, 2013, our dividend obligation to Treasury in September 2013 will be $4.4 billion.

Our Primary Business Objectives

We are focused on the following primary business objectives: (a) providing credit availability for mortgages and maintaining foreclosure prevention activities; (b) minimizing our credit losses; (c) developing mortgage market

 

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enhancements in support of a new infrastructure for the secondary mortgage market; (d) maintaining sound credit quality on the loans we purchase or guarantee; (e) contracting the dominant presence of the GSEs in the marketplace; and (f) strengthening our infrastructure and improving overall efficiency.

Our business objectives reflect direction we have received from the Conservator, including the 2013 Conservatorship Scorecard. The 2013 Conservatorship Scorecard details specific priorities for Freddie Mac and Fannie Mae in 2013 that build upon the three strategic goals announced in FHFA’s Strategic Plan for Freddie Mac and Fannie Mae: (a) build a new infrastructure for the secondary mortgage market; (b) gradually contract Freddie Mac and Fannie Mae’s dominant presence in the marketplace while simplifying and shrinking their operations; and (c) maintain foreclosure prevention activities and credit availability for new and refinanced mortgages. We continue to align our resources and internal business plans to meet the goals and objectives provided to us by FHFA. For information on the 2013 Conservatorship Scorecard and the Strategic Plan, see our current report on Form 8-K dated March 8, 2013 and “BUSINESS — Regulation and Supervision — Legislative and Regulatory Developments — FHFA’s Strategic Plan for Freddie Mac and Fannie Mae Conservatorships” in our 2012 Annual Report.

Providing Credit Availability for Mortgages and Maintaining Foreclosure Prevention Activities

Our consistent market presence provides lenders with a constant source of liquidity for conforming mortgage products even when other sources of capital have withdrawn. We believe this liquidity provides our customers with confidence to continue lending in difficult environments. We estimate that we, Fannie Mae, and Ginnie Mae collectively guaranteed more than 90% of the single-family conforming mortgages originated during the first half of 2013. We also enable mortgage originators to offer homebuyers and homeowners lower mortgage rates on conforming loan products, in part because of the value investors place on GSE-guaranteed mortgage-related securities. We estimate that borrowers were paying an average of 18 basis points less on 30-year, fixed-rate conforming loans than on non-conforming loans in June 2013. These estimates are based on data provided by HSH Associates, a third-party provider of mortgage market data.

During the three and six months ended June 30, 2013, we purchased or issued other guarantee commitments for $129.9 billion and $261.7 billion in UPB of single-family conforming mortgage loans, representing approximately 646,000 and 1,281,000 homes, respectively.

We are focused on reducing the number of foreclosures and helping to keep families in their homes. Since 2009, we have helped approximately 872,000 borrowers experiencing hardship complete a loan workout. Our relief refinance initiative, including HARP (which is the portion of our relief refinance initiative for loans with LTV ratios above 80%), is a significant part of our effort to keep families in their homes. We purchased $41.8 billion and $40.5 billion in UPB of HARP loans in the first half of 2013 and 2012, respectively. We have purchased HARP loans provided to more than 1.1 million borrowers since the initiative began in 2009, including approximately 223,000 borrowers during the first half of 2013.

Under our loan workout programs, our servicers contact borrowers experiencing hardship with a goal of helping them stay in their homes or avoid foreclosure. Our servicers seek and also facilitate the completion of foreclosure alternatives when a home retention solution is not possible. In March 2013, as part of the servicing alignment initiative, we announced a new streamlined modification initiative, which provides an additional modification opportunity to certain borrowers who are at least 90 (but not more than 720) days delinquent. This initiative was implemented in July 2013 (with earlier adoption permitted). See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-Family Mortgage Credit Risk” for more information about loss mitigation activities and our efforts to provide credit availability, including through our loan modification initiatives, and our relief refinance mortgage initiative, which includes HARP.

Short sale activity as a percentage of the combined total of short sales and foreclosure transfers increased from 31% in the first half of 2012 to 42% in the first half of 2013. Our short sale activity has remained high compared to historical levels while the volume of foreclosures has declined in recent quarters. Due to changes in our short sale process that we made in the second half of 2012, we believe our short sale activity will continue to remain high for the remainder of 2013.

The table below presents our single-family loan workout activities for the last five quarters.

 

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Table 1 — Total Single-Family Loan Workout Volumes(1)

 

     For the Three Months Ended  
     06/30/2013      03/31/2013      12/31/2012      09/30/2012      06/30/2012  
     (number of loans)  

Loan modifications(2)

     19,277        20,613        19,898        20,864        15,142  

Repayment plans

     7,268        7,644        6,964        7,099        8,712  

Forbearance agreements(3)

     3,198        3,104        2,442        2,190        4,738  

Short sales and deed in lieu of foreclosure transactions

     11,727        14,157        13,849        14,383        12,531  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family loan workouts

     41,470        45,518        43,153        44,536        41,123  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Based on actions completed with borrowers for loans within our single-family credit guarantee portfolio. Excludes those modification, repayment, and forbearance activities for which the borrower has started the required process, but the actions have not been made permanent or effective, such as loans in modification trial periods. Also excludes certain loan workouts where our single-family seller/servicers have executed agreements in the current or prior periods, but these have not been incorporated into certain of our operational systems due to delays in processing. These categories are not mutually exclusive and a loan in one category may also be included within another category in the same period.
(2) As of June 30, 2013, approximately 22,000 borrowers were in modification trial periods, including approximately 15,000 borrowers in trial periods for our non-HAMP standard modification.
(3) Excludes loans with long-term forbearance under a completed loan modification. Many borrowers enter into a short-term forbearance agreement before another loan workout is pursued or completed. We only report forbearance activity for a single loan once during each quarterly period; however, a single loan may be included under separate forbearance agreements in separate periods.

Minimizing Our Credit Losses

To help minimize the credit losses related to our guarantee activities, we are focused on:

 

   

pursuing a variety of loan workouts, including foreclosure alternatives, in an effort to reduce the severity of losses we experience over time;

 

   

managing foreclosure timelines to the extent possible, given the lengthy foreclosure process in many states;

 

   

managing our inventory of foreclosed properties to reduce costs and maximize proceeds; and

 

   

pursuing contractual remedies against originators, lenders, servicers, and insurers, as appropriate.

We establish guidelines for our servicers to follow and provide them default management tools to use, in part, in determining which type of loan workout to pursue with borrowers that would be expected to provide us with the opportunity to minimize our exposure to credit losses. Our servicers pursue repayment plans and loan modifications for borrowers facing financial or other hardships because the level of recovery (if a loan reperforms) may often be much higher than would be the case with foreclosure or foreclosure alternatives. In cases where repayment plans and loan modifications are not possible or successful, a short sale transaction typically provides us with a comparable or higher level of recovery than what we would receive through foreclosure and subsequent property sale from our REO inventory. In large part, the benefit of a short sale arises from the avoidance of costs we would otherwise incur to complete the foreclosure and dispose of the property, including maintenance and other property expenses associated with holding REO property.

We continue to face challenges with respect to the performance of certain of our seller/servicers in managing our seriously delinquent loans. As part of our efforts to address this issue and mitigate our credit losses, we have been facilitating the transfer of servicing from certain underperforming servicers to other servicers that specialize in workouts of problem loans.

We have contractual arrangements with our seller/servicers under which they agree to sell us mortgage loans, and represent and warrant that those loans meet specified eligibility and underwriting standards. In addition, our servicers represent and warrant to us that those loans will be serviced in accordance with our servicing contract. If we subsequently discover that the representations and warranties were breached (i.e., contractual standards were not followed), we can exercise certain contractual remedies, including requesting repurchase, to mitigate our actual or potential credit losses. As of June 30, 2013 and December 31, 2012, the UPB of loans subject to repurchase requests issued to our single-family seller/servicers was approximately $3.2 billion and $3.0 billion, respectively (these figures include repurchase requests for which appeals were pending). During the first half of 2013, we began an initiative designed to assist our seller/servicers improve their underwriting process for loans that they sell to us by increasing conformity to certain of our underwriting standards. This new initiative will provide a new automated tool for use by seller/servicers in evaluating the underwriting of loans with real-time feedback on identification of non-compliance issues.

Historically, we have used a process of reviewing a sample of the loans we purchase to validate compliance with our underwriting standards. In addition, as part of our loss mitigation efforts, we review loans that become delinquent. FHFA set

 

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a goal for us (in the 2013 Conservatorship Scorecard) to complete our demands for remedies for breaches of representations and warranties related to pre-conservatorship loan activity. As a result, our repurchase request volumes with our seller/servicers may increase in future periods.

Our credit loss exposure is also partially mitigated by mortgage insurance, which is a form of credit enhancement. Primary mortgage insurance is generally required to be purchased, typically at the borrower’s expense, for certain mortgages with higher LTV ratios. Although we received payments under primary and other mortgage insurance of $0.9 billion and $1.0 billion in the first half of 2013 and 2012, respectively, which helped to mitigate our credit losses, many of our mortgage insurers remain financially weak. As a result, we expect to receive substantially less than full payment of our claims from three of our mortgage insurance counterparties that are currently partially paying claims under orders of their state regulators. See “RISK MANAGEMENT — Credit Risk — Institutional Credit RiskMortgage Insurers” for information on these counterparties. See “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES — Table 4.5 — Recourse and Other Forms of Credit Protection” for more information about credit enhancements of our single-family credit guarantee portfolio.

Developing Mortgage Market Enhancements in Support of a New Infrastructure for the Secondary Mortgage Market

We continue efforts that we believe will create value for the industry by building the infrastructure for a future housing finance system. In this regard, the 2013 Conservatorship Scorecard established the following goals for 2013:

 

   

Common Securitization Platform: Continue the foundational development of the common securitization platform that can be used in a future secondary mortgage market, including by establishing initial ownership and governance for a new business entity that will undertake the effort of building and operating this platform.

 

   

Contractual and Disclosure Framework: Continue the development of the contractual and disclosure framework to meet the requirements for investors in mortgage securities and credit risk, including by identifying and developing standards in mortgage-related data, disclosure of mortgage security information, and seller/servicer contracts.

 

   

Uniform Mortgage Data Program: Continue the development of various data standards for the mortgage industry, including completing the identification and development of data standards for Uniform Mortgage Servicing Data.

Maintaining Sound Credit Quality on the Loans We Purchase or Guarantee

We continue to focus on maintaining credit policies, including our underwriting standards, that allow us to purchase and guarantee loans made to qualified borrowers that we believe will provide management and guarantee fee income (excluding the amounts associated with the Temporary Payroll Tax Cut Continuation Act of 2011), over the long-term, that exceeds our expected credit-related and administrative expenses on such loans.

The credit quality of the single-family loans we acquired beginning in 2009 (excluding HARP and other relief refinance mortgages) is significantly better than that of loans we acquired from 2005 to 2008, as measured by original LTV ratios, FICO scores, and the proportion of loans underwritten with fully documented income. The improvement in credit quality of loans we have purchased since 2008 (excluding HARP and other relief refinance mortgages) is primarily the result of: (a) changes in our credit policies, including changes in our underwriting standards; (b) fewer purchases of loans with higher risk characteristics; and (c) changes in mortgage insurers’ and lenders’ underwriting practices.

Underwriting procedures for relief refinance mortgages are limited in many cases, and such procedures generally do not include all of the changes in underwriting standards we have implemented since 2008. As a result, relief refinance mortgages generally reflect many of the credit risk attributes of the original loans. However, our relief refinance mortgage initiative may help reduce our exposure to credit risk in cases where the borrowers’ payments under their mortgages are reduced, thereby strengthening the borrowers’ potential to make their mortgage payments.

Mortgages originated after 2008, including HARP and other relief refinance mortgages, represented 70% and 63% of the UPB of our single-family credit guarantee portfolio as of June 30, 2013 and December 31, 2012, respectively, while the single-family loans originated from 2005 through 2008 represented 19% and 24% of this portfolio at these dates, respectively. Relief refinance mortgages of all LTV ratios comprised approximately 20% and 18% of the UPB in our total single-family credit guarantee portfolio at June 30, 2013 and December 31, 2012, respectively. HARP loans represented 12% and 11% of the UPB of our single-family credit guarantee portfolio as of June 30, 2013 and December 31, 2012, respectively.

Approximately 97% and 95% of the single-family mortgages we purchased in the first half of 2013 and 2012, respectively, were fixed-rate, first lien amortizing mortgages, based on UPB. Approximately 81% and 84% of the single-family mortgages we purchased in the first half of 2013 and 2012, respectively, were refinance mortgages based on UPB.

 

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HARP loans comprised approximately 16% and 21% of our single-family purchase volume in the first half of 2013 and 2012, respectively, based on UPB.

Due to our participation in HARP, we purchase a significant number of loans that have original LTV ratios over 100%. The proportion of HARP loans we purchased with LTV ratios over 100% was 9% and 11% of our single-family mortgage purchases in the first half of 2013 and 2012, respectively. Over time, HARP loans may not perform as well as other refinance mortgages because the continued high LTV ratios and reduced underwriting standards of these loans increase the probability of default. In addition, HARP loans may not be covered by mortgage insurance for the full excess of their UPB over 80%. However, relief refinance mortgages (including HARP loans) generally have performed better than loans with similar characteristics remaining in our single-family credit guarantee portfolio that were originated prior to 2009.

The table below presents the composition and certain other information about loans in our single-family credit guarantee portfolio, by year of origination at June 30, 2013 and December 31, 2012, and for the first half of 2013 and the year ended December 31, 2012.

Table 2 — Single-Family Credit Guarantee Portfolio Summary(1)

 

     At June 30, 2013     Six Months Ended
June 30, 2013
 
     Percent of
Portfolio
    Average
Credit
Score(2)
     Current
LTV  Ratio(3)
    Current
LTV  Ratio
>100%(3)(4)
    Serious
Delinquency
Rate(5)
    Percent of
Credit  Losses(6)
 

Loans originated — 2009 to 2013:

             

Relief refinance loans:

             

HARP loans

     12     733        101     41     0.90     4.1

Other relief refinance loans

     8       745        57             0.32       0.4  

All other loans

     50       757        65       1       0.25       1.8  
  

 

 

            

 

 

 

Subtotal — 2009 to 2013 originations

     70       752        70       8       0.37       6.3  
  

 

 

            

 

 

 

Loans originated — 2005 to 2008

     19       705        92       35       9.39       84.1  

Loans originated — 2004 and prior

     11       712        53       4       3.26       9.6  
  

 

 

            

 

 

 

Total

     100     739        73       13       2.79       100.0
  

 

 

            

 

 

 
     At December 31, 2012     Year Ended
December 31, 2012
 
     Percent of
Portfolio
    Average
Credit
Score(2)
     Current
LTV  Ratio(3)
    Current
LTV  Ratio
>100%(3)(4)
    Serious
Delinquency
Rate(5)
    Percent of
Credit Losses(6)
 

Loans originated — 2009 to 2012:

             

Relief refinance loans:

             

HARP loans

     11     735        100     40     0.98     2.0

Other relief refinance loans

     7       749        58              0.32       0.2  

All other loans

     45       757        66       <1        0.27       1.4  
  

 

 

            

 

 

 

Subtotal — 2009 to 2012 originations

     63       753        71       7       0.39       3.6  
  

 

 

            

 

 

 

Loans originated — 2005 to 2008

     24       708        98       42       9.56       87.3  

Loans originated — 2004 and prior

     13       715        56       6       3.20       9.1  
  

 

 

            

 

 

 

Total

     100     737        75       15       3.25       100.0
  

 

 

            

 

 

 

 

 

(1) Based on the loans remaining in the portfolio at June 30, 2013 and December 31, 2012, which totaled $1.6 trillion in UPB at both dates, rather than all loans originally guaranteed by us and originated in the respective year. Includes loans acquired under our relief refinance initiative, which began in 2009. For credit scores, LTV ratios, serious delinquency rates, and other information about the loans in our single-family credit guarantee portfolio, see “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-Family Mortgage Credit Risk.”
(2) Credit score data is based on FICO scores, which are ranked on a scale of approximately 300 to 850 points. Although we obtain updated credit information on certain borrowers after the origination of a mortgage, such as those borrowers seeking a modification, the scores presented in this table represent the credit score of the borrower at the time of loan origination and may not be indicative of the borrowers’ current creditworthiness.
(3) We estimate current market values by adjusting the value of the property at origination based on changes in the market value of homes in the same geographical area since origination. See endnote (3) to “Table 32 — Characteristics of the Single-Family Credit Guarantee Portfolio” for information on our calculation of current LTV ratios.
(4) Calculated as a percentage of the aggregate UPB of loans with LTV ratios greater than 100% in relation to the total UPB of loans in the category.
(5) See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-family Mortgage Credit Risk — Delinquencies” for further information about our reported serious delinquency rates.
(6) Historical credit losses for each origination year may not be representative of future results.

 

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Contracting the Dominant Presence of the GSEs in the Marketplace

We continue to take steps toward the goal of gradually contracting our presence in the marketplace. For example, the 2013 Conservatorship Scorecard established the following goals for 2013 (with credit for partial completion allowed):

 

   

Single-family: Demonstrate the viability of multiple types of risk transfer transactions involving single-family mortgages with at least $30 billion in aggregate UPB, subject to certain limitations. These transactions are intended to shift mortgage credit risk from us to private capital investors. In July 2013, we executed one transaction representing $22.5 billion of UPB, of which a majority is designed to qualify toward this goal;

 

   

Multifamily: Reduce the UPB amount of new multifamily business activity (purchases of loans and issuances of other guarantee commitments) relative to 2012 by at least 10% by tightening underwriting, adjusting pricing, and limiting product offerings, while not increasing the proportion of retained risk. While multifamily business activity was strong during the first half of 2013, we have taken measures that are intended to reduce our new business activities during the remainder of the year; and

 

   

Mortgage-related investments portfolio: Reduce the December 31, 2012 mortgage-related investments portfolio balance by selling 5%, or $15.7 billion in UPB, of mortgage-related assets (exclusive of agency securities, multifamily loans classified as held-for-sale, and single-family loans purchased for cash). Through June 30, 2013, we have sold $3.3 billion in UPB of assets that are intended to qualify toward this goal.

The 2013 Conservatorship Scorecard states that our transactions related to these goals should be economically sensible, operationally well-controlled, involve a meaningful transference of credit risk, and be transparent to the marketplace. Changes in market and regulatory conditions will be taken into consideration when evaluating our performance against these goals.

Strengthening Our Infrastructure and Improving Overall Efficiency

We continue to work both to enhance the quality of our infrastructure and to improve our efficiency to preserve the taxpayers’ investment. We are focusing our resources primarily on key projects, many of which are related to FHFA-mandated strategic initiatives (e.g., initiatives under the Conservatorship Scorecards) that will likely take several years to implement. We are also focused on making significant improvements to our systems infrastructure in order to: (a) replace legacy hardware or software systems at the end of their useful lives and to strengthen our disaster recovery capabilities; and (b) improve our data collection and administration capabilities as well as our ability to assist in the servicing of loans.

We continue to actively manage our administrative expenses. Our administrative expenses increased in the three and six months ended June 30, 2013 compared to the three and six months ended June 30, 2012, primarily due to an increase in professional services expense related to legal expenses, initiatives we are implementing under the Conservatorship Scorecards, and other FHFA-mandated strategic initiatives. We believe the various FHFA-mandated strategic initiatives we are pursuing may continue to require significant resources and thus continue to affect our level of administrative expenses.

Single-Family Credit Guarantee Portfolio

The table below provides certain credit statistics for our single-family credit guarantee portfolio.

 

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Table 3 — Credit Statistics, Single-Family Credit Guarantee Portfolio

 

     As of  
     6/30/2013     3/31/2013     12/31/2012     9/30/2012     6/30/2012  

Payment status —

          

One month past due

     1.80     1.70     1.85     2.02     1.79

Two months past due

     0.55     0.56     0.66     0.66     0.60

Seriously delinquent(1)

     2.79     3.03     3.25     3.37     3.45

Non-performing loans (in millions)(2)

   $ 123,681     $ 126,302     $ 128,599     $ 131,106     $ 118,463  

Single-family loan loss reserve (in millions)(3)

   $ 26,197     $ 28,299     $ 30,508     $ 33,298     $ 35,298  

REO inventory (in properties)

     44,623       47,968       49,071       50,913       53,271  

REO assets, net carrying value (in millions)

   $ 3,997     $ 4,246     $ 4,314     $ 4,459     $ 4,715  
     For the Three Months Ended  
     6/30/2013     3/31/2013     12/31/2012     9/30/2012     6/30/2012  
     (in units, unless noted)  

Seriously delinquent loan additions(1)

     57,024       65,281       72,626       76,104       75,904  

Loan workout volume(4)

     41,470       45,518       43,153       44,536       41,123  

REO acquisitions

     16,418       17,881       18,672       20,302       20,033  

REO disposition severity ratio:(5)

          

California

     26.0     31.4     34.4     37.7     41.6

Arizona

     28.3     31.8     35.9     36.3     40.4

Florida

     39.1     40.8     42.6     44.7     46.2

Nevada

     33.9     40.5     45.6     50.6     54.3

Illinois

     43.4     45.7     46.5     47.7     47.8

Total U.S

     31.2     34.4     35.2     36.2     37.9

Single-family provision (benefit) for credit losses (in millions)

   $ (518   $ (469   $ (658   $ 650     $ 177  

Single-family credit losses (in millions)

   $ 1,763     $ 2,063     $ 2,396     $ 2,936     $ 2,858  

 

 

(1) See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-Family Mortgage Credit Risk — Delinquencies” for further information about our reported serious delinquency rates.
(2) Consists of the UPB of loans in our single-family credit guarantee portfolio that have undergone a TDR or that are seriously delinquent. During the third quarter of 2012, we changed the treatment of single-family loans discharged in Chapter 7 bankruptcy to classify these loans as TDRs, regardless of the borrowers’ payment status. As a result, we newly classified approximately $19.5 billion in UPB of loans discharged in Chapter 7 bankruptcy as TDRs in the third quarter of 2012. As of June 30, 2013 and December 31, 2012, approximately $71.0 billion and $65.8 billion in UPB of TDR loans, respectively, were no longer seriously delinquent.
(3) Consists of the combination of: (a) our allowance for loan losses on mortgage loans held for investment; and (b) our reserve for guarantee losses associated with non-consolidated single-family mortgage securitization trusts and other guarantee commitments.
(4) See “Table 1 — Total Single-Family Loan Workout Volumes” for information about our problem loan workout activities.
(5) States presented represent the five states where our credit losses were greatest during the six months ended June 30, 2013. Calculated as the amount of our losses recorded on disposition of REO properties during the respective quarterly period, excluding those subject to repurchase requests made to our seller/servicers, divided by the aggregate UPB of the related loans. The amount of losses recognized on disposition of the properties is equal to the amount by which the UPB of the loans exceeds the amount of sales proceeds from disposition of the properties. Excludes sales commissions and other expenses, such as property maintenance and costs, as well as applicable recoveries from credit enhancements, such as mortgage insurance.

In discussing our credit performance, we often use the terms “credit losses” and “credit-related (benefit) expense”. These terms are significantly different. Our “credit losses” consist of charge-offs and REO operations expense, while our “credit-related (benefit) expense” consists of our provision (benefit) for credit losses and REO operations expense.

Since the beginning of 2008, on an aggregate basis, we have recorded provision for credit losses associated with single-family loans of approximately $74.2 billion, and have recorded an additional $3.8 billion in losses on loans purchased from PC trusts, net of recoveries. The majority of these losses are associated with loans originated in 2005 through 2008. While loans originated in 2005 through 2008 will give rise to additional credit losses that have not yet been incurred and, thus, have not yet been provisioned for, we believe that, as of June 30, 2013, we have reserved for or charged-off the majority of the total expected credit losses for these loans. Nevertheless, various factors, such as increases in unemployment rates or future declines in home prices, could require us to provide for losses on these loans beyond our current expectations.

Our loan loss reserves for single-family loans declined in each of the last six quarters, which in part reflects improvement in both borrower payment performance and lower severity ratios for both REO dispositions and short sale transactions due to the improvements in home prices in most areas during these periods. Our REO inventory also declined in each of the last six quarters primarily due to lower foreclosure activity as well as a significant number of borrowers completing short sales rather than foreclosures.

Our average REO disposition severity ratio improved to 31.2% for the second quarter of 2013 compared to 34.4% and 37.9% for the first quarter of 2013 and second quarter of 2012, respectively. We observed improvements in most areas during the first half of 2013, primarily due to increasing home prices. This ratio improved in each of the last six quarters, but remains high as compared to our experience in periods before 2008. Additionally, our REO disposition severity ratios have also been positively affected by changes made during 2012 to our process for determining the list price for our REO properties when we offer them for sale.

 

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The serious delinquency rate for our single-family credit guarantee portfolio was 2.79% at June 30, 2013, compared to 3.25% at December 31, 2012, and has improved in each of the last six quarters. Excluding relief refinance loans, the improvement in borrower payment performance during these periods reflects an improved credit profile of borrowers with loans originated since 2008. However, several factors, including the lengthening of the foreclosure process, have resulted in loans remaining in serious delinquency for longer periods than experienced prior to 2008, particularly in states that require a judicial foreclosure process. As of June 30, 2013 and December 31, 2012, the percentage of seriously delinquent loans that have been delinquent for more than six months was 74% and 72%, respectively, and most of these loans have been delinquent for more than one year. The longer a loan remains delinquent, the more challenging and costly it is to resolve.

Although the balance of our non-performing loans declined during the first half of 2013, it remained high at June 30, 2013, compared to periods prior to 2009.

The credit losses and loan loss reserves associated with our single-family credit guarantee portfolio remained elevated in the first half of 2013, due, in part, to:

 

   

Losses associated with the continued high volume of foreclosures and foreclosure alternatives. These actions relate to the continued efforts of our servicers to resolve our large inventory of seriously delinquent loans. Due to the length of time necessary for servicers either to complete the foreclosure process or pursue foreclosure alternatives on seriously delinquent loans in our portfolio, we expect our credit losses will continue to remain elevated even if the volume of new seriously delinquent loans continues to decline.

 

   

Continued negative effect of certain loan groups within the single-family credit guarantee portfolio, such as: (a) loans originated in 2005 through 2008; and (b) loans with higher-risk characteristics (such as those underwritten with certain lower documentation standards and interest-only loans), a significant portion of which were originated in 2005 through 2008. These groups continue to be large contributors to our credit losses.

 

   

Although we estimate national home prices increased 9% from June 2012 to June 2013, based on our own index, there has been a cumulative decline in national home prices of 16% since June 2006. As a result of this price decline, approximately 13% of loans in our single-family credit guarantee portfolio, based on UPB, had estimated current LTV ratios in excess of 100% (i.e., underwater loans) as of June 30, 2013.

 

   

Weak financial condition of many of our mortgage insurers, which has reduced our actual recoveries from these counterparties since several of them are deferring payments under regulatory orders.

Some of our loss mitigation activities create fluctuations in our delinquency statistics. See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-family Mortgage Credit Risk Credit Performance Delinquencies” for further information about factors affecting our reported delinquency rates.

Conservatorship and Government Support for Our Business

We continue to operate under the direction of FHFA, as our Conservator. We are also subject to certain constraints on our business activities imposed by Treasury due to the terms of, and Treasury’s rights under, the Purchase Agreement. We are dependent upon the continued support of Treasury and FHFA in order to continue operating our business. Our ability to access funds from Treasury under the Purchase Agreement is critical to keeping us solvent and avoiding the appointment of a receiver by FHFA under statutory mandatory receivership provisions. The conservatorship and related matters have had a wide-ranging impact on us, including our regulatory supervision, management, business, financial condition, and results of operations.

There is significant uncertainty as to whether or when we will emerge from conservatorship, as it has no specified termination date, and as to what changes may occur to our business structure during or following conservatorship, including whether we will continue to exist. We are not aware of any current plans of our Conservator to significantly change our business model or capital structure in the near-term. Our future structure and role will be determined by the Administration and Congress, and there are likely to be significant changes beyond the near-term. We have no ability to predict the outcome of these deliberations.

Under the Purchase Agreement, we are required to pay dividends to Treasury to the extent that our Net Worth Amount exceeds the permitted Capital Reserve Amount, established at $3 billion for 2013 and declining to zero in 2018. Accordingly, we do not have the ability over the long term to build and retain the capital generated by our business operations, or return capital to stockholders other than Treasury.

 

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We paid dividends of $7.0 billion in cash on the senior preferred stock during the three months ended June 30, 2013, based on our Net Worth Amount at March 31, 2013. Through June 30, 2013, we have paid aggregate cash dividends to Treasury of $36.6 billion, an amount equal to 51% of our aggregate draws received under the Purchase Agreement. Under the Purchase Agreement, the payment of dividends cannot be used to reduce prior draws from Treasury. Based on our Net Worth Amount at June 30, 2013, our dividend obligation to Treasury in September 2013 will be $4.4 billion.

The aggregate liquidation preference of the senior preferred stock was $72.3 billion at both June 30, 2013 and December 31, 2012. The remaining funding commitment from Treasury under the Purchase Agreement is $140.5 billion. This amount will be reduced by any future draws. Under the Purchase Agreement, our ability to repay the liquidation preference of the senior preferred stock is limited and we will not be able to do so for the foreseeable future, if at all. The aggregate liquidation preference of the senior preferred stock will increase further if we receive additional draws. For a discussion of factors that could result in additional draws, see “RISK FACTORS — Conservatorship and Related Matters — We may request additional draws under the Purchase Agreement in future periods” in our 2012 Annual Report.

For more information on the conservatorship and government support for our business, including the Purchase Agreement, see “BUSINESS — Conservatorship and Related Matters” and “— Treasury Agreements” in our 2012 Annual Report.

Consolidated Financial Results

Net income was $5.0 billion for the second quarter of 2013 compared to net income of $3.0 billion for the second quarter of 2012. Key highlights of our financial results include:

 

   

Net interest income for the second quarter of 2013 decreased to $4.1 billion from $4.4 billion for the second quarter of 2012, mainly due to the impact of a reduction in the balance of our higher-yielding mortgage-related assets, partially offset by the effect of a lower balance of loans on non-accrual status and lower funding costs.

 

   

Benefit (provision) for credit losses for the second quarter of 2013 was $623 million, compared to $(155) million for the second quarter of 2012. The shift from a provision for credit losses in the second quarter of 2012 to a benefit for credit losses in the second quarter of 2013 primarily reflects: (a) declines in the volume of newly delinquent loans (largely due to a decline in the portion of our single-family credit guarantee portfolio originated in 2005 through 2008); and (b) lower estimates of incurred loss due to the positive impact of an increase in national home prices.

 

   

Non-interest income (loss) was $678 million for the second quarter of 2013, compared to $(751) million for the second quarter of 2012. The improvement was largely driven by derivative gains during the second quarter of 2013 compared to derivative losses during the second quarter of 2012.

 

   

Non-interest expense decreased to $498 million for the second quarter of 2013, from $536 million for the second quarter of 2012, primarily due to an increase in REO operations income during the second quarter of 2013 compared to the second quarter of 2012.

 

   

Comprehensive income was $4.4 billion for the second quarter of 2013 compared to $2.9 billion for the second quarter of 2012. Comprehensive income for the second quarter of 2013 consisted of $5.0 billion of net income and $(631) million of other comprehensive loss, primarily due to net unrealized losses on our available-for-sale securities.

Mortgage Market and Economic Conditions

Overview

The U.S. real gross domestic product rose by 1.7% on an annualized basis during the second quarter of 2013, compared to 1.1% during the first quarter of 2013, according to the Bureau of Economic Analysis. The national unemployment rate was 7.6% in both June and March 2013, compared to 7.8% in December 2012, based on data from the U.S. Bureau of Labor Statistics. In the data underlying the unemployment rate, an average of approximately 202,000 monthly net new jobs were added to the economy during the six months ended June 30, 2013 compared with an average monthly gain of 195,000 during the six months ended December 31, 2012, which shows evidence of a slow, but steady positive trend for the economy and the labor market. Long-term interest rates, such as those of 30-year fixed-rate mortgages, generally increased during the second quarter of 2013. For example, based on our weekly Primary Mortgage Market Survey, the average rate on 30-year fixed-rate conforming mortgages with an average LTV ratio of 80% rose from 3.5% in March 2013 to 4.5% in June 2013.

 

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Single-Family Housing Market

The single-family housing market continued to show improvement in the second quarter of 2013 despite continued high unemployment rates in most areas of the U.S. and a significant inventory of seriously delinquent loans and REO properties in the market.

Based on data from the National Association of Realtors, sales of existing homes in the second quarter of 2013 averaged 5.06 million (at a seasonally adjusted annual rate), increasing 2.4% from 4.94 million homes in the first quarter of 2013. Based on data from the U.S. Census Bureau and HUD, new home sales in the second quarter of 2013 averaged approximately 470,000 (at a seasonally adjusted annual rate) increasing approximately 4.7% from approximately 449,000 in the first quarter of 2013. Home prices increased during the second quarter of 2013, with our nationwide index registering approximately a 5.2% increase from March 2013 through June 2013 without seasonal adjustment. From June 2012 through June 2013 our nationwide home price index increased approximately 9.3%. These estimates were based on our own price index of mortgage loans on one-family homes funded by us or Fannie Mae. Other indices of home prices may have different results, as they are determined using different pools of mortgage loans and calculated under different conventions than our own.

Multifamily Housing Market

The multifamily market has experienced very strong rent and vacancy trends over the last few years, but the pace has slowed in recent periods. The most recent preliminary data reported by Reis, Inc. indicated that, after three straight years of declines, the national apartment vacancy rate remained unchanged at 4.3% during the second quarter of 2013 when compared to the first quarter of 2013; this represents the lowest level since 2001. In addition, Reis, Inc. reported that effective rents grew by 0.7% during the second quarter of 2013, compared to 0.6% during the first quarter of 2013. According to the latest available information from Real Capital Analytics, Inc., national average apartment property values have risen more than 12% from March 2012 to March 2013 and are near the peak values experienced in the second quarter of 2007. As a result, the multifamily sector continued to experience strong investor interest and continued to outperform other commercial real estate sectors in the first half of 2013. Vacancy rates and effective rents are important to loan performance because multifamily loans are generally repaid from the cash flows generated by the underlying property and these factors significantly influence those cash flows. We expect multifamily market fundamentals (i.e., vacancy rates and effective rents) to remain at favorable levels for the remainder of 2013.

Mortgage Market and Business Outlook

Forward-looking statements involve known and unknown risks and uncertainties, some of which are beyond our control. These statements are not historical facts, but rather represent our expectations based on current information, plans, judgments, assumptions, estimates, and projections. Actual results may differ significantly from those described in or implied by such forward-looking statements due to various factors and uncertainties. For example, a number of factors could cause the actual performance of the housing and mortgage markets and the U.S. economy in the near term to be significantly worse than we expect, including adverse changes in national or international economic conditions and changes in the federal government’s fiscal or monetary policies. See “FORWARD-LOOKING STATEMENTS” for additional information.

Single-Family

We continue to expect key macroeconomic drivers of the economy, such as income growth, employment, and inflation, to affect the performance of the housing and mortgage markets in the remainder of 2013. Since we expect that moderate economic growth will continue and mortgage interest rates will remain relatively low in the remainder of 2013, compared to historical levels, we believe that housing affordability will remain high in the second half of 2013 for potential home buyers. We also expect that the volume of home sales will likely increase in 2013, compared to 2012 but still remain relatively low compared to historical levels. We expect to experience continued levels of refinancing activity in the near term, due to the impact of HARP, but the recent increases in mortgage rates may slow the levels of refinancing activity, potentially significantly, in the second half of 2013 which could, in turn, impact overall purchase volume. For information on the HARP initiative, see “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-Family Mortgage Credit Risk — Single-Family Loan Workouts and the MHA Program.”

Although national home prices have recorded gains for the last six quarters, home prices during the first half of 2013 remained significantly below their peak levels in many geographical areas. Declines in the market’s inventory of homes for sale have supported stabilization and increases in home prices in a number of metropolitan areas. We believe that home sales

 

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will have only modest growth in the second half of 2013. We also believe that home prices will not continue the same growth rate experienced in the first half of 2013, but will gradually moderate and will return towards growth rates that are consistent with long-term historical averages experienced prior to 2004.

Our charge-offs were elevated during the first half of 2013 compared to levels before 2009 and we expect they will continue to be elevated during the remainder of the year. This is in part due to the substantial number of underwater mortgage loans in our single-family credit guarantee portfolio. For the near term, we also expect:

 

   

REO disposition severity ratios and losses on short sale transactions to remain high. However, our recovery rates have been positively affected by recent improvements in home prices and home sales; and

 

   

the amount of non-performing assets and the volume of our loan workouts to remain high.

Our guarantee fee rate charged on new acquisitions increased in 2013 as a result of two across-the-board increases in guarantee fees in 2012. We expect to introduce further increases in our guarantee fees (consistent with directives from FHFA). As a result of the 2012 increases and expected future increases, the average management and guarantee fee rate we charge for loans in the second half of 2013 and thereafter will generally be higher than the average fee we charged for loans we purchased in previous years.

Multifamily

During the first half of 2013, we continued to serve as a constant and stable source of liquidity and to support the multifamily market and the nation’s renters, as evidenced by our $13.5 billion of multifamily new business activity (the combination of our loan purchases and issuances of other guarantee commitments), which provided financing for more than 750 properties amounting to nearly 185,000 apartment units. The majority of these apartments were affordable to low and moderate income families. We expect lower new business volume for the remainder of 2013, due to increased competition from other market participants and the effect of the steps we have taken during the first half of the year (such as increased pricing) towards meeting the 2013 Conservatorship Scorecard goal of reducing our new business volume by at least 10% as compared to 2012 levels.

New supply of multifamily housing has been relatively low following the recession of the late-2000s, but has been increasing in recent periods as market fundamentals have remained positive. Our expectation is that at the national level, new supply will not accelerate beyond sustainable levels over the near term because of constraints, such as rising construction costs and uncertainties in the capital markets. We expect that demand growth, driven by a strengthening economy and positive demographics, will generally be sufficient for the increased supply. However, there may be certain local markets where new supply could potentially outpace demand, which would be evidenced by excess supply and rising vacancy rates.

As a result of the positive market fundamentals and continuing strong portfolio performance, we expect our credit losses and delinquency rates to remain low in the remainder of 2013. Mortgage credit spreads have been volatile in recent months, which we believe has created some uncertainty regarding the future availability and cost of multifamily credit. Continued volatility in interest rates and credit spreads may reduce investor demand and cause declines in property values. However, we believe the long-term outlook for the multifamily market continues to be favorable.

Limits on Investment Activity and Our Mortgage-Related Investments Portfolio

The conservatorship has significantly affected our investment activity. FHFA has stated that we will not be a substantial buyer or seller of mortgages for our mortgage-related investments portfolio. Under the terms of the Purchase Agreement and FHFA regulation, the UPB of our mortgage-related investments portfolio is subject to a cap that decreases by 15% each year until the portfolio reaches $250 billion. As a result, the UPB of our mortgage-related investments portfolio may not exceed $553 billion as of December 31, 2013. FHFA has indicated that such portfolio reduction targets should be viewed as minimum reductions and has encouraged us to reduce the mortgage-related investments portfolio at a faster rate than required, while indicating that the pace of reducing the portfolio may be moderated by conditions in the housing and financial markets. This strategy is designed to reduce the portfolio and provide the best return to the taxpayer while minimizing market disruption.

In addition, the 2013 Conservatorship Scorecard includes a goal to reduce the December 31, 2012 mortgage-related investments portfolio balance by selling 5%, or $15.7 billion in UPB, of mortgage-related assets (exclusive of agency securities, multifamily loans classified as held-for-sale, and single-family loans purchased for cash). Through June 30, 2013, we have sold $3.3 billion of assets that are intended to qualify toward this goal.

 

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These mortgage-related investments portfolio reduction actions are expected to negatively impact our income from this portfolio for the next several years.

From time to time, we also may undertake actions in an effort to support the liquidity and the relative price performance of our PCs to comparable Fannie Mae securities through a variety of activities in our Investments and Single-family Guarantee segments. These activities can include the purchase and sale of Freddie Mac mortgage-related securities, purchases of loans, and dollar roll transactions, as well as the issuance of REMICs and Other Structured Securities. Our purchases and sales of mortgage-related securities and our issuances of REMICs and Other Structured Securities influence the relative supply and demand (i.e., liquidity) for these securities, helping to support the price performance of our PCs. Depending upon market conditions, including the relative prices, supply and demand for our PCs and comparable Fannie Mae securities, as well as other factors, there may be substantial variability in any period in the total amount of securities we purchase or sell, and in the success of our efforts to support the liquidity and price performance of our PCs. We incur costs in connection with our efforts to support the liquidity and price performance of our PCs, including engaging in transactions that yield less than our target rate of return. For more information, see “BUSINESS — Our Business Segments — Investments Segment — PC Support Activities” in our 2012 Annual Report.

The table below presents the UPB of our mortgage-related investments portfolio, for purposes of the limit imposed by the Purchase Agreement and FHFA regulation.

Table 4 — Mortgage-Related Investments Portfolio(1)

 

     June 30, 2013      December 31, 2012  
     (in millions)  

Investments segment — Mortgage investments portfolio

   $ 358,912      $ 375,924  

Single-family Guarantee segment — Single-family unsecuritized mortgage loans(2)

     45,519        53,333  

Multifamily segment — Mortgage investments portfolio

     116,788        128,287  
  

 

 

    

 

 

 

Total mortgage-related investments portfolio

   $ 521,219      $ 557,544  
  

 

 

    

 

 

 

 

 

(1) Based on UPB and excludes mortgage loans and mortgage-related securities traded, but not yet settled.
(2) Represents unsecuritized seriously delinquent single-family loans managed by the Single-family Guarantee segment.

The UPB of our mortgage-related investments portfolio at June 30, 2013 was $521.2 billion, a decline of $36.3 billion compared to $557.5 billion at December 31, 2012. The reduction in UPB resulted primarily from liquidations and is consistent with our efforts to reduce the size of our mortgage-related investments portfolio as described above. The mortgage-related investments portfolio is comprised of agency securities, single-family non-agency mortgage-related securities, CMBS, housing revenue bonds, and single-family and multifamily unsecuritized mortgage loans.

We consider the liquidity of the assets in our mortgage-related investments portfolio based on three categories: (a) agency securities; (b) assets that are less liquid than agency securities; and (c) illiquid assets. Assets that we consider to be less liquid than agency securities include unsecuritized performing single-family mortgage loans, multifamily mortgage loans, CMBS, and housing revenue bonds. Our less liquid assets collectively represented approximately 26% of the UPB of the portfolio at June 30, 2013, compared to 28% at December 31, 2012. Assets that we consider to be illiquid include unsecuritized seriously delinquent and modified single-family mortgage loans which we removed from PC trusts, and our investments in non-agency mortgage-related securities backed by subprime, option ARM, and Alt-A and other loans. Our illiquid assets collectively represented approximately 35% of the UPB of the portfolio at both June 30, 2013 and December 31, 2012.

Legislative and Regulatory Developments

Two bills were recently introduced in the Senate and the House of Representatives to restructure the mortgage finance system, both of which provide for the wind down of Freddie Mac and Fannie Mae. A third bill was introduced to amend the Purchase Agreement. We anticipate that other bills related to Freddie Mac, Fannie Mae and the future of the mortgage finance system will be introduced. We cannot predict whether any of such bills might be enacted. For more information, see “LEGISLATIVE AND REGULATORY MATTERS — Legislation Related to Freddie Mac and its Future Status.”

 

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SELECTED FINANCIAL DATA(1)

The selected financial data presented below should be reviewed in conjunction with MD&A and our consolidated financial statements and related notes.

 

     Three Months Ended
June  30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (dollars in millions, except share-related amounts)  

Statements of Comprehensive Income Data

        

Net interest income

   $ 4,144     $ 4,386     $ 8,409     $ 8,886  

Benefit (provision) for credit losses

     623       (155     1,126       (1,980

Non-interest income (loss)

     678       (751     1,080       (2,267

Non-interest expense

     (498     (536     (1,122     (1,132

Net income

     4,988       3,020       9,569       3,597  

Total comprehensive income

     4,357       2,892       11,328       4,681  

Net income (loss) attributable to common stockholders(2)

     631       1,212       (1,759     (15

Net income (loss) per common share — basic and diluted

     0.19       0.37       (0.54      

Cash dividends per common share

                        

Weighted average common shares outstanding (in thousands) —
basic and diluted(3)

     3,237,825       3,239,711       3,238,411       3,240,627  
                 June 30, 2013     December 31, 2012  
                 (dollars in millions)  

Balance Sheets Data

        

Mortgage loans held-for-investment, at amortized cost by consolidated trusts
(net of allowances for loan losses)

       $ 1,517,887     $ 1,495,932  

Total assets

         1,967,518       1,989,856  

Debt securities of consolidated trusts held by third parties

         1,424,732       1,419,524  

Other debt

         521,184       547,518  

All other liabilities

         14,245       13,987  

Total Freddie Mac stockholders’ equity (deficit)

         7,357       8,827  

Portfolio Balances(4)

        

Mortgage-related investments portfolio

       $ 521,219     $ 557,544  

Total Freddie Mac mortgage-related securities(5)

         1,582,526       1,562,040  

Total mortgage portfolio(6)

         1,945,245       1,956,276  

Non-performing assets(7)

         130,195       135,677  
     Three Months Ended
June  30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  

Ratios(8)

        

Return on average assets(9)

     1.0     0.6     1.0     0.3

Non-performing assets ratio(10)

     7.2       6.8       7.2       6.8  

Equity to assets ratio(11)

     0.4              0.4         

 

 

(1) See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report and within this Form 10-Q for information regarding our accounting policies and the impact of new accounting policies on our consolidated financial statements.
(2) For a discussion of how the senior preferred stock dividend affects net income (loss) attributable to common stockholders beginning in the fourth quarter of 2012, see “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Earnings Per Common Share” in our 2012 Annual Report.
(3) Includes the weighted average number of shares that are associated with the warrant for our common stock issued to Treasury as part of the Purchase Agreement, because it is unconditionally exercisable by the holder at a cost of $0.00001 per share.
(4) Represents the UPB and excludes mortgage loans and mortgage-related securities traded, but not yet settled.
(5) See ‘‘Table 27 — Freddie Mac Mortgage-Related Securities’’ for the composition of this line item.
(6) See ‘‘Table 11 — Composition of Segment Mortgage Portfolios and Credit Risk Portfolios’’ for the composition of our total mortgage portfolio.
(7) See ‘‘Table 43 — Non-Performing Assets’’ for a description of our non-performing assets.
(8) The dividend payout ratio on common stock is not presented because the amount of cash dividends per common share is zero for all periods presented. The return on common equity ratio is not presented because the simple average of the beginning and ending balances of total stockholders’ equity (deficit), net of preferred stock (at redemption value) is less than zero for all periods presented.
(9) Ratio computed as net income (loss) divided by the simple average of the beginning and ending balances of total assets.
(10) Ratio computed as non-performing assets divided by the ending UPB of our total mortgage portfolio, excluding non-Freddie Mac mortgage-related securities.
(11) Ratio computed as the simple average of the beginning and ending balances of total stockholders’ equity (deficit) divided by the simple average of the beginning and ending balances of total assets.

 

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CONSOLIDATED RESULTS OF OPERATIONS

The following discussion of our consolidated results of operations should be read in conjunction with our consolidated financial statements, including the accompanying notes. Also see “CRITICAL ACCOUNTING POLICIES AND ESTIMATES” for information concerning certain significant accounting policies and estimates applied in determining our reported results of operations.

Table 5 — Summary Consolidated Statements of Comprehensive Income

 

     Three Months Ended
June  30,
     Six Months Ended
June  30,
 
     2013      2012      2013      2012  
     (in millions)  

Net interest income

   $ 4,144      $ 4,386      $ 8,409      $ 8,886  

Benefit (provision) for credit losses

     623        (155      1,126        (1,980
  

 

 

    

 

 

    

 

 

    

 

 

 

Net interest income after benefit (provision) for credit losses

     4,767        4,231        9,535        6,906  
  

 

 

    

 

 

    

 

 

    

 

 

 

Non-interest income (loss):

           

Gains (losses) on extinguishment of debt securities of consolidated trusts

     28        (1      62        (5

Gains (losses) on retirement of other debt

     25        (45      (7      (66

Gains (losses) on debt recorded at fair value

     3        62        15        45  

Derivative gains (losses)

     1,362        (882      1,737        (1,938

Impairment of available-for-sale securities:

           

Total other-than-temporary impairment of available-for-sale securities

     (18      (135      (39      (610

Portion of other-than-temporary impairment recognized in AOCI

     (26      37        (48      (52
  

 

 

    

 

 

    

 

 

    

 

 

 

Net impairment of available-for-sale securities recognized in earnings

     (44      (98      (87      (662

Other gains (losses) on investment securities recognized in earnings

     (497      (356      (773      (644

Other income (loss)

     (199      569        133        1,003  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total non-interest income (loss)

     678        (751      1,080        (2,267
  

 

 

    

 

 

    

 

 

    

 

 

 

Non-interest expense:

           

Administrative expenses

     (444      (401      (876      (738

REO operations income (expense)

     110        30        104        (141

Other expenses

     (164      (165      (350      (253
  

 

 

    

 

 

    

 

 

    

 

 

 

Total non-interest expense

     (498      (536      (1,122      (1,132
  

 

 

    

 

 

    

 

 

    

 

 

 

Income before income tax benefit

     4,947        2,944        9,493        3,507  

Income tax benefit

     41        76        76        90  
  

 

 

    

 

 

    

 

 

    

 

 

 

Net income

     4,988        3,020        9,569        3,597  
  

 

 

    

 

 

    

 

 

    

 

 

 

Other comprehensive income (loss), net of taxes and reclassification adjustments:

           

Changes in unrealized gains (losses) related to available-for-sale securities

     (717      (238      1,563        909  

Changes in unrealized gains (losses) related to cash flow hedge relationships

     84        107        174        218  

Changes in defined benefit plans

     2        3        22        (43
  

 

 

    

 

 

    

 

 

    

 

 

 

Total other comprehensive income (loss), net of taxes and reclassification adjustments

     (631      (128      1,759        1,084  
  

 

 

    

 

 

    

 

 

    

 

 

 

Comprehensive income

   $ 4,357      $ 2,892      $ 11,328      $ 4,681  
  

 

 

    

 

 

    

 

 

    

 

 

 

Net Interest Income

The table below presents an analysis of net interest income, including average balances and related yields earned on assets and incurred on liabilities.

 

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Table 6 — Net Interest Income/Yield and Average Balance Analysis

 

     Three Months Ended June 30,  
     2013     2012  
     Average
Balance(1)(2)
    Interest
Income
(Expense)(1)
    Average
Rate
    Average
Balance(1)(2)
    Interest
Income
(Expense)(1)
    Average
Rate
 
     (dollars in millions)  

Interest-earning assets:

            

Cash and cash equivalents

   $ 29,467     $ 3       0.04   $ 32,039     $ 6       0.07

Federal funds sold and securities purchased under agreements to resell

     38,996       9       0.09       37,995       15       0.16  

Mortgage-related securities:

            

Mortgage-related securities(3)

     316,237       3,243       4.10       358,279       4,038       4.51  

Extinguishment of PCs held by Freddie Mac

     (123,582     (1,244     (4.02     (111,351     (1,275     (4.58
  

 

 

   

 

 

     

 

 

   

 

 

   

Total mortgage-related securities, net

     192,655       1,999       4.15       246,928       2,763       4.48  
  

 

 

   

 

 

     

 

 

   

 

 

   

Non-mortgage-related securities(3)

     26,319       20       0.29       24,779       14       0.22  

Mortgage loans held by consolidated trusts(4)

     1,507,578       14,097       3.74       1,538,134       16,806       4.37  

Unsecuritized mortgage loans(4)

     210,508       2,017       3.83       240,693       2,224       3.69  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total interest-earning assets

   $ 2,005,523     $ 18,145       3.62     $ 2,120,568     $ 21,828       4.12  
  

 

 

   

 

 

     

 

 

   

 

 

   

Interest-bearing liabilities:

            

Debt securities of consolidated trusts including PCs held by Freddie Mac

   $ 1,531,830     $ (12,953     (3.38   $ 1,560,470     $ (15,900     (4.08

Extinguishment of PCs held by Freddie Mac

     (123,582     1,244       4.02       (111,351     1,275       4.58  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total debt securities of consolidated trusts held by third parties

     1,408,248       (11,709     (3.33     1,449,119       (14,625     (4.04

Other debt:

            

Short-term debt

     129,920       (45     (0.14     128,860       (43     (0.13

Long-term debt(5)

     395,137       (2,125     (2.15     464,966       (2,617     (2.25
  

 

 

   

 

 

     

 

 

   

 

 

   

Total other debt

     525,057       (2,170     (1.65     593,826       (2,660     (1.79
  

 

 

   

 

 

     

 

 

   

 

 

   

Total interest-bearing liabilities

     1,933,305       (13,879     (2.87     2,042,945       (17,285     (3.38

Expense related to derivatives(6)

           (122     (0.02           (157     (0.03

Impact of net non-interest-bearing funding

     72,218             0.10       77,623             0.12  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total funding of interest-earning assets

   $ 2,005,523     $ (14,001     (2.79   $ 2,120,568     $ (17,442     (3.29
  

 

 

   

 

 

     

 

 

   

 

 

   

Net interest income/yield

     $ 4,144       0.83       $ 4,386       0.83  
    

 

 

       

 

 

   
     Six Months Ended June 30,  
     2013     2012  
     Average
Balance(1)(2)
    Interest
Income
(Expense)(1)
    Average
Rate
    Average
Balance(1)(2)
    Interest
Income
(Expense)(1)
    Average
Rate
 
     (dollars in millions)  

Interest-earning assets:

            

Cash and cash equivalents

   $ 32,451     $ 10       0.06   $ 41,535     $ 10       0.05

Federal funds sold and securities purchased under agreements to resell

     37,460       20       0.11       32,026       24       0.15  

Mortgage-related securities:

            

Mortgage-related securities (3)

     322,239       6,660       4.13       370,753       8,401       4.53  

Extinguishment of PCs held by Freddie Mac

     (122,931     (2,506     (4.08     (118,357     (2,716     (4.59
  

 

 

   

 

 

     

 

 

   

 

 

   

Total mortgage-related securities, net

     199,308       4,154       4.17       252,396       5,685       4.50  
  

 

 

   

 

 

     

 

 

   

 

 

   

Non-mortgage-related securities(3)

     20,650       22       0.21       26,621       30       0.23  

Mortgage loans held by consolidated trusts(4)

     1,501,390       28,601       3.81       1,548,978       34,274       4.43  

Unsecuritized mortgage loans (4)

     214,788       4,026       3.75       247,785       4,536       3.66  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total interest-earning assets

   $ 2,006,047     $ 36,833       3.67     $ 2,149,341     $ 44,559       4.15  
  

 

 

   

 

 

     

 

 

   

 

 

   

Interest-bearing liabilities:

            

Debt securities of consolidated trusts including PCs held by Freddie Mac

   $ 1,524,918     $ (26,245     (3.44   $ 1,570,609     $ (32,594     (4.15

Extinguishment of PCs held by Freddie Mac

     (122,931     2,506       4.08       (118,357     2,716       4.59  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total debt securities of consolidated trusts held by third parties

     1,401,987       (23,739     (3.39     1,452,252       (29,878     (4.11

Other debt:

            

Short-term debt

     124,805       (89     (0.14     138,995       (83     (0.12

Long-term debt(5)

     405,829       (4,343     (2.14     480,805       (5,393     (2.24
  

 

 

   

 

 

     

 

 

   

 

 

   

Total other debt

     530,634       (4,432     (1.67     619,800       (5,476     (1.77
  

 

 

   

 

 

     

 

 

   

 

 

   

Total interest-bearing liabilities

     1,932,621       (28,171     (2.91     2,072,052       (35,354     (3.41

Expense related to derivatives(6)

           (253     (0.03           (319     (0.03

Impact of net non-interest-bearing funding

     73,426             0.11       77,289             0.12  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total funding of interest-earning assets

   $ 2,006,047     $ (28,424     (2.83   $ 2,149,341     $ (35,673     (3.32
  

 

 

   

 

 

     

 

 

   

 

 

   

Net interest income/yield

     $ 8,409       0.84       $ 8,886       0.83  
    

 

 

       

 

 

   

 

 

(1) Excludes mortgage loans and mortgage-related securities traded, but not yet settled.
(2) We calculate average balances based on amortized cost.
(3) Interest income (expense) includes accretion of the portion of impairment charges recognized in earnings where we expect significant increases in cash flows from the impaired securities.
(4) Non-performing loans, where interest income is generally recognized when collected, are included in average balances.
(5) Includes current portion of long-term debt.
(6) Represents changes in fair value of derivatives in closed cash flow hedge relationships that were previously deferred in AOCI and have been reclassified to earnings as the associated hedged forecasted issuance of debt affects earnings.

 

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Net interest income decreased by $242 million and $477 million for the three and six months ended June 30, 2013, respectively, compared to the three and six months ended June 30, 2012. Net interest yield was unchanged for the three months ended June 30, 2013 and increased by one basis point for the six months ended June 30, 2013, respectively, compared to the three and six months ended June 30, 2012. The decreases in net interest income were primarily due to the reduction in the balance of higher-yielding mortgage-related assets due to continued liquidations, partially offset by the effect of a lower balance of loans on non-accrual status, largely as a result of loans reperforming, and lower funding costs from the replacement of debt at lower rates. The slight increase in net interest yield during the six months ended June 30, 2013 compared to the six months ended June 30, 2012 was primarily due to the effect of a lower balance of loans on non-accrual status and lower funding costs, partially offset by the negative effect of the reduction in the balance of higher-yielding mortgage-related assets.

We recognize interest income on non-performing loans that have been placed on non-accrual status only when cash payments are received. We refer to the interest income that we do not recognize as foregone interest income (i.e., interest income we would have recorded if the loans had been current in accordance with their original terms). Foregone interest income and reversals of previously recognized interest income, net of cash received, related to non-performing loans was $0.5 billion and $1.1 billion during the three and six months ended June 30, 2013, respectively, compared to $0.8 billion and $1.7 billion during the three and six months ended June 30, 2012, respectively. This amount has declined primarily because of the reduction in the volume of non-performing loans on non-accrual status.

During the three and six months ended June 30, 2013, we had sufficient access to the debt markets. For more information, see “LIQUIDITY AND CAPITAL RESOURCES — Liquidity.”

Benefit (Provision) for Credit Losses

We maintain loan loss reserves at levels we believe are appropriate to absorb probable incurred losses on mortgage loans held-for-investment and loans underlying our financial guarantees. Our loan loss reserves are increased through the provision for credit losses and are reduced by net charge-offs. The provision for credit losses primarily reflects our estimate of incurred losses for newly impaired loans as well as changes in our estimates of incurred losses for previously impaired loans.

Our benefit (provision) for credit losses was $0.6 billion in the second quarter of 2013 compared to $(0.2) billion in the second quarter of 2012, and was $1.1 billion in the first half of 2013 compared to $(2.0) billion in the first half of 2012. The shift from a provision for credit losses in the second quarter and first half of 2012 to a benefit for credit losses in the second quarter and first half of 2013 primarily reflects: (a) declines in the volume of newly delinquent loans (largely due to a decline in the portion of our single-family credit guarantee portfolio originated in 2005 through 2008); and (b) lower estimates of incurred loss due to the positive impact of an increase in national home prices. Assuming that all other factors remain the same, an increase in home prices can reduce the likelihood that loans will default and may also reduce the amount of credit losses on the loans that do default. The provision for credit losses in the three and six months ended June 30, 2012 reflected improvements in the number of newly impaired loans (largely due to a decline in the portion of our single-family credit guarantee portfolio originated in 2005 through 2008) and lower estimates of incurred losses due to the positive impact of an increase in national home prices compared to the preceding periods.

During the three and six months ended June 30, 2013, our charge-offs, net of recoveries for single-family loans, were significantly lower than those recorded in the three and six months ended June 30, 2012, primarily due to improvements in home prices in recent periods in many of the areas in which we have had significant foreclosure and short sale activity. Although our credit losses have significantly declined in the last three quarters, we continue to experience a high volume of foreclosures and foreclosure alternatives as compared to periods prior to 2008. Due to the length of time necessary for servicers either to complete the foreclosure process or pursue foreclosure alternatives on seriously delinquent loans in our portfolio, we expect our credit losses will continue to remain elevated in the second half of 2013 even if the volume of new seriously delinquent loans continues to decline.

The total number of single-family seriously delinquent loans declined approximately 15% and 7% during the first half of 2013 and 2012, respectively. However, our serious delinquency rates remain high compared to the rates we experienced in years prior to 2009. As of June 30, 2013 and December 31, 2012, the UPB of our single-family non-performing loans was $123.7 billion and $128.6 billion, respectively. These amounts include $71.0 billion and $65.8 billion, respectively, of single-family TDRs that were no longer seriously delinquent. However, loans that have been classified as TDRs remain categorized as non-performing throughout the remaining life of the loan regardless of whether the borrower makes payments which

 

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return the loan to a current payment status. See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk” for further information on our single-family credit guarantee portfolio, including credit performance, serious delinquency rates, charge-offs, our loan loss reserves balance, and our non-performing assets.

While we have recorded a benefit for credit losses in each of the last three quarters, this trend may not continue. Our provision for credit losses and amount of charge-offs in the future will be affected by a number of factors. These factors include: (a) the actual level of mortgage defaults, including default rates among borrowers that participated in HARP and HAMP; (b) the effect of the MHA Program, the servicing alignment initiative, and other current and future loss mitigation efforts; (c) any government actions or programs that affect the ability of borrowers to refinance underwater mortgages or obtain modifications; (d) changes in property values; (e) regional economic conditions, including unemployment rates; (f) additional delays in the foreclosure process; (g) third-party mortgage insurance coverage and recoveries; and (h) the realized rate of seller/servicer repurchases.

We recognized a benefit for credit losses associated with our multifamily mortgage portfolio of $105 million and $22 million for the second quarters of 2013 and 2012, respectively, and $139 million and $41 million for the first half of 2013 and 2012, respectively. Our loan loss reserves associated with our multifamily mortgage portfolio were $236 million and $382 million as of June 30, 2013 and December 31, 2012, respectively. The decline in loan loss reserves for multifamily loans in the first half of 2013 was primarily driven by an improvement in the expected performance of the underlying loans and increases in the property value of collateral underlying loans that have been classified as individually impaired.

Non-Interest Income (Loss)

Gains (Losses) on Extinguishment of Debt Securities of Consolidated Trusts

When we purchase PCs that have been issued by consolidated PC trusts, we extinguish a pro rata portion of the outstanding debt securities of the related consolidated trusts. We recognize a gain (loss) on extinguishment of the debt securities to the extent the amount paid to extinguish the debt security differs from its carrying value.

During the three months ended June 30, 2013 and 2012, we extinguished debt securities of consolidated trusts with a UPB of $17.7 billion and $0.7 billion, respectively (representing our purchase of single-family PCs with a corresponding UPB amount). Gains (losses) on extinguishment of these debt securities of consolidated trusts were $28 million and $(1) million during the three months ended June 30, 2013 and 2012, respectively.

During the six months ended June 30, 2013 and 2012, we extinguished debt securities of consolidated trusts with a UPB of $23.6 billion and $1.4 billion, respectively (representing our purchase of single-family PCs with a corresponding UPB amount). Gains (losses) on extinguishment of these debt securities of consolidated trusts were $62 million and $(5) million during the six months ended June 30, 2013 and 2012, respectively.

The increase in purchases of single-family PCs during the 2013 periods was due to an increase in the volume of transactions to support the market and pricing of our single-family PCs. See “Table 19 — Mortgage-Related Securities Purchase Activity” for additional information regarding purchases of mortgage-related securities, including those issued by consolidated PC trusts.

Gains (Losses) on Retirement of Other Debt

Gains (losses) on retirement of other debt were $25 million and $(45) million during the three months ended June 30, 2013 and 2012, respectively, and $(7) million and $(66) million during the six months ended June 30, 2013 and 2012, respectively. We recognized gains on the retirement of other debt during the three months ended June 30, 2013 primarily due to the repurchase of other debt at a discount. We recognized losses on the retirement of other debt during the six months ended June 30, 2013 primarily due to losses on the repurchase of other debt securities at a premium in the first quarter of 2013. We recognized losses on the retirement of other debt during the three and six months ended June 30, 2012 primarily due to write-offs of unamortized deferred issuance costs related to calls of other debt securities. For more information, see “LIQUIDITY AND CAPITAL RESOURCES — Liquidity — Other Debt Securities — Other Debt Retirement Activities.”

Gains (Losses) on Debt Recorded at Fair Value

Gains (losses) on debt recorded at fair value primarily relate to changes in the fair value of our foreign-currency denominated debt. During the three and six months ended June 30, 2013, we recognized gains on debt recorded at fair value of $3 million and $15 million, respectively. We recognized gains in the six months ended June 30, 2013, primarily due to a

 

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combination of the U.S. dollar strengthening relative to the Euro and changes in interest rates. During the three and six months ended June 30, 2012, we recognized gains on debt recorded at fair value of $62 million and $45 million, respectively, primarily due to a combination of the U.S. dollar strengthening relative to the Euro and changes in interest rates. We mitigate changes in the fair value of our foreign-currency denominated debt by using foreign currency swaps and foreign-currency denominated interest-rate swaps.

Derivative Gains (Losses)

The table below presents derivative gains (losses) reported in our consolidated statements of comprehensive income. See “NOTE 9: DERIVATIVES — Table 9.2 — Gains and Losses on Derivatives” for information about gains and losses related to specific categories of derivatives. Changes in fair value and interest accruals on derivatives not in hedge accounting relationships are recorded as derivative gains (losses) in our consolidated statements of comprehensive income. At June 30, 2013 and December 31, 2012, we did not have any derivatives in hedge accounting relationships; however, there are amounts recorded in AOCI related to closed cash flow hedges. Amounts recorded in AOCI associated with these closed cash flow hedges are reclassified to earnings when the forecasted transactions affect earnings. If it is probable that the forecasted transaction will not occur, then the deferred gain or loss associated with the forecasted transaction is reclassified into earnings immediately.

While derivatives are an important aspect of our strategy to manage interest-rate risk, they generally increase the volatility of reported net income because, while fair value changes in derivatives affect net income, fair value changes in several of the types of assets and liabilities being hedged do not affect net income.

Table 7 — Derivative Gains (Losses)

 

     Derivative Gains (Losses)  
     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
         2013             2012             2013             2012      
     (in millions)  

Interest-rate swaps

   $ 3,722     $ (2,506   $ 5,296     $ (1,298

Option-based derivatives(1)

     (1,222     2,276       (1,659     1,199  

Other derivatives(2)

     (205     310       (61     199  

Accrual of periodic settlements(3)

     (933     (962     (1,839     (2,038
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 1,362     $ (882   $ 1,737     $ (1,938
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Primarily includes purchased call and put swaptions and purchased interest-rate caps and floors.
(2) Includes futures, foreign-currency swaps, commitments, swap guarantee derivatives, and credit derivatives.
(3) Includes imputed interest on zero-coupon swaps.

Gains (losses) on derivatives are principally driven by changes in: (a) interest rates and implied volatility; and (b) the mix and volume of derivatives in our derivative portfolio.

During the three and six months ended June 30, 2013, we recognized gains on derivatives of $1.4 billion and $1.7 billion, respectively, primarily as a result of an increase in longer-term interest rates. During the same periods, we recognized fair value gains on our pay-fixed swaps of $9.7 billion and $13.6 billion, respectively, which were largely offset by: (a) fair value losses on our receive-fixed swaps of $6.0 billion and $8.3 billion, respectively; (b) net losses of $0.9 billion and $1.8 billion, respectively, related to the accrual of periodic settlements on interest-rate swaps as we were a net payer on our interest-rate swaps based on the coupons of the instruments; and (c) fair value losses of $1.2 billion and $1.7 billion, respectively, on our option-based derivatives resulting from losses on our purchased call swaptions.

During the three and six months ended June 30, 2012, we recognized losses on derivatives of $0.9 billion and $1.9 billion, respectively, due to losses related to the accrual of periodic settlements on interest-rate swaps as we were in a net pay-fixed swap position. During the same periods, we recognized fair value losses on our pay-fixed swaps of $8.0 billion and $4.2 billion, respectively, which were largely offset by: (a) fair value gains on our receive-fixed swaps of $5.4 billion and $2.9 billion, respectively; and (b) fair value gains on our option-based derivatives of $2.3 billion and $1.2 billion, respectively, due to a decrease in longer-term interest rates.

 

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Investment Securities-Related Activities

Impairments of Available-For-Sale Securities

We recorded net impairments of available-for-sale securities recognized in earnings, which were related to non-agency mortgage-related securities, of $44 million and $87 million during the three and six months ended June 30, 2013, respectively, compared to $98 million and $662 million during the three and six months ended June 30, 2012, respectively. The decreases in net impairments recognized in earnings were driven by improvements in forecasted home prices over the expected life of our available-for-sale securities. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities — Mortgage-Related Securities — Other-Than-Temporary Impairments on Available-For-Sale Mortgage-Related Securities,” as well as “NOTE 7: INVESTMENTS IN SECURITIES” in our 2012 Annual Report for additional information.

Other Gains (Losses) on Investment Securities Recognized in Earnings

Other gains (losses) on investment securities recognized in earnings primarily consist of gains (losses) on trading securities. With the exception of principal-only securities, our agency securities, classified as trading, were valued at a net premium (i.e., net fair value was higher than UPB) as of June 30, 2013.

We recognized $(751) million and $(1.1) billion related to gains (losses) on trading securities during the three and six months ended June 30, 2013, respectively, compared to $(400) million and $(777) million during the three and six months ended June 30, 2012, respectively. The losses on trading securities during all periods were primarily due to the movement of securities with unrealized gains towards maturity. Higher losses during the three and six months ended June 30, 2013 were largely the result of an increase in interest rates compared to a decline in interest rates during the three and six months ended June 30, 2012.

Other Income (Loss)

The table below summarizes the significant components of other income.

Table 8 — Other Income (Loss)

 

     Three Months Ended
June  30,
     Six Months Ended
June  30,
 
     2013     2012      2013      2012  
     (in millions)  

Other income (loss):

          

Gains (losses) on sale of mortgage loans

   $ 181     $ 44      $ 232      $ 84  

Gains (losses) on mortgage loans recorded at fair value

     (744     201        (786      340  

Recoveries on loans impaired upon purchase(1)

     75       87        149        176  

Guarantee-related income, net(2)

     69       130        159        200  

All other

     220       107        379        203  
  

 

 

   

 

 

    

 

 

    

 

 

 

Total other income (loss)

   $ (199   $ 569      $ 133      $ 1,003  
  

 

 

   

 

 

    

 

 

    

 

 

 

 

 

(1) Our recoveries principally relate to impaired loans purchased prior to 2010. Consequently, our recoveries on these loans will generally decline over time.
(2) Most of our guarantee-related income relates to securitized multifamily mortgage loans where we have not consolidated the securitization trusts on our consolidated balance sheets.

Gains (Losses) on Sale of Mortgage Loans

During the three months ended June 30, 2013 and 2012, we recognized $181 million and $44 million, respectively, of gains on sale of mortgage loans with associated UPB of $8.8 billion and $6.3 billion, respectively. During the six months ended June 30, 2013 and 2012, we recognized $232 million and $84 million, respectively, of gains on sale of mortgage loans with associated UPB of $14.4 billion and $10.0 billion, respectively. The substantial majority of these amounts relate to our securitizations of multifamily loans on our consolidated balance sheets, which we elected to carry at fair value. We recognized higher gains on sale of mortgage loans during the 2013 periods, compared to the respective periods of 2012, in part due to a higher volume of multifamily securitizations in 2013.

 

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Gains (Losses) on Mortgage Loans Recorded at Fair Value

During the three months ended June 30, 2013 and 2012, we recognized $(744) million and $201 million, respectively, of gains (losses) on mortgage loans recorded at fair value. We recognized $(786) million and $340 million of such gains (losses) during the six months ended June 30, 2013 and 2012, respectively. These amounts relate to multifamily loans which we elected to carry at fair value, of which the substantial majority were designated for securitization. We recognize changes in fair value on multifamily mortgage loans we purchase for securitization as gains (losses) on mortgage loans recorded at fair value while we hold them on our consolidated balance sheets. We recognized losses on mortgage loans recorded at fair value during the 2013 periods primarily due to increases in interest rates during those periods, compared to gains recognized in the respective periods of 2012 which were the result of declines in interest rates.

All Other

All other income consists primarily of transactional fees, fees assessed to our servicers for technology use and late fees or other penalties, and other miscellaneous income. All other income increased to $220 million and $379 million during the three and six months ended June 30, 2013, respectively, compared to $107 million and $203 million during the three and six months ended June 30, 2012, respectively. The increases in the 2013 periods were primarily due to proceeds from two settlement agreements related to lawsuits regarding certain residential non-agency mortgage-related securities we hold. For additional information on our settlement agreements, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Agency and Non-Agency Mortgage-Related Security Issuers.”

Non-Interest Expense

The table below summarizes the components of non-interest expense.

Table 9 — Non-Interest Expense

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (in millions)  

Administrative expenses:

        

Salaries and employee benefits

   $ 211     $ 227     $ 419     $ 403  

Professional services

     134       81       243       152  

Occupancy expense

     14       14       27       28  

Other administrative expense

     85       79       187       155  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total administrative expenses

     444       401       876       738  

REO operations (income) expense

     (110     (30     (104     141  

Other expenses

     164       165       350       253  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest expense

   $ 498     $ 536     $ 1,122     $ 1,132  
  

 

 

   

 

 

   

 

 

   

 

 

 

Administrative Expenses

Administrative expenses increased during the three and six months ended June 30, 2013 compared to the three and six months ended June 30, 2012 primarily due to an increase in professional services expense related to legal expenses, initiatives we are implementing under the Conservatorship Scorecards, and other FHFA-mandated strategic initiatives. We believe the various FHFA-mandated strategic initiatives we are pursuing may continue to require significant resources and thus continue to affect our level of administrative expenses.

REO Operations (Income) Expense

The table below presents the components of our REO operations (income) expense, and information about REO inventory and REO dispositions.

 

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Table 10 — REO Operations (Income) Expense, REO Inventory, and REO Dispositions

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (dollars in millions)  

REO operations (income) expense:

        

Single-family:

        

REO property expenses(1)

   $ 238     $ 293     $ 483     $ 671  

Disposition (gains) losses, net(2)

     (236     (182     (395     (260

Change in holding period allowance, dispositions

     (13     (33     (24     (90

Change in holding period allowance, inventory(3)

     (6     (27     17       (26

Recoveries(4)

     (92     (85     (182     (157
  

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family REO operations (income) expense

     (109     (34     (101     138  

Multifamily REO operations (income) expense

     (1     4       (3     3  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total REO operations (income) expense

   $ (110   $ (30   $ (104   $ 141  
  

 

 

   

 

 

   

 

 

   

 

 

 

REO inventory (in properties), at June 30:

        

Single-family

     44,623       53,271       44,623       53,271  

Multifamily

     5       11       5       11  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

     44,628       53,282       44,628       53,282  
  

 

 

   

 

 

   

 

 

   

 

 

 

REO property dispositions (in properties):

        

Single-family

     19,763       26,069       38,747       51,102  

Multifamily

     3       7       4       11  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

     19,766       26,076       38,751       51,113  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Consists of costs incurred to maintain or protect a property after it is acquired in a foreclosure transfer, such as legal fees, insurance, taxes, and cleaning and other maintenance charges.
(2) Represents the difference between the disposition proceeds, net of selling expenses, and the fair value of the property on the date of the foreclosure transfer.
(3) Represents the (increase) decrease in the estimated fair value of properties that were in inventory during the period.
(4) Includes recoveries from primary mortgage insurance, pool insurance and seller/servicer repurchases.

REO operations (income) expense was $(110) million in the second quarter of 2013, as compared to $(30) million in the second quarter of 2012 and was $(104) million in the first half of 2013 compared to $141 million in the first half of 2012. The improvements in the 2013 periods were primarily due to: (a) a decline in property expenses associated with a lower number of properties in 2013; and (b) improving home prices in certain geographical areas with significant REO activity, which resulted in increased gains on disposition of properties. For information on our REO activity during the second quarter and first half of 2013, see “CONSOLIDATED BALANCE SHEETS ANALYSIS — REO, Net” and “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Non-Performing Assets.”

Other Expenses

Other expenses were $164 million and $165 million in the second quarters of 2013 and 2012, respectively, and were $350 million and $253 million in the first half of 2013 and 2012, respectively. Other expenses in the second quarter and first half of 2013 include $124 million and $216 million, respectively, of expenses related to the legislated 10 basis point increase in guarantee fees, which was implemented in April 2012. These amounts are remitted to Treasury on a quarterly basis. The amount was not significant during the first half of 2012. Other expenses also include HAMP servicer incentive fees, costs related to terminations and transfers of mortgage servicing, and other miscellaneous expenses.

Income Tax Benefit

For the three months ended June 30, 2013 and 2012, we reported an income tax benefit of $41 million and $76 million, respectively. For the six months ended June 30, 2013 and 2012, we reported an income tax benefit of $76 million and $90 million, respectively. See “NOTE 12: INCOME TAXES” for additional information.

Comprehensive Income

Our comprehensive income was $4.4 billion and $11.3 billion for the three and six months ended June 30, 2013, respectively, consisting of: (a) $5.0 billion and $9.6 billion of net income, respectively; and (b) $(631) million and $1.8 billion of other comprehensive income (loss), respectively, primarily related to fair value losses and gains on our available-for-sale securities.

 

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Our comprehensive income was $2.9 billion and $4.7 billion for the three and six months ended June 30, 2012, respectively, consisting of: (a) $3.0 billion and $3.6 billion of net income, respectively; and (b) $(128) million and $1.1 billion of other comprehensive income (loss), respectively, primarily related to fair value losses and gains on our available-for-sale securities. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Total Equity (Deficit)” for additional information regarding other comprehensive income (loss).

Segment Earnings

Our operations consist of three reportable segments, which are based on the type of business activities each performs — Investments, Single-family Guarantee, and Multifamily. Certain activities that are not part of a reportable segment are included in the All Other category.

The Investments segment reflects results from our investment, funding and hedging activities. The Single-family Guarantee segment reflects results from our single-family credit guarantee activities. The Multifamily segment reflects results from our investment (both purchases and sales), securitization, and guarantee activities in multifamily mortgage loans and securities. For more information, see “NOTE 13: SEGMENT REPORTING” in our 2012 Annual Report.

In presenting Segment Earnings, we make significant reclassifications among certain financial statement line items in order to reflect a measure of net interest income on investments and a measure of management and guarantee income on guarantees that is in line with how we manage our business. We present Segment Earnings by: (a) reclassifying certain investment-related activities and credit guarantee-related activities between various line items on our GAAP consolidated statements of comprehensive income; and (b) allocating certain revenues and expenses, including certain returns on assets and funding costs, and all administrative expenses to our three reportable segments.

As a result of these reclassifications and allocations, Segment Earnings for our reportable segments differs significantly from, and should not be used as a substitute for, net income (loss) as determined in accordance with GAAP. Our definition of Segment Earnings may differ from similar measures used by other companies. However, we believe that Segment Earnings provides us with meaningful metrics to assess the financial performance of each segment and our company as a whole.

See “NOTE 13: SEGMENT REPORTING” in our 2012 Annual Report for further information regarding the reclassifications and allocations used to present Segment Earnings.

The table below provides information about our various segment mortgage and credit risk portfolios at June 30, 2013 and December 31, 2012. For a discussion of each segment’s portfolios, see “Segment Earnings — Results.”

 

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Table 11 — Composition of Segment Mortgage Portfolios and Credit Risk Portfolios(1)

 

     June 30, 2013     December 31, 2012  
     (in millions)  

Segment mortgage portfolios:

    

Investments — Mortgage investments portfolio:

    

Single-family unsecuritized mortgage loans(2)

   $ 86,901     $ 91,411  

Freddie Mac mortgage-related securities

     181,610        184,381  

Non-agency mortgage-related securities

     70,313       76,457  

Non-Freddie Mac agency securities

     20,088       23,675  
  

 

 

   

 

 

 

Total Investments — Mortgage investments portfolio

     358,912        375,924  
  

 

 

   

 

 

 

Single-family Guarantee — Managed loan portfolio:(3)

    

Single-family unsecuritized mortgage loans(4)

     45,519       53,333  

Single-family Freddie Mac mortgage-related securities held by us

     181,610        184,381  

Single-family Freddie Mac mortgage-related securities held by third parties

     1,346,957        1,335,393  

Single-family other guarantee commitments(5)

     16,675       13,798  
  

 

 

   

 

 

 

Total Single-family Guarantee — Managed loan portfolio

     1,590,761       1,586,905  
  

 

 

   

 

 

 

Multifamily — Guarantee portfolio:

    

Multifamily Freddie Mac mortgage related securities held by us

     3,029       2,382  

Multifamily Freddie Mac mortgage related securities held by third parties

     50,930       39,884  

Multifamily other guarantee commitments(5)

     9,464       9,657  
  

 

 

   

 

 

 

Total Multifamily — Guarantee portfolio

     63,423       51,923  
  

 

 

   

 

 

 

Multifamily — Mortgage investments portfolio:

    

Multifamily investment securities portfolio

     47,479       51,718  

Multifamily unsecuritized loan portfolio

     69,309       76,569  
  

 

 

   

 

 

 

Total Multifamily — Mortgage investments portfolio

     116,788       128,287  
  

 

 

   

 

 

 

Total Multifamily portfolio

     180,211       180,210  
  

 

 

   

 

 

 

Less: Freddie Mac single-family and certain multifamily securities(6)

     (184,639     (186,763
  

 

 

   

 

 

 

Total mortgage portfolio

   $ 1,945,245     $ 1,956,276  
  

 

 

   

 

 

 

Credit risk portfolios:(7)

    

Single-family credit guarantee portfolio:(3)

    

Single-family mortgage loans, on-balance sheet

   $ 1,627,224     $ 1,621,774  

Non-consolidated Freddie Mac mortgage-related securities

     7,391       8,897  

Other guarantee commitments(5)

     16,675       13,798  

Less: HFA initiative-related guarantees(8)

     (4,596     (6,270

Less: Freddie Mac mortgage-related securities backed by Ginnie Mae certificates(8)

     (583     (654
  

 

 

   

 

 

 

Total single-family credit guarantee portfolio

   $ 1,646,111     $ 1,637,545  
  

 

 

   

 

 

 

Multifamily mortgage portfolio:

    

Multifamily mortgage loans, on-balance sheet(9)

   $ 69,755     $ 77,017  

Non-consolidated Freddie Mac mortgage-related securities

     53,513       41,819  

Other guarantee commitments(5)

     9,464       9,657  

Less: HFA initiative-related guarantees(8)

     (940     (1,112
  

 

 

   

 

 

 

Total multifamily mortgage portfolio

   $ 131,792     $ 127,381  
  

 

 

   

 

 

 

 

 

 

(1) Based on UPB and excludes mortgage loans and mortgage-related securities traded, but not yet settled.
(2) Excludes unsecuritized seriously delinquent single-family loans managed by the Single-family Guarantee segment. The Single-family Guarantee segment earns management and guarantee fees associated with unsecuritized single-family loans in the Investments segment’s mortgage investments portfolio.
(3) The balances of the mortgage-related securities in the Single-family Guarantee managed loan portfolio are based on the UPB of the security, whereas the balances of our single-family credit guarantee portfolio presented in this report are based on the UPB of the mortgage loans underlying the related security. The differences in the loan and security balances result from the timing of remittances to security holders, which are typically 45 or 75 days after the mortgage payment cycle of fixed-rate and ARM PCs, respectively.
(4) Represents unsecuritized seriously delinquent single-family loans managed by the Single-family Guarantee segment.
(5) Represents the UPB of mortgage-related assets held by third parties for which we provide our guarantee without our securitization of the related assets.
(6) Freddie Mac single-family mortgage-related securities held by us are included in both our Investments segment’s mortgage investments portfolio and our Single-family Guarantee segment’s managed loan portfolio, and Freddie Mac multifamily mortgage-related securities held by us are included in both the multifamily investment securities portfolio and the multifamily guarantee portfolio. Therefore, these amounts are deducted in order to reconcile to our total mortgage portfolio.
(7) Represents the UPB of loans for which we present characteristics, delinquency data, and certain other statistics in this report. See “GLOSSARY” for further description.
(8) We exclude HFA initiative-related guarantees and our resecuritizations of Ginnie Mae certificates from our credit risk portfolios and most related statistics because these guarantees do not expose us to meaningful amounts of credit risk due to the credit enhancement provided on them by the U.S. government.
(9) Includes both unsecuritized multifamily mortgage loans and multifamily mortgage loans in consolidated trusts.

 

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Segment Earnings — Results

Investments

The table below presents the Segment Earnings of our Investments segment.

Table 12 — Segment Earnings and Key Metrics — Investments(1)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (dollars in millions)  

Segment Earnings:

        

Net interest income

   $ 839     $ 1,528     $ 1,869     $ 3,252  

Non-interest income (loss):

        

Net impairment of available-for-sale securities recognized in earnings

     49       (14     57       (510

Derivative gains (losses)

     2,380       236       3,767       436  

Gains (losses) on trading securities

     (732     (413     (1,124     (811

Gains (losses) on sale of mortgage loans

     5       6       (11     (8

Gains (losses) on mortgage loans recorded at fair value

     (449     257       (606     219  

Other non-interest income (loss)

     958       704       1,717       1,256  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest income (loss)

     2,211       776       3,800       582  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest expense:

        

Administrative expenses

     (132     (108     (244     (200

Other non-interest expense

     (1           (1      
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest expense

     (133     (108     (245     (200
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment adjustments(2)

     296       164       585       319  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Earnings before income tax benefit

     3,213       2,360       6,009       3,953  

Income tax benefit

     41       108       83       143  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Earnings, net of taxes

     3,254       2,468       6,092       4,096  

Total other comprehensive income (loss), net of taxes

     (367     27       1,589       362  
  

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income

   $ 2,887     $ 2,495     $ 7,681     $ 4,458  
  

 

 

   

 

 

   

 

 

   

 

 

 

Key metrics:

        

Portfolio balances:

        

Average balances of interest-earning assets:(3)(4)

        

Mortgage-related securities(5)

   $ 276,553     $ 308,287     $ 281,274     $ 319,439  

Non-mortgage-related investments(6)

     94,781       94,806       90,560       100,173  

Single-family unsecuritized loans(7)

     90,057       98,158       90,723       103,732  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total average balances of interest-earning assets

   $ 461,391     $ 501,251     $ 462,557     $ 523,344  
  

 

 

   

 

 

   

 

 

   

 

 

 

Return:

        

Net interest yield — Segment Earnings basis (annualized)

     0.73     1.22     0.81     1.24

 

 

(1) For reconciliations of the Segment Earnings line items to the comparable line items in our consolidated financial statements prepared in accordance with GAAP, see “NOTE 13: SEGMENT REPORTING — Table 13.2 — Segment Earnings and Reconciliation to GAAP Results.”
(2) For a description of our segment adjustments, see “NOTE 13: SEGMENT REPORTING — Segment Earnings” in our 2012 Annual Report.
(3) Excludes mortgage loans and mortgage-related securities traded, but not yet settled.
(4) We calculate average balances based on amortized cost.
(5) Includes our investments in single-family PCs and certain Other Guarantee Transactions, which are consolidated under GAAP on our consolidated balance sheets.
(6) Includes the average balances of interest-earning cash and cash equivalents, non-mortgage-related securities, and federal funds sold and securities purchased under agreements to resell.
(7) Excludes unsecuritized seriously delinquent single-family mortgage loans.

Segment Earnings for our Investments segment increased by $786 million and $2.0 billion to $3.3 billion and $6.1 billion in the three and six months ended June 30, 2013, respectively, compared to $2.5 billion and $4.1 billion in the three and six months ended June 30, 2012, respectively, primarily due to an increase in derivative gains.

Comprehensive income for our Investments segment increased by $392 million and $3.2 billion to $2.9 billion and $7.7 billion in the three and six months ended June 30, 2013, respectively, compared to $2.5 billion and $4.5 billion in the three and six months ended June 30, 2012, respectively, primarily due to higher Segment Earnings.

During the three and six months ended June 30, 2013, the UPB of the Investments segment mortgage investments portfolio decreased at an annualized rate of 2% and 9%, respectively. We held $201.7 billion and $208.1 billion of agency securities, $70.3 billion and $76.5 billion of non-agency mortgage-related securities, and $86.9 billion and $91.4 billion of single-family unsecuritized mortgage loans at June 30, 2013 and December 31, 2012, respectively. The decline in UPB of agency securities is due mainly to liquidations. The decline in UPB of non-agency mortgage-related securities is due mainly to the receipt of monthly remittances of principal repayments from both the recoveries from liquidated loans and, to a lesser

 

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extent, voluntary repayments of the underlying collateral, representing a partial return of our investments in these securities, as well as sales during the three months ended June 30, 2013. The decline in the UPB of single-family unsecuritized mortgage loans is primarily related to our securitization of mortgage loans that we had purchased for cash. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities” and “— Mortgage Loans” for additional information regarding our mortgage-related securities and mortgage loans.

Segment Earnings net interest income decreased by $689 million and $1.4 billion and Segment Earnings net interest yield decreased by 49 basis points and 43 basis points during the three and six months ended June 30, 2013, respectively, compared to the three and six months ended June 30, 2012. The primary drivers of the decreases were the reduction in the balance of higher-yielding mortgage-related assets due to continued liquidations, partially offset by lower funding costs primarily due to the replacement of debt at lower rates.

Segment Earnings non-interest income was $2.2 billion and $3.8 billion in the three and six months ended June 30, 2013, respectively, compared to $776 million and $582 million in the three and six months ended June 30, 2012, respectively. These improvements were primarily due to increases in derivative gains, improvements in net impairments of available-for-sale securities recognized in earnings and increases in other non-interest income, partially offset by increases in losses on mortgage loans recorded at fair value and increased losses on trading securities.

We recorded derivative gains for this segment of $2.4 billion and $3.8 billion during the three and six months ended June 30, 2013, respectively, compared to $236 million and $436 million during the three and six months ended June 30, 2012, respectively. The increased derivative gains were primarily due to an increase in longer-term interest rates. See “Non-Interest Income (Loss) — Derivative Gains (Losses)” for additional information on our derivatives.

Net impairments in our Investments segment were benefits of $49 million and $57 million during the three and six months ended June 30, 2013, respectively, compared to expenses of $14 million and $510 million during the three and six months ended June 30, 2012, respectively. The improvement in impairments was primarily due to improvements in forecasted home prices over the expected life of the available-for-sale securities during the three and six months ended June 30, 2013. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities — Mortgage-Related Securities — Other-Than-Temporary Impairments on Available-For-Sale Mortgage-Related Securities,” as well as “NOTE 7: INVESTMENTS IN SECURITIES” in our 2012 Annual Report for additional information on our impairments.

We recorded gains (losses) on trading securities of $(732) million and $(1.1) billion during the three and six months ended June 30, 2013, respectively, compared to $(413) million and $(811) million during the three and six months ended June 30, 2012, respectively. The losses on trading securities during all periods were primarily due to the movement of securities with unrealized gains towards maturity. Higher losses during the three and six months ended June 30, 2013 were largely the result of an increase in interest rates compared to a decline in interest rates during the three and six months ended June 30, 2012.

We recorded gains (losses) on mortgage loans recorded at fair value of $(449) million and $(606) million during the three and six months ended June 30, 2013, respectively, compared to $257 million and $219 million during the three and six months ended June 30, 2012, respectively. The losses on mortgage loans recorded at fair value during the three and six months ended June 30, 2013 were primarily due to an increase in interest rates while the gains on mortgage loans recorded at fair value during the three and six months ended June 30, 2012 were due to a decline in interest rates.

We recorded other non-interest income (loss) for this segment of $958 million and $1.7 billion during the three and six months ended June 30, 2013, respectively, compared to $704 million and $1.3 billion during the three and six months ended June 30, 2012, respectively. The increase in other non-interest income during the three months ended June 30, 2013 primarily resulted from gains related to sales of available-for-sale securities and a gain realized due to a settlement agreement related to lawsuits regarding certain non-agency mortgage-related securities we hold. The improvement in other non-interest income during the six months ended June 30, 2013 compared to the six months ended June 30, 2012 was due to an increase in amortization income related to premiums on debt securities of consolidated trusts held by third parties, gains related to sales of available-for-sale securities, and gains realized due to two settlement agreements related to lawsuits regarding certain non-agency mortgage-related securities we hold. For additional information on our settlement agreements, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Agency and Non-Agency Mortgage-Related Security Issuers.”

Amortization income increased during the six months ended June 30, 2013 due to additional premiums on new debt securities issued by consolidated trusts. Basis adjustments (premiums or discounts) related to these debt securities of

 

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consolidated trusts held by third parties are generated through the securitization and sale of retained mortgage loans or sales of Freddie Mac mortgage-related securities from our mortgage-related investments portfolio.

Our Investments segment’s other comprehensive income (loss) was $(367) million and $1.6 billion during the three and six months ended June 30, 2013, respectively, compared to $27 million and $362 million during the three and six months ended June 30, 2012, respectively. The shift to other comprehensive loss during the three months ended June 30, 2013 compared to other comprehensive income during the three months ended June 30, 2012 was primarily due to increased losses on our agency and Multifamily segment investment securities due to an increase in interest rates during the three months ended June 30, 2013 compared to a decrease in interest rates during the three months ended June 30, 2012. The increase in other comprehensive income during the six months ended June 30, 2013 compared to the six months ended June 30, 2012 was primarily due to higher fair value gains on our non-agency mortgage-related securities due to spread tightening. Changes in fair value of the Multifamily segment investment securities, excluding impacts from the changes in interest rates which are included in the Investments segment, are reflected in the Multifamily segment.

For a discussion of items that have affected our Investments segment net interest income over time, and can be expected to continue to do so, see “BUSINESS — Conservatorship and Related Matters — Limits on Investment Activity and Our Mortgage-Related Investments Portfolio” in our 2012 Annual Report.

Single-Family Guarantee

The table below presents the Segment Earnings of our Single-family Guarantee segment.

 

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Table 13 — Segment Earnings and Key Metrics — Single-Family Guarantee(1)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (dollars in millions)  

Segment Earnings:

        

Net interest income (expense)

   $ 3     $ (1   $ 97     $ (33

Benefit (provision) for credit losses

     345       (462     589       (2,646

Non-interest income:

        

Management and guarantee income

     1,298       1,026       2,541       2,037  

Other non-interest income

     208       171       449       352  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest income

     1,506       1,197       2,990       2,389  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest expense:

        

Administrative expenses

     (252     (232     (493     (425

REO operations income (expense)

     109       34       101       (138

Other non-interest expense

     (156     (82     (310     (155
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest expense

     (299     (280     (702     (718
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment adjustments(2)

     (214     (192     (442     (388
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Earnings (loss) before income tax expense

     1,341       262       2,532       (1,396

Income tax expense

            (21     (5     (38
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Earnings (loss), net of taxes

     1,341       241       2,527       (1,434

Total other comprehensive income (loss), net of taxes

     1       1       12       (22
  

 

 

   

 

 

   

 

 

   

 

 

 

Total comprehensive income (loss)

   $ 1,342     $ 242     $ 2,539     $ (1,456
  

 

 

   

 

 

   

 

 

   

 

 

 

Key metrics:

        

Balances and Volume (in billions, except rate):

        

Average balance of single-family credit guarantee portfolio and HFA guarantees

   $ 1,642     $ 1,706     $ 1,639     $ 1,723  

Issuance — Single-family credit guarantees(3)

   $ 133     $ 100     $ 269     $ 210  

Fixed-rate products — Percentage of purchases(4)

     96     95     97     95

Liquidation rate — Single-family credit guarantees (annualized)(5)

     32     32     34     31

Average Management and Guarantee Rate (in bps, annualized):(6)

        

Segment Earnings management and guarantee income(7)

     31.6       24.1       31.0       23.6  

Guarantee fee charged on new acquisitions(8)

     50.7       39.8       49.9       32.7  

Credit:

        

Serious delinquency rate, at end of period

     2.79     3.45     2.79     3.45

REO inventory, at end of period (number of properties)

     44,623       53,271       44,623       53,271  

Single-family credit losses, in bps (annualized)(9)

     42.4       66.7       46.1       72.7  

Market:

        

Single-family mortgage debt outstanding (total U.S. market, in billions)(10)

   $ 9,868     $ 10,026     $ 9,868     $ 10,026  

30-year fixed mortgage rate(11)

     4.5     3.7     4.5     3.7

 

 

(1) For reconciliations of the Segment Earnings line items to the comparable line items in our consolidated financial statements prepared in accordance with GAAP, see “NOTE 13: SEGMENT REPORTING — Table 13.2 — Segment Earnings and Reconciliation to GAAP Results.”
(2) For a description of our segment adjustments, see “NOTE 13: SEGMENT REPORTING — Segment Earnings” in our 2012 Annual Report.
(3) Based on UPB.
(4) Excludes Other Guarantee Transactions.
(5) Represents principal repayments relating to loans underlying Freddie Mac mortgage-related securities and other guarantee commitments, including those related to our removal of seriously delinquent and modified mortgage loans and balloon/reset mortgage loans out of PC pools.
(6) Includes the effect of the legislated 10 basis point increase in guarantee fees that became effective April 1, 2012. The 2013 periods also include an additional across-the-board increase in guarantee fees that became effective in the fourth quarter of 2012.
(7) Consists of the contractual management and guarantee fee rate as well as amortization of delivery and other upfront fees for the entire single-family credit guarantee portfolio. Also includes the effect of pricing adjustments that are based on the relative performance of our PCs compared to comparable Fannie Mae securities.
(8) Represents the estimated rate of management and guarantee fees for new acquisitions during the period assuming amortization of delivery fees using the estimated life of the related loans rather than the original contractual maturity date of the related loans. Also includes the effect of pricing adjustments that are based on the relative performance of our PCs compared to comparable Fannie Mae securities.
(9) Calculated as the amount of single-family credit losses divided by the sum of the average carrying value of our single-family credit guarantee portfolio and the average balance of our single-family HFA initiative-related guarantees.
(10) Source: Federal Reserve Flow of Funds Accounts of the United States of America dated June 6, 2013. The outstanding amount for June 30, 2013 reflects the balance as of March 31, 2013.
(11) Based on Freddie Mac’s Primary Mortgage Market Survey rate for the last week in the period, which represents the national average mortgage commitment rate to a qualified borrower exclusive of any fees and points required by the lender. This commitment rate applies only to financing on conforming mortgages with LTV ratios of 80%.

Segment Earnings (loss) for our Single-family Guarantee segment improved to $1.3 billion and $2.5 billion for the three and six months ended June 30, 2013, respectively, compared to $0.2 billion and $(1.4) billion for the three and six months ended June 30, 2012, respectively. The improvement was primarily due to a shift from provision for credit losses of $0.5 billion and $2.6 billion in the second quarter and first half of 2012, respectively, to a benefit for credit losses of $0.3 billion and $0.6 billion in the second quarter and first half of 2013, respectively. Segment Earnings (loss) for the Single-family Guarantee segment is largely driven by management and guarantee fee income and the benefit (provision) for credit losses.

 

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The table below provides summary information about the composition of Segment Earnings (loss) for this segment for the six months ended June 30, 2013 and 2012.

Table 14 — Segment Earnings Composition — Single-Family Guarantee Segment

 

     Six Months Ended June 30, 2013  
     Segment Earnings
Management and
Guarantee Income(1)
     Credit-Related
Benefit (Expense) (2)
       
     Amount      Average
Rate(3)
     Amount     Average
Rate(3)
    Net
Amount(4)
 
     (dollars in millions, rates in bps)  

Year of origination:(5)

            

2013

   $ 215        33.5      $ (19     (2.8   $ 196  

2012

     642        33.2        (138     (6.6     504  

2011

     393        37.6        (39     (3.8     354  

2010

     369        36.4        (21     (2.0     348  

2009

     290        33.4        16       1.9       306  

2008

     141        33.1        36       11.2       177  

2007

     135        22.9        357       70.8       492  

2006

     73        19.3        178       47.0       251  

2005

     84        19.7        120       27.9       204  

2004 and prior

     199        22.9        200       21.3       399  
  

 

 

       

 

 

     

 

 

 

Total

   $ 2,541        31.0      $ 690       8.3     $ 3,231  
  

 

 

       

 

 

     

Administrative expenses

               (493

Net interest income (expense)

               97  

Other non-interest income (expenses), net

               (308
            

 

 

 

Segment Earnings (loss), net of taxes

             $ 2,527  
            

 

 

 
     Six Months Ended June 30, 2012  
     Segment Earnings
Management and
Guarantee Income(1)
     Credit-Related
Benefit (Expense) (2)
       
     Amount      Average
Rate(3)
     Amount     Average
Rate(3)
    Net
Amount(4)
 
     (dollars in millions, rates in bps)  

Year of origination:(5)

            

2012

   $ 87        18.2      $ (23     (4.3   $ 64  

2011

     367        25.8        (106     (7.5     261  

2010

     385        26.6        (178     (11.9     207  

2009

     380        27.6        (160     (11.6     220  

2008

     174        26.4        (161     (30.7     13  

2007

     164        19.5        (883     (117.7     (719

2006

     104        19.3        (525     (93.9     (421

2005

     120        19.6        (584     (91.8     (464

2004 and prior

     256        20.6        (164     (12.0     92  
  

 

 

       

 

 

     

 

 

 

Total

   $ 2,037        23.6      $ (2,784     (32.2   $ (747
  

 

 

       

 

 

     

Administrative expenses

               (425

Net interest income (expense)

               (33

Other non-interest income (expenses), net

               (229
            

 

 

 

Segment Earnings (loss), net of taxes

             $ (1,434
            

 

 

 

 

 

(1) Includes amortization of delivery and other upfront fees based on the original contractual maturity date of the related loans of $1,298 million and $785 million for the six months ended June 30, 2013 and 2012, respectively. Includes the effect of the legislated 10 basis point increase in guarantee fees that became effective April 1, 2012. Results for 2013 also include an additional across-the-board increase in guarantee fees that became effective in the fourth quarter of 2012. Beginning in the fourth quarter of 2012, includes amortization of buy-down fees.
(2) Consists of the aggregate of the Segment Earnings benefit (provision) for credit losses and Segment Earnings REO operations income (expense). Historical rates of average credit-related benefit (expenses) may not be representative of future results.
(3) Calculated as the annualized amount of Segment Earnings management and guarantee income or credit-related benefit (expenses), respectively, divided by the sum of the average carrying values of the single-family credit guarantee portfolio and the average balance of our single-family HFA initiative-related guarantees.
(4) Calculated as Segment Earnings management and guarantee income less credit-related benefit (expenses).
(5) Segment Earnings management and guarantee income is presented by year of guarantee origination, whereas credit-related benefit (expenses) are presented based on year of loan origination.

As of June 30, 2013, loans originated after 2008 have, on a cumulative basis, provided management and guarantee income that has exceeded the credit-related and administrative expenses associated with these loans. Nevertheless, various factors, such as continued high unemployment rates, future declines in home prices, or negative impacts of HARP loans (which may not perform as well as other refinance mortgages, due in part to the high LTV ratios of the loans), could require us to incur expenses on these loans beyond our current expectations.

 

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For the first half of 2013, improvements in credit-related expenses for loans originated in 2005 through 2008 resulted from lower estimates of incurred losses due to improvements in home prices. However, our management and guarantee income associated with guarantee issuances in 2005 through 2008 has not been adequate to cover the credit-related and administrative expenses associated with such loans, on a cumulative basis, primarily due to the high rate of defaults on the loans originated in those years coupled with the high volume of refinancing of these loans that has occurred since 2008. High levels of refinancing and delinquency since 2008 have significantly reduced the balance of performing loans originated in 2005 through 2008 that remains in our portfolio and consequently reduced management and guarantee income associated with loans from those years (we do not recognize Segment Earnings management and guarantee income on non-accrual mortgage loans). However, in periods of increasing home prices and improving delinquency rates, such as the first half of 2013, our guarantees of loans originated in 2005 through 2008 may result in management and guarantee income that exceeds related expenses.

Based on our historical experience, the performance of the loans in an individual origination year can vary over time. The aggregate UPB of loans and the corresponding management and guarantee fee income from an origination year will decline over time due to repayments, refinancing, and other liquidation events. In addition, credit-related expenses related to the remaining loans in the origination year may be volatile due to, among other factors, changes in home prices and generally will increase over time, as some borrowers experience financial difficulties and default on their loans. As a result, there will likely be periods when an origination year is not profitable, though it may remain profitable on a cumulative basis. We currently believe our management and guarantee fee rates for guarantee issuances after 2008 (excluding the amounts associated with the Temporary Payroll Tax Cut Continuation Act of 2011), when coupled with the higher credit quality of the mortgages within these new guarantee issuances will provide management and guarantee fee income, over the long term, that exceeds our expected credit-related and administrative expenses associated with the underlying loans.

Segment Earnings management and guarantee income increased in the three and six months ended June 30, 2013, as compared to the three and six months ended June 30, 2012, primarily due to an increase in amortization of upfront fees, including delivery and buy-down fees. The higher amortization of upfront fees was due to: (a) the amortization of buy-down fees, which we began recording in the Single-family Guarantee segment during the fourth quarter of 2012; (b) a higher volume of delivery fees; and (c) increased loan liquidations during the first half of 2013. We amortize upfront fees through the original contractual maturity date of the loan rather than the loan’s estimated life. As a result, the amount of Segment Earnings management and guarantee income we recognize related to upfront fees is lower in the initial years of a loan and increases over time as a result of scheduled monthly loan payments and periods of high refinance activity.

At the direction of FHFA, we implemented two across-the-board increases in guarantee fees in 2012. As a result, the average management and guarantee fee rate we charged for loans originated in 2013 was 50.7 basis points (including the 10 bps that we are required to remit to Treasury) for the three months ended June 30, 2013, which is generally higher than the fee we charged for loans we purchased in previous years. The guarantee fee we charge on new acquisitions generally consists of a combination of delivery fees as well as a base monthly fee. The average guarantee fee charged on new acquisitions represents our expected guarantee fee rate over the estimated life of the related loans using certain assumptions for prepayments and other liquidations.

Our Segment Earnings management and guarantee fee income is also influenced by our PC price performance because we adjust our fees based on the relative price performance of our PCs compared to comparable Fannie Mae securities. A decline in security performance could negatively impact our segment financial results. See “RISK FACTORS — Competitive and Market Risks — A significant decline in the price performance of or demand for our PCs could have an adverse effect on the volume and/or profitability of our new single-family guarantee business” in our 2012 Annual Report for additional information.

The UPB of the Single-family Guarantee managed loan portfolio was $1.6 trillion at both June 30, 2013 and December 31, 2012. The annualized liquidation rate on our securitized single-family credit guarantees was approximately 32% and 34% for the three and six months ended June 30, 2013, respectively. Although the annualized liquidation rate remained high during the first half of 2013, it declined in the second quarter of 2013 compared to the first quarter of 2013 primarily due to an increase in interest rates and lower refinancing activity. Issuances of our guarantees were $269.1 billion and $210.4 billion in the first half of 2013 and 2012, respectively. Our issuance activity remained high in the first half of 2013. However, we expect our issuance volumes to decline, potentially significantly, during the remainder of 2013 compared to the first half of 2013.

 

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Refinance volumes represented 77% and 81% of our single-family mortgage purchase volume during the three and six months ended June 30, 2013, respectively, compared to 81% and 84% during the three and six months ended June 30, 2012, respectively, based on UPB. We believe that refinance volumes will continue to decline from current levels if interest rates continue to increase. For more information on the potential impact of increasing interest rates on our single-family business, see “RISK FACTORS — Competitive and Market Risks — Our refinance volumes could decline if interest rates rise, which could cause our overall new mortgage-related security issuance volumes to decline” in our 2012 Annual Report.

Relief refinance mortgages comprised approximately 31% and 35% of our total refinance volume during the first half of 2013 and 2012, respectively. Approximately 16% and 21% of our single-family purchase volume in the first half of 2013 and 2012, respectively, were HARP loans. Over time, HARP loans may not perform as well as other refinance mortgages because of the continued high LTV ratios and reduced underwriting standards of these loans. Based on our historical experience, there is an increased probability of borrower defaults as LTV ratios increase. In addition, HARP loans may not be covered by mortgage insurance for the full excess of their UPB over 80%. For more information about HARP loans and our relief refinance mortgage initiative, see “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-Family Mortgage Credit Risk — Single-Family Loan Workouts and the MHA Program.”

The credit quality of the single-family loans we acquired beginning in 2009 (excluding HARP loans and other relief refinance mortgages) is significantly better than that of loans we acquired from 2005 through 2008, as measured by original LTV ratios, FICO scores, and the proportion of loans underwritten with fully documented income. HARP loans represented 12% of the UPB of our single-family credit guarantee portfolio as of June 30, 2013. Relief refinance loans represented 20% of our single-family credit guarantee portfolio as of June 30, 2013. Mortgages originated after 2008, including HARP and other relief refinance loans, represented 70% of the UPB of our single-family credit guarantee portfolio as of June 30, 2013, and the portion of that portfolio represented by such loans continues to increase.

Benefit (provision) for credit losses for the Single-family Guarantee segment was $0.3 billion and $0.6 billion for the three and six months ended June 30, 2013, respectively, compared to $(0.5) billion and $(2.6) billion for the three and six months ended June 30, 2012, respectively. The shift from a provision for credit losses in the second quarter and first half of 2012 to a benefit for credit losses in the second quarter and first half of 2013 primarily reflects: (a) declines in the volume of newly delinquent loans (largely due to a decline in the portion of our single-family credit guarantee portfolio originated in 2005 through 2008); and (b) lower estimates of incurred loss due to the positive impact of an increase in national home prices. Assuming that all other factors remain the same, an increase in home prices can reduce the likelihood that loans will default and may also reduce the amount of credit losses on the loans that do default. Our Segment Earnings provision for credit losses in the three and six months ended June 30, 2012 reflected improvements in the number of newly impaired loans (largely due to a decline in the portion of our single-family credit guarantee portfolio originated in 2005 through 2008) and lower estimates of incurred losses due to the positive impact of an increase in national home prices compared to the preceding periods.

The serious delinquency rate on our single-family credit guarantee portfolio was 2.79% and 3.25% as of June 30, 2013 and December 31, 2012, respectively, and remains high compared to the rates we experienced in years prior to 2009. Charge-offs, net of recoveries, associated with single-family loans were $3.9 billion and $6.2 billion in the first half of 2013 and 2012, respectively. Single-family credit losses as a percentage of the average balance of the single-family credit guarantee portfolio and HFA initiative-related guarantees were 46.1 basis points and 72.7 basis points for the first half of 2013 and 2012, respectively. See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk Single-Family Mortgage Credit Risk” for further information on our single-family credit guarantee portfolio, including credit performance, serious delinquency rates, charge-offs, and our non-performing assets.

REO operations income (expense) for the Single-family Guarantee segment was $109 million and $34 million in the second quarters of 2013 and 2012, respectively, and was $101 million and $(138) million in the first half of 2013 and 2012, respectively. The improvements in the 2013 periods, compared to the respective periods in 2012, were primarily due to: (a) a decline in property expenses associated with a lower number of properties in the 2013 periods; and (b) greater improvement in home prices during the 2013 periods in certain geographical areas with significant REO activity, which resulted in increased gains on disposition of properties.

Our REO inventory (measured in number of properties) declined 9% from December 31, 2012 to June 30, 2013 primarily due to lower foreclosure activity as well as a significant number of borrowers completing short sales rather than foreclosures. Although there was an improvement in REO disposition severity during the first half of 2013, the REO disposition severity ratios on sales of our REO inventory remain high as compared to periods before 2008. See “RISK

 

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MANAGEMENT — Credit Risk — Mortgage Credit RiskNon-Performing Assets” for additional information about our REO activity.

Other non-interest expense for the Single-family Guarantee segment was $156 million in the second quarter of 2013, compared to $82 million in the second quarter of 2012 and was $310 million in the first half of 2013, compared to $155 million in the first half of 2012. The increase in the 2013 periods was primarily due to expenses related to the legislated 10 basis point increase to guarantee fees, which we implemented in April 2012. The amount was not significant during the first half of 2012. As of June 30, 2013, the cumulative total of amounts paid and due to Treasury related to this increase was $324 million, including $216 million for the first half of 2013. The increases in expense associated with the legislated increase in guarantee fees was partially offset by declines in HAMP incentive fees in the 2013 periods compared to the respective periods in 2012.

Multifamily

The table below presents the Segment Earnings of our Multifamily segment.

 

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Table 15 — Segment Earnings and Key Metrics — Multifamily(1)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (dollars in millions)  

Segment Earnings:

        

Net interest income

   $ 320     $ 330     $ 623     $ 648  

Benefit for credit losses

     105       22       139       41  

Non-interest income:

        

Management and guarantee income

     49       36       95       69  

Net impairment of available-for-sale securities recognized in earnings

           (19     (11     (35

Gains on sale of mortgage loans

     176       38       243       92  

Gains (losses) on mortgage loans recorded at fair value

     (295     (56     (180     121  

Other non-interest income

     104       119       218       228  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest income

     34       118       365       475  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest expense:

        

Administrative expenses

     (60     (61     (139     (113

REO operations income (expense)

     1       (4     3       (3

Other non-interest expense

     (7     (83     (12     (98
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-interest expense

     (66     (148     (148     (214
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Earnings before income tax expense

     393       322       979       950  

Income tax expense

           (4     (1     (8
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Earnings, net of taxes

     393       318       978       942  

Total other comprehensive income (loss), net of taxes

     (265     (156     158       744  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total comprehensive income

   $ 128     $ 162     $ 1,136     $ 1,686  
  

 

 

   

 

 

   

 

 

   

 

 

 

Key metrics:

        

Balances and Volume:

        

Average balance of Multifamily unsecuritized loan portfolio

   $ 73,131     $ 81,238     $ 74,634     $ 82,184  

Average balance of Multifamily guarantee portfolio

   $ 60,560     $ 41,368     $ 57,573     $ 39,007  

Average balance of Multifamily investment securities portfolio

   $ 48,424     $ 55,761     $ 49,532     $ 56,895  

Multifamily new loan purchase and other guarantee commitment volume(2)

   $ 7,490     $ 6,661     $ 13,534     $ 12,412  

Multifamily units financed from new volume activity(2)

     98,330       107,049       185,000       193,394  

Multifamily K Certificate issuance — guaranteed portion

   $ 7,391     $ 5,309     $ 12,161     $ 8,448  

Multifamily K Certificate issuance — unguaranteed portion

   $ 1,404     $ 972     $ 2,192     $ 1,554  

Yield and Rate:

        

Net interest yield — Segment Earnings basis (annualized)

     1.04     0.96     1.00     0.93

Average Management and guarantee fee rate, in bps (annualized):(3)

        

K Certificate

     19.7       18.8       19.5       19.1  

All other guarantees

     74.6       68.3       74.3       67.6  

Total

     32.3       36.2       32.8       37.4  

Credit:

        

Delinquency rate:

        

Credit-enhanced loans, at period end

     0.15     0.44     0.15     0.44

Non-credit-enhanced loans, at period end

     0.04     0.19     0.04     0.19

Total delinquency rate, at period end(4)

     0.09     0.27     0.09     0.27

Allowance for loan losses and reserve for guarantee losses, at period end

   $ 236     $ 496     $ 236     $ 496  

Allowance for loan losses and reserve for guarantee losses, in bps

     17.8       40.4       17.8       40.4  

Credit losses, in bps (annualized)(5)

     1.2       3.8       0.4       1.9  

REO inventory, at net carrying value

   $ 54     $ 94     $ 54     $ 94  

REO inventory, at period end (number of properties)

     5       11       5       11  

 

 

(1) For reconciliations of Segment Earnings line items to the comparable line items in our consolidated financial statements prepared in accordance with GAAP, see “NOTE 13: SEGMENT REPORTING — Table 13.2 — Segment Earnings and Reconciliation to GAAP Results.”
(2) Excludes our guarantees issued under the HFA initiative and K Certificate issuances.
(3) Represents Multifamily Segment Earnings — management and guarantee income, excluding prepayment and certain other fees for each category, divided by the sum of the average UPB of the related category of guarantee. The average UPB of the all other guarantees category includes the average UPB associated with HFA guarantees, excluding certain bonds under the NIBP.
(4) See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Multifamily Mortgage Credit Risk” for information on our reported multifamily delinquency rate.
(5) Calculated as the amount of multifamily credit losses divided by the sum of the average carrying value of our multifamily loans (on-balance sheet) and the average balance of the multifamily guarantee portfolio, including multifamily HFA initiative-related guarantees.

Segment Earnings for our Multifamily segment increased to $393 million and $978 million for the three and six months ended June 30, 2013, respectively, compared to $318 million and $942 million for the three and six months ended June 30, 2012, respectively. The increase in the 2013 periods was primarily due to higher gains on sale of mortgage loans and increased benefit for credit losses, partially offset by losses on mortgage loans recorded at fair value.

Comprehensive income for our Multifamily segment was $128 million and $1.1 billion for the three and six months ended June 30, 2013, respectively, consisting of: (a) Segment Earnings of $393 million and $978 million, respectively; and (b) $(265) million and $158 million, respectively, of total other comprehensive income (loss). Total other comprehensive

 

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income (loss) for our Multifamily segment in the first half of 2013 was impacted by unfavorable changes in the fair value of available-for-sale CMBS during the second quarter of 2013, which partially offset the favorable changes in fair value of these securities during the first quarter of 2013.

Our multifamily new business activity (loan purchases and other guarantee commitment issuances) increased to $13.5 billion for the first half of 2013 compared to $12.4 billion for the first half of 2012 as the multifamily market remained strong in 2013. We issued guarantees on K Certificates of $7.4 billion and $12.2 billion in UPB for the three and six months ended June 30, 2013, respectively, as compared to $5.3 billion and $8.4 billion for the three and six months ended June 30, 2012, respectively. The UPB of the total multifamily portfolio was $180.2 billion as of both June 30, 2013 and December 31, 2012 as new business activity was largely offset by liquidations and securitizations of our multifamily loans. We expect lower new business volume for the remainder of 2013 compared to the first half of 2013, due to increased competition from other market participants and the effect of steps we have taken during the first half of the year (such as increased pricing) towards meeting the 2013 Conservatorship Scorecard goal of reducing our new business volume by at least 10% as compared to 2012 levels. Our new business activity for 2012 was $28.8 billion.

Segment Earnings net interest income declined by 3%, to $320 million, for the three months ended June 30, 2013 from $330 million for the three months ended June 30, 2012, and was $623 million and $648 million for the six months ended June 30, 2013 and 2012, respectively. The decrease in the 2013 periods was primarily due to lower average balances of the loan and investment securities portfolios in the first half of 2013.

Segment Earnings non-interest income was $34 million and $118 million for the three months ended June 30, 2013 and 2012, respectively, and was $365 million and $475 million for the six months ended June 30, 2013 and 2012, respectively. We recognize changes in fair value on multifamily mortgage loans we purchase for securitization as gains (losses) on mortgage loans recorded at fair value while we hold them on our consolidated balance sheets. In the period we sell these loans (primarily through securitization), we recognize a gain or loss on sale of mortgage loans based on proceeds of the sale. Together, these amounts represent the holding period gains or losses associated with the loans. Segment Earnings gains (losses) on mortgage loans recorded at fair value are presented net of changes in fair value due to changes in interest rates. Unfavorable non-interest rate-related market movements resulted in losses on mortgage loans recorded at fair value during the 2013 periods. Gains on sale of mortgage loans were higher in the 2013 periods, compared to the respective periods in 2012, in part due to a higher volume of multifamily securitizations in 2013.

Segment Earnings management and guarantee income increased to $95 million for the first half of 2013 compared to $69 million for the first half of 2012 primarily due to the higher average balance of the multifamily guarantee portfolio in the first half of 2013, which is attributed to significant K Certificate issuances during the last 12 months. However, the average total management and guarantee fee rate on our multifamily guarantee portfolio declined to 32.8 basis points in the first half of 2013 from 37.4 basis points in the first half of 2012. The decline primarily reflects the issuances of K Certificates during recent periods, which have lower fees than our other multifamily guarantee activities as a result of our reduced credit risk exposure due to the use of subordination. The amount of subordination employed in our K Certificates is based on our expectations of potential future credit losses associated with these transactions.

Segment Earnings benefit for credit losses increased to $105 million for the three months ended June 30, 2013 from $22 million for the three months ended June 30, 2012 and was $139 million and $41 million for the first half of 2013 and 2012, respectively. The increase in the 2013 periods was primarily driven by an improvement in the expected performance of the underlying loans and increases in the property value of collateral underlying loans that have been classified as individually impaired, as compared to the 2012 periods.

As a result of our underwriting standards and practices, which we believe are prudent, and the continued positive multifamily market fundamentals, the credit quality of the multifamily mortgage portfolio remains strong, and multifamily credit losses as a percentage of the combined average balance of our multifamily loan and guarantee portfolios were 0.4 basis points and 1.9 basis points during the first half of 2013 and 2012, respectively. See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk Multifamily Mortgage Credit Risk” for further information about the credit performance of our multifamily mortgage portfolio.

 

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CONSOLIDATED BALANCE SHEETS ANALYSIS

The following discussion of our consolidated balance sheets should be read in conjunction with our consolidated financial statements, including the accompanying notes. Also, see “CRITICAL ACCOUNTING POLICIES AND ESTIMATES” for information concerning certain significant accounting policies and estimates applied in determining our reported financial position.

Cash and Cash Equivalents, Federal Funds Sold and Securities Purchased Under Agreements to Resell

Cash and cash equivalents, federal funds sold and securities purchased under agreements to resell, and other liquid assets discussed in “Investments in Securities — Non-Mortgage-Related Securities,” are important to our cash flow and asset and liability management, and our ability to provide liquidity and stability to the mortgage market. We use these assets to help manage recurring cash flows and meet our other cash management needs. We consider federal funds sold to be overnight unsecured trades executed with commercial banks that are members of the Federal Reserve System. Securities purchased under agreements to resell principally consist of short-term contractual agreements such as reverse repurchase agreements involving Treasury and agency securities.

The short-term assets on our consolidated balance sheets also include those related to our consolidated VIEs, which consisted primarily of restricted cash and cash equivalents and securities purchased under agreements to resell at June 30, 2013. These short-term assets related to our consolidated VIEs decreased by $5.9 billion from December 31, 2012 to June 30, 2013, primarily due to a decrease in the level of refinancing activity.

Excluding amounts related to our consolidated VIEs, we held $13.9 billion and $8.5 billion of cash and cash equivalents (including non-interest bearing deposits of $13.4 billion and $7.3 billion at the Federal Reserve Bank), no federal funds sold, and $13.0 billion and $18.3 billion of securities purchased under agreements to resell at June 30, 2013 and December 31, 2012, respectively. Excluding amounts related to our consolidated VIEs, we held on average $24.6 billion and $26.0 billion of cash and cash equivalents and $14.6 billion and $15.1 billion of federal funds sold and securities purchased under agreements to resell during the three and six months ended June 30, 2013, respectively.

For information regarding our liquidity management practices and policies, see “MD&A — LIQUIDITY AND CAPITAL RESOURCES” in our 2012 Annual Report.

Investments in Securities

The table below provides detail regarding our investments in securities as of June 30, 2013 and December 31, 2012. The table does not include our holdings of single-family PCs and certain Other Guarantee Transactions. For information on our holdings of such securities, see “Table 11 — Composition of Segment Mortgage Portfolios and Credit Risk Portfolios.”

 

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Table 16 — Investments in Securities

 

     Fair Value  
     June 30, 2013      December 31, 2012  
     (in millions)  

Investments in securities:

     

Available-for-sale:

     

Mortgage-related securities:

     

Freddie Mac(1)

   $ 46,493      $ 58,515  

Fannie Mae

     12,613        15,280  

Ginnie Mae

     185        209  

CMBS

     45,757        51,307  

Subprime

     28,004        26,457  

Option ARM

     6,636        5,717  

Alt-A and other

     10,055        10,904  

Obligations of states and political subdivisions

     4,281        5,798  

Manufactured housing

     681        709  
  

 

 

    

 

 

 

Total available-for-sale mortgage-related securities

     154,705        174,896  
  

 

 

    

 

 

 

Total investments in available-for-sale securities

     154,705        174,896  
  

 

 

    

 

 

 

Trading:

     

Mortgage-related securities:

     

Freddie Mac(1)

     8,956        10,354  

Fannie Mae

     8,860        10,338  

Ginnie Mae

     113        131  

Other

     165        156  
  

 

 

    

 

 

 

Total trading mortgage-related securities

     18,094        20,979  
  

 

 

    

 

 

 

Non-mortgage-related securities:

     

Asset-backed securities

     2        292  

Treasury bills

            1,160  

Treasury notes

     24,530        19,061  
  

 

 

    

 

 

 

Total trading non-mortgage-related securities

     24,532        20,513  
  

 

 

    

 

 

 

Total investments in trading securities

     42,626        41,492  
  

 

 

    

 

 

 

Total investments in securities

   $ 197,331      $ 216,388  
  

 

 

    

 

 

 

 

 

(1) For information on the types of instruments that are included, see “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Investments in Securities” in our 2012 Annual Report.

Non-Mortgage-Related Securities

Our investments in non-mortgage-related securities provide an additional source of liquidity. We held investments in non-mortgage-related securities with a fair value of $24.5 billion and $20.5 billion as of June 30, 2013 and December 31, 2012, respectively.

Mortgage-Related Securities

Our investments in mortgage-related securities consist of securities issued by Fannie Mae, Ginnie Mae, and other financial institutions. We also invest in our own mortgage-related securities. However, the single-family PCs and certain Other Guarantee Transactions we purchase as investments are not accounted for as investments in securities on our consolidated balance sheets because we recognize the underlying mortgage loans on our consolidated balance sheets through consolidation of the related trusts.

The table below provides the UPB of our investments in mortgage-related securities classified as available-for-sale or trading on our consolidated balance sheets. The table below does not include our holdings of our own single-family PCs and certain Other Guarantee Transactions. For further information on our holdings of such securities, see “Table 11 — Composition of Segment Mortgage Portfolios and Credit Risk Portfolios.”

 

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Table 17 — Characteristics of Mortgage-Related Securities on Our Consolidated Balance Sheets

 

     June 30, 2013     December 31, 2012  
     Fixed
Rate
     Variable
Rate (1)
     Total     Fixed
Rate
     Variable
Rate (1)
     Total  
     (in millions)  

Freddie Mac mortgage-related securities: (2)

                

Single-family

   $ 41,206      $ 5,598      $ 46,804     $ 50,979      $ 7,256      $ 58,235  

Multifamily

     1,577        1,452        3,029       750        1,632        2,382  
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total Freddie Mac mortgage-related securities

     42,783        7,050        49,833       51,729        8,888        60,617  
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Non-Freddie Mac mortgage-related securities:

                

Agency securities: (3)

                

Fannie Mae:

                

Single-family

     9,128        10,704        19,832       10,864        12,518        23,382  

Multifamily

     7        24        31       35        49        84  

Ginnie Mae:

                

Single-family

     172        84        256       202        91        293  

Multifamily

     16               16       15               15  
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total Non-Freddie Mac agency securities

     9,323        10,812        20,135       11,116        12,658        23,774  
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Non-agency mortgage-related securities:

                

Single-family: (4)

                

Subprime

     294        41,620        41,914       311        44,086        44,397  

Option ARM

            11,190        11,190              12,012        12,012  

Alt-A and other

     1,618        11,512        13,130       1,774        13,036        14,810  

CMBS

     16,323        27,082        43,405       17,657        30,300        47,957  

Obligations of states and political subdivisions (5)

     4,244        15        4,259       5,637        19        5,656  

Manufactured housing

     708        110        818       741        121        862  
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total non-agency mortgage-related securities (6)

     23,187        91,529        114,716       26,120        99,574        125,694  
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total UPB of mortgage-related securities

   $ 75,293      $ 109,391        184,684     $ 88,965      $ 121,120        210,085  
  

 

 

    

 

 

      

 

 

    

 

 

    

Premiums, discounts, deferred fees, impairments of UPB and other basis adjustments

           (13,246           (13,922

Net unrealized gains (losses) on mortgage-related securities, pre-tax

           1,361             (288
        

 

 

         

 

 

 

Total carrying value of mortgage-related securities

         $ 172,799           $ 195,875  
        

 

 

         

 

 

 

 

 

(1) Variable-rate mortgage-related securities include those with a contractual coupon rate that, prior to contractual maturity, is either scheduled to change or is subject to change based on changes in the composition of the underlying collateral.
(2) When we purchase REMICs and Other Structured Securities and certain Other Guarantee Transactions that we have issued, we account for these securities as investments in debt securities as we are investing in the debt securities of a non-consolidated entity. We do not consolidate our resecuritization trusts unless we are deemed to be the primary beneficiary of such trusts. We are subject to the credit risk associated with the mortgage loans underlying our Freddie Mac mortgage-related securities. Mortgage loans underlying our issued single-family PCs and certain Other Guarantee Transactions are recognized on our consolidated balance sheets as held-for-investment mortgage loans, at amortized cost. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Investments in Securities” in our 2012 Annual Report for further information.
(3) Agency securities are generally not separately rated by nationally recognized statistical rating organizations, but have historically been viewed as having a level of credit quality at least equivalent to non-agency mortgage-related securities AAA-rated or equivalent.
(4) For information about how these securities are rated, see ‘‘Table 23 — Ratings of Non-Agency Mortgage-Related Securities Backed by Subprime, Option ARM, Alt-A and Other Loans, and CMBS.’’
(5) Consists of housing revenue bonds. Approximately 30% and 36% of these securities held at June 30, 2013 and December 31, 2012, respectively, were AAA-rated as of those dates, based on the UPB and the lowest rating available.
(6) Credit ratings for most non-agency mortgage-related securities are designated by no fewer than two nationally recognized statistical rating organizations. Approximately 20% and 21% of total non-agency mortgage-related securities held at June 30, 2013 and December 31, 2012, respectively, were AAA-rated as of those dates, based on the UPB and the lowest rating available.

The table below provides the UPB and fair value of our investments in mortgage-related securities classified as available-for-sale or trading on our consolidated balance sheets.

 

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Table 18 — Additional Characteristics of Mortgage-Related Securities on Our Consolidated Balance Sheets

 

     June 30, 2013      December 31, 2012  
     UPB      Fair Value      UPB      Fair Value  
     (in millions)  

Agency pass-through securities(1)

   $ 15,279      $ 16,446      $ 17,614      $ 19,125  

Agency REMICs and Other Structured Securities:

           

Interest-only securities(2)

            1,808               2,023  

Principal-only securities(3)

     1,635        1,522        2,291        2,169  

Inverse floating-rate securities(4)

     2,013        2,960        2,804        4,106  

Other Structured Securities(5)

     51,041        54,484        61,682        67,404  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total agency securities

     69,968        77,220        84,391        94,827  

Non-agency securities(6)

     114,716        95,579        125,694        101,048  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total mortgage-related securities

   $ 184,684      $ 172,799      $ 210,085      $ 195,875  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Represents an undivided beneficial interest in trusts that hold pools of mortgages.
(2) Represents securities where the holder receives only the interest cash flows.
(3) Represents securities where the holder receives only the principal cash flows.
(4) Represents securities where the holder receives interest cash flows that change inversely with the reference rate (i.e., higher cash flows when interest rates are low and lower cash flows when interest rates are high). Additionally, these securities receive a portion of principal cash flows associated with the underlying collateral.
(5) Includes REMICs and Other Structured Securities. See “GLOSSARY” for more information on these securities.
(6) Includes fair values of $2 million and $3 million of interest-only securities at June 30, 2013 and December 31, 2012, respectively.

The total UPB of our investments in mortgage-related securities on our consolidated balance sheets decreased from $210.1 billion at December 31, 2012 to $184.7 billion at June 30, 2013, while the fair value of these investments decreased from $195.9 billion at December 31, 2012 to $172.8 billion at June 30, 2013. The reduction in UPB resulted from liquidations and select sales, consistent with our efforts to reduce the size of our mortgage-related investments portfolio, as described in “EXECUTIVE SUMMARY — Limits on Investment Activity and Our Mortgage-Related Investments Portfolio.”

The table below summarizes our mortgage-related securities purchase activity for the three and six months ended June 30, 2013 and 2012. This activity primarily consists of purchases of single-family PCs and multifamily Other Guarantee Transactions. Our purchases of single-family PCs and certain Other Guarantee Transactions issued by trusts that we consolidated are recorded as an extinguishment of debt securities of consolidated trusts held by third parties on our consolidated balance sheets.

 

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Table 19 — Mortgage-Related Securities Purchase Activity(1)

 

     Three Months Ended
June 30,
     Six Months Ended
June 30,
 
     2013      2012      2013      2012  
     (in millions)  

Non-Freddie Mac mortgage-related securities purchased for resecuritization:

           

Ginnie Mae Certificates

   $ 3      $      $ 3      $ 5  

Non-Freddie Mac mortgage-related securities purchased as investments in securities:

           

Agency securities:

           

Fannie Mae:

           

Fixed-rate

     716               716         

Variable-rate

                   50        50  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total agency securities

     716               766        50  
  

 

 

    

 

 

    

 

 

    

 

 

 

Non-agency mortgage-related securities:

           

CMBS:

           

Fixed-rate

     10        10        10        10  

Variable-rate

     30        25        30        35  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total non-agency mortgage-related securities

     40        35        40        45  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total non-Freddie Mac mortgage-related securities purchased as investments in securities

     756        35        806        95  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total non-Freddie Mac mortgage-related securities purchased

   $ 759      $ 35      $ 809      $ 100  
  

 

 

    

 

 

    

 

 

    

 

 

 

Freddie Mac mortgage-related securities purchased:

           

Single-family:

           

Fixed-rate

   $ 29,837      $ 9,001      $ 49,497      $ 12,466  

Variable-rate

     590        3,003        810        3,135  

Multifamily:

           

Fixed-rate

            39               39  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Freddie Mac mortgage-related securities purchased

   $ 30,427      $ 12,043      $ 50,307      $ 15,640  
  

 

 

    

 

 

    

 

 

    

 

 

 

Mortgage-related securities purchased for Other Guarantee Transactions (2)

   $ 7,391      $ 5,309      $ 12,161      $ 8,433  

 

 

(1) Based on UPB. Excludes mortgage-related securities traded but not yet settled.
(2) Primarily consists of purchases of mortgage-related securities backed by Freddie Mac underwritten loans for the subsequent issuances of multifamily K Certificates.

The purchases of Freddie Mac mortgage-related securities we made during the three and six months ended June 30, 2013, as reflected in the table above, primarily related to transactions in support of the liquidity and price performance of our PCs. In addition, during the periods presented above, we purchased mortgage-related securities backed by Freddie Mac underwritten loans in connection with our subsequent issuances of multifamily K Certificates. For more information, see “BUSINESS — Our Business Segments — Investments Segment — PC Support Activities” and “RISK FACTORS — Competitive and Market Risks — A significant decline in the price performance of or demand for our PCs could have an adverse effect on the volume and/or profitability of our new single-family guarantee business” in our 2012 Annual Report.

Unrealized Losses on Available-For-Sale Mortgage-Related Securities

At June 30, 2013, our gross unrealized losses, pre-tax, on available-for-sale mortgage-related securities were $7.0 billion, compared to $12.4 billion at December 31, 2012. The decrease was largely due to fair value gains related to our investments in single-family non-agency mortgage-related securities, primarily due to the impact of spread tightening and the movement of these securities with unrealized losses towards maturity. We believe the unrealized losses related to these securities at June 30, 2013 were mainly attributable to poor underlying collateral performance, limited liquidity and large risk premiums in the market for residential non-agency mortgage-related securities. All available-for-sale securities in an unrealized loss position are evaluated to determine if the impairment is other-than-temporary. See “Total Equity (Deficit)” and “NOTE 7: INVESTMENTS IN SECURITIES” for additional information regarding unrealized losses on our available-for-sale securities.

Higher-Risk Components of Our Investments in Mortgage-Related Securities

As discussed below, we have exposure to subprime, option ARM, interest-only, and Alt-A and other loans as part of our investments in mortgage-related securities as follows:

 

   

Single-family non-agency mortgage-related securities: We hold non-agency mortgage-related securities backed by subprime, option ARM, and Alt-A and other loans.

 

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Single-family Freddie Mac mortgage-related securities: We hold certain Other Guarantee Transactions as part of our investments in securities. There are subprime and option ARM loans underlying some of these Other Guarantee Transactions. For more information on single-family loans with certain higher-risk characteristics underlying our issued securities, see “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk.”

Non-Agency Mortgage-Related Securities Backed by Subprime, Option ARM, and Alt-A Loans

We categorize our investments in non-agency mortgage-related securities as subprime, option ARM, or Alt-A if the securities were identified as such based on information provided to us when we entered into these transactions. We have not identified option ARM, CMBS, obligations of states and political subdivisions, and manufactured housing securities as either subprime or Alt-A securities. Since the first quarter of 2008, we have not purchased any non-agency mortgage-related securities backed by subprime, option ARM, or Alt-A loans. The two tables below present information about our holdings of available-for-sale non-agency mortgage-related securities backed by subprime, option ARM and Alt-A loans.

Table 20 — Non-Agency Mortgage-Related Securities Backed by Subprime First Lien, Option ARM, and Alt-A Loans and Certain Related Credit Statistics (1)

 

     As of  
     6/30/2013     3/31/2013     12/31/2012     9/30/2012     6/30/2012  
     (dollars in millions)  

UPB:

          

Subprime first lien (2)

   $ 41,608     $ 42,998     $ 44,066     $ 45,166     $ 46,306  

Option ARM

     11,190       11,617       12,012       12,477       12,958  

Alt-A (3)

     11,118       12,243       12,634       13,055       13,471  

Gross unrealized losses, pre-tax: (4)

          

Subprime first lien (2)

   $ 5,281     $ 6,085     $ 9,128     $ 10,464     $ 12,810  

Option ARM

     635       1,226       1,785       2,502       2,997  

Alt-A (3)

     579       781       1,093       1,488       2,082  

Present value of expected future credit losses: (5)

          

Subprime first lien (2)

   $ 4,047     $ 6,195     $ 7,159     $ 7,129     $ 6,571  

Option ARM

     2,094       2,896       3,542       3,442       3,296  

Alt-A (3)

     1,338       1,450       1,739       1,699       1,956  

Collateral delinquency rate: (6)

          

Subprime first lien (2)

     37     38     39     39     40

Option ARM

     34       36       38       40       42  

Alt-A (3)

     22       22       23       24       24  

Average credit enhancement: (7)

          

Subprime first lien (2)

     12     14     15     17     19

Option ARM

     1       2       3       4       5  

Alt-A (3)

     3       4       4       5       5  

Cumulative collateral loss: (8)

          

Subprime first lien (2)

     29     27     26     25     24

Option ARM

     23       22       21       20       19  

Alt-A (3)

     12       11       10       10       9  

 

 

(1) See “Ratings of Non-Agency Mortgage-Related Securities” for additional information about these securities.
(2) Excludes non-agency mortgage-related securities backed exclusively by subprime second liens. Certain securities identified as subprime first lien may be backed in part by subprime second-lien loans, as the underlying loans of these securities were permitted to include a small percentage of subprime second-lien loans.
(3) Excludes non-agency mortgage-related securities backed by other loans, which are primarily comprised of securities backed by home equity lines of credit.
(4) Represents the aggregate of the amount by which amortized cost, after other-than-temporary impairments, exceeds fair value measured at the individual lot level.
(5) Represents our estimate of the present value of future contractual cash flows that we do not expect to collect, discounted at the effective interest rate determined based on the security’s contractual cash flows and the initial acquisition costs. This discount rate is only utilized to analyze the cumulative credit deterioration for securities since acquisition and may be lower than the discount rate used to measure ongoing other-than-temporary impairment to be recognized in earnings for securities that have experienced a significant improvement in expected cash flows since the last recognition of other-than-temporary impairment recognized in earnings.
(6) Determined based on the number of loans that are two monthly payments or more past due that underlie the securities using information obtained from a third-party data provider.
(7) Reflects the ratio of the current principal amount of the securities issued by a trust that will absorb losses in the trust before any losses are allocated to securities that we own. Percentage generally calculated based on: (a) the total UPB of securities subordinate to the securities we own, divided by (b) the total UPB of all of the securities issued by the trust (excluding notional balances). Only includes credit enhancement provided by subordinated securities; excludes credit enhancement provided by bond insurance.
(8) Based on the actual losses incurred on the collateral underlying these securities. Actual losses incurred on the securities that we hold are significantly less than the losses on the underlying collateral as presented in this table, as non-agency mortgage-related securities backed by subprime, option ARM, and Alt-A loans were generally structured to include credit enhancements, particularly through subordination and other structural enhancements.

 

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For purposes of our cumulative credit deterioration analysis, our estimate of the present value of expected future credit losses on our available-for-sale non-agency mortgage-related securities decreased to $7.9 billion at June 30, 2013 from $11.1 billion at March 31, 2013. All of these amounts have been reflected in our net impairment of available-for-sale securities recognized in earnings in this period or prior periods. The decrease in the present value of expected future credit losses was primarily driven by: (a) an update to the third party model we use to estimate expected future cash flows from the securities, which included lower collateral severity loss estimates; (b) improvements in forecasted home prices over the expected life of our available-for-sale securities; and (c) realized cash shortfalls. This decrease in the present value of expected credit losses was partially offset by the effect of an increase in interest rates during the three months ended June 30, 2013.

Since the beginning of 2007, we have incurred actual principal cash shortfalls of $3.3 billion on impaired non-agency mortgage-related securities, including $278 million and $555 million related to the three and six months ended June 30, 2013, respectively. Many of the trusts that issued non-agency mortgage-related securities we hold were structured so that realized collateral losses in excess of structural credit enhancements are not passed on to investors until the investment matures.

The investments in non-agency mortgage-related securities we hold backed by subprime, option ARM, and Alt-A loans were generally structured to include credit enhancements, particularly through subordination and other structural enhancements. Bond insurance is an additional credit enhancement covering some of the non-agency mortgage-related securities. These credit enhancements are the primary reason we expect our actual losses, through principal or interest shortfalls, to be less than the underlying collateral losses in the aggregate. During the three and six months ended June 30, 2013, we continued to experience the erosion of structural credit enhancements on many securities backed by subprime, option ARM, and Alt-A loans due to poor performance of the underlying collateral, as noted in “Table 20 — Non-Agency Mortgage-Related Securities Backed by Subprime First Lien, Option ARM, and Alt-A Loans and Certain Related Credit Statistics.” For more information on bond insurance coverage, see “RISK MANAGEMENT — Credit Risk — Institutional Credit Risk — Bond Insurers.”

The table below provides principal repayment and cash shortfall information for our investments in non-agency mortgage-related securities backed by subprime, option ARM, Alt-A and other loans.

Table 21 — Non-Agency Mortgage-Related Securities Backed by Subprime, Option ARM, Alt-A and Other Loans (1)

 

     Three Months Ended  
     6/30/2013      3/31/2013      12/31/2012      9/30/2012      6/30/2012  
     (in millions)  

Principal repayments and cash shortfalls: (2)

              

Subprime:

              

Principal repayments

   $ 1,087      $ 1,065      $ 1,106      $ 1,149      $ 1,180  

Principal cash shortfalls

     15        14        7        4        7  

Option ARM:

              

Principal repayments

   $ 239      $ 217      $ 239      $ 269      $ 300  

Principal cash shortfalls

     188        178        226        211        234  

Alt-A and other:

              

Principal repayments

   $ 418      $ 385      $ 423      $ 393      $ 405  

Principal cash shortfalls

     74        84        81        101        106  

 

 

(1) See “Ratings of Non-Agency Mortgage-Related Securities” for additional information about these securities.
(2) In addition to the contractual interest payments, we receive monthly remittances of principal repayments from both the recoveries from liquidated loans and, to a lesser extent, voluntary repayments of the underlying collateral of these securities representing a partial return of our investment in these securities.

We and FHFA, as Conservator, are involved in efforts to mitigate our losses as an investor with respect to certain of the non-agency mortgage-related securities we hold. See “RISK MANAGEMENT — Credit Risk — Institutional Credit Risk — Agency and Non-Agency Mortgage-Related Security Issuers” for more information.

Other-Than-Temporary Impairments on Available-For-Sale Mortgage-Related Securities

The table below provides information about the mortgage-related securities for which we recognized other-than-temporary impairments in earnings, consisting entirely of non-agency mortgage-related securities.

 

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Table 22 — Net Impairment of Available-For-Sale Mortgage-Related Securities Recognized in Earnings

 

     Net Impairment of Available-For-Sale Securities Recognized in Earnings  
     Three Months Ended  
       6/30/2013          3/31/2013          12/31/2012          9/30/2012          6/30/2012    
     (in millions)  

Subprime:(1)

              

2006 & 2007

   $ 12      $ 27      $ 591      $ 159      $ 51  

Other years

     1        6        24        1        7  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total subprime

     13        33        615        160        58  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Option ARM:

              

2006 & 2007

     4               306        62        18  

Other years

     1               122                
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total option ARM

     5               428        62        18  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Alt-A:

              

2006 & 2007

     1               37                

Other years

     24               100               1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Alt-A

     25               137               1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Other loans

                                 1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total subprime, option ARM, Alt-A and other loans

     43        33        1,180        222        78  

CMBS

            10        58        45        19  

Manufactured housing

     1               1               1  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total available-for-sale mortgage-related securities

   $ 44      $ 43      $ 1,239      $ 267      $ 98  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Includes all first and second liens.

We recorded net impairment of available-for-sale mortgage-related securities recognized in earnings of $44 million and $87 million during the three and six months ended June 30, 2013, respectively, compared to $98 million and $662 million during the three and six months ended June 30, 2012, respectively. During the three months ended June 30, 2013, we recognized unrealized fair value losses of $16 million related to certain investments as a net impairment of available-for-sale securities recognized in earnings because we have the intent to sell these securities prior to the recovery of the unrealized losses. We recorded the remaining impairments because our estimate of the present value of expected future credit losses on certain individual available-for-sale securities increased during the period. For more information, see “NOTE 7: INVESTMENTS IN SECURITIES — Other-Than-Temporary Impairments on Available-for-Sale Securities” in our 2012 Annual Report.

While it is reasonably possible that collateral losses on our available-for-sale mortgage-related securities where we have not recorded an impairment charge in earnings could exceed our credit enhancement levels, we do not believe that those conditions were likely at June 30, 2013. Based on our conclusion that we do not intend to sell our remaining available-for-sale mortgage-related securities that are in an unrealized loss position (other than those investments noted above) and it is not more likely than not that we will be required to sell these securities before a sufficient time to recover all unrealized losses and our consideration of other available information, we have concluded that the reduction in fair value of these securities was temporary at June 30, 2013 and have recorded these unrealized losses in AOCI.

The credit performance of loans underlying our holdings of non-agency mortgage-related securities declined since 2007 and, although stabilizing in recent periods, remains weak. This decline has been particularly severe for subprime, option ARM, and Alt-A and other loans. Economic factors that have negatively affected the performance of our investments in non-agency mortgage-related securities since 2007 include high unemployment, a large inventory of seriously delinquent mortgage loans and unsold homes, tight credit conditions, and weak consumer confidence. In addition, subprime, option ARM, and Alt-A and other loans backing the securities we hold have significantly greater concentrations in the states that have undergone the greatest economic stress during the housing crisis that began in 2006, such as California and Florida. Loans in these states are more likely to become seriously delinquent and the credit losses associated with such loans are likely to be higher than in other states.

We rely on bond insurance, including secondary coverage, to provide credit protection on some of our investments in non-agency mortgage-related securities. We have determined that there is substantial uncertainty surrounding certain bond insurers’ ability to pay our future claims on expected credit losses related to our non-agency mortgage-related security investments. While this uncertainty contributed to impairments recognized in earnings in past periods, it did not contribute to impairments in the three and six months ended June 30, 2013. See “RISK MANAGEMENT — Credit Risk — Institutional

 

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Credit Risk — Bond Insurers” and “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Bond Insurers” for additional information.

Our assessments concerning other-than-temporary impairment require significant judgment and the use of models, and are subject to potentially significant change as conditions evolve. In addition, changes in the performance of the individual securities and in mortgage market conditions may also affect our impairment assessments. Given the uncertainty of the housing and economic environment, it is difficult to estimate the future performance of mortgage loans and mortgage-related securities with high assurance, and actual results could differ materially from our expectations. Furthermore, various market participants could arrive at materially different conclusions regarding estimates of future cash shortfalls. For more information on the factors that may affect our impairment assessments, see “MD&A — CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities — Mortgage-Related Securities — Higher Risk Components of Our Investments in Mortgage-Related Securities — Other-Than-Temporary Impairments on Available-For-Sale Mortgage-Related Securities” in our 2012 Annual Report.

For more information on risks associated with the use of models, see “RISK FACTORS — Operational Risks — We face risks and uncertainties associated with the models that we use for financial accounting and reporting purposes, to make business decisions, and to manage risks. Market conditions have raised these risks and uncertainties” in our 2012 Annual Report.

Ratings of Non-Agency Mortgage-Related Securities

The table below shows the ratings of non-agency mortgage-related securities backed by subprime, option ARM, Alt-A and other loans, and CMBS held at June 30, 2013 based on their ratings as of June 30, 2013, as well as those held at December 31, 2012 based on their ratings as of December 31, 2012 using the lowest rating available for each security.

 

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Table 23 — Ratings of Non-Agency Mortgage-Related Securities Backed by Subprime, Option ARM, Alt-A and Other Loans, and CMBS

 

Credit Ratings as of June 30, 2013

   UPB     Percentage
of UPB
    Amortized
Cost
     Gross
Unrealized
Losses
    Bond
Insurance
Coverage(1)
 
     (dollars in millions)  

Subprime loans:

           

AAA-rated

   $ 124         $ 124      $ (5   $ 2  

Other investment grade

     1,579       4       1,528        (60     367  

Below investment grade(2)

     40,211       96       31,406        (5,217     1,389  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 41,914       100   $ 33,058      $ (5,282   $ 1,758  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Option ARM loans:

           

AAA-rated

   $         $      $     $  

Other investment grade

     23             22        (1     22  

Below investment grade(2)

     11,167       100       7,025        (634     10  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 11,190       100   $ 7,047      $ (635   $ 32  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Alt-A and other loans:

           

AAA-rated

   $ 35         $ 35      $     $ 6  

Other investment grade

     1,103       9       1,099        (92     236  

Below investment grade(2)

     11,992       91       9,251        (545     1,733  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 13,130       100   $ 10,385      $ (637   $ 1,975  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

CMBS:

           

AAA-rated

   $ 21,528       50   $ 21,552      $     $ 41  

Other investment grade

     19,442       45       19,390        (120     1,694  

Below investment grade(2)

     2,435       5       2,427        (165     1,562  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 43,405       100   $ 43,369      $ (285   $ 3,297  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total subprime, option ARM, Alt-A and other loans, and CMBS:

           

AAA-rated

   $ 21,687       20   $ 21,711      $ (5   $ 49  

Other investment grade

     22,147       20       22,039        (273     2,319  

Below investment grade(2)

     65,805       60       50,109        (6,561     4,694  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 109,639       100   $ 93,859      $ (6,839   $ 7,062  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total investments in mortgage-related securities

   $ 184,684           

Percentage of subprime, option ARM, Alt-A and other loans, and CMBS of total investments in mortgage-related securities

     59         

Credit Ratings as of December 31, 2012

                               

Subprime loans:

           

AAA-rated

   $ 268       1   $ 268      $ (21   $ 18  

Other investment grade

     1,989       4       1,945        (110     366  

Below investment grade(2)

     42,140       95       33,290        (8,998     1,474  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 44,397       100   $ 35,503      $ (9,129   $ 1,858  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Option ARM loans:

           

AAA-rated

   $         $      $     $  

Other investment grade

     32             32        (2     32  

Below investment grade(2)

     11,980       100       7,422        (1,783     12  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 12,012       100   $ 7,454      $ (1,785   $ 44  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Alt-A and other loans:

           

AAA-rated

   $ 48         $ 48      $ (2   $ 6  

Other investment grade

     1,570       11       1,581        (133     261  

Below investment grade(2)

     13,192       89       10,234        (1,066     1,862  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 14,810       100   $ 11,863      $ (1,201   $ 2,129  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

CMBS:

           

AAA-rated

   $ 24,401       51   $ 24,431      $ (4   $ 41  

Other investment grade

     20,860       43       20,813        (87     1,698  

Below investment grade(2)

     2,696       6       2,490        (90     1,568  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 47,957       100   $ 47,734      $ (181   $ 3,307  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total subprime, option ARM, Alt-A and other loans, and CMBS:

           

AAA-rated

   $ 24,717       21   $ 24,747      $ (27   $ 65  

Other investment grade

     24,451       20       24,371        (332     2,357  

Below investment grade(2)

     70,008       59       53,436        (11,937     4,916  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total

   $ 119,176       100   $ 102,554      $ (12,296   $ 7,338  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total investments in mortgage-related securities

   $ 210,085           

Percentage of subprime, option ARM, Alt-A and other loans, and CMBS of total investments in mortgage-related securities

     57         

 

 

(1) Represents the amount of UPB covered by bond insurance. This amount does not represent the maximum amount of losses we could recover, as the bond insurance also covers interest.
(2) Includes securities with S&P equivalent credit ratings below BBB– and certain securities that are no longer rated.

 

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Mortgage Loans

The UPB of mortgage loans on our consolidated balance sheets was $1.7 trillion at both June 30, 2013 and December 31, 2012. Most of the loans on our consolidated balance sheets are securitized (e.g., held in PC trusts). The unsecuritized loans on our consolidated balance sheets generally consist of loans held for investment purposes, loans that are awaiting securitization, or delinquent or modified loans that we removed from PC trusts.

The UPB of unsecuritized single-family mortgage loans declined by $12.3 billion to $132.4 billion at June 30, 2013 from $144.7 billion at December 31, 2012, primarily due to: (a) loan prepayments, foreclosure transfers, and foreclosure alternative activities; and (b) securitizations of loans through our PC cash auction process. This decline was partially offset by our purchases of single-family loans for securitization.

Based on the amount of the recorded investment of single-family loans on our consolidated balance sheets, approximately $50.1 billion, or 3.0%, of these loans were seriously delinquent as of June 30, 2013, compared to $59.8 billion, or 3.6%, as of December 31, 2012. For more information on seriously delinquent single-family loans, see “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk Single-family Mortgage Credit Risk Credit Performance — Delinquencies.” The majority of these seriously delinquent loans are unsecuritized, and were removed by us from our PC trusts. As guarantor, we have the right to remove mortgages that back our PCs from the underlying loan pools under certain circumstances. See “NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS” for more information on our removal of single-family loans from PC trusts.

The UPB of unsecuritized multifamily mortgage loans was $69.3 billion at June 30, 2013 and $76.6 billion at December 31, 2012. This decline is primarily the result of our sales of loans and principal repayments, which were partially offset by our purchases of loans for securitization.

We maintain an allowance for loan losses on mortgage loans that we classify as held-for-investment on our consolidated balance sheets. We also maintain a reserve for guarantee losses that is associated with Freddie Mac mortgage-related securities backed by multifamily loans, certain single-family Other Guarantee Transactions, and other guarantee commitments for which we have incremental credit risk. Collectively, we refer to our allowance for loan losses and our reserve for guarantee losses as our loan loss reserves. Our loan loss reserves were $26.4 billion and $30.9 billion at June 30, 2013 and December 31, 2012, respectively, including $26.2 billion and $30.5 billion, respectively, related to single-family loans. At June 30, 2013 and December 31, 2012, our loan loss reserves, as a percentage of our total mortgage portfolio, excluding non-Freddie Mac securities, were 1.5% and 1.7%, respectively, and as a percentage of the UPB associated with our non-performing loans were 21.0% and 23.5%, respectively. See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk” and “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” for further detail about the mortgage loans and associated allowance for loan losses recorded on our consolidated balance sheets.

The table below summarizes the amount of mortgages we purchased and the amount of guarantees we issued in the applicable periods. The activity presented in the table consists of: (a) mortgage loans in consolidated single-family PCs issued in the period (regardless of whether such securities are held by us or third parties); (b) single-family and multifamily mortgage loans purchased, but not securitized, in the period; and (c) mortgage loans underlying our mortgage-related financial guarantees issued in the period, which are not consolidated on our balance sheets.

 

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Table 24 — Mortgage Loan Purchases and Other Guarantee Commitment Issuances(1)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2013     2012     2013     2012  
     UPB
Amount
    % of
Total
    UPB
Amount
    % of
Total
    UPB
Amount
    % of
Total
    UPB
Amount
    % of
Total
 
     (dollars in millions)  

Mortgage loan purchases and guarantee issuances:

                

Single-family:

                

30-year or more amortizing fixed-rate

   $ 84,537       62   $ 55,827       59   $ 173,111       63   $ 117,674       57

20-year amortizing fixed-rate

     6,927       5       6,260       7       13,856       5       14,670       7  

15-year amortizing fixed-rate

     33,463       24       22,162       23       65,589       24       51,736       25  

Adjustable-rate(2)

     4,855       4       4,312       4       9,034       3       9,464       5  

FHA/VA and other governmental

     76       <1        89       <1        152       <1        179       <1   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family(3)

     129,858       95       88,650       93       261,742       95       193,723       94  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily

     7,490       5       6,661       7       13,534       5       12,412       6  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total mortgage loan purchases and other guarantee commitment issuances(4)

   $ 137,348       100   $ 95,311       100   $ 275,276       100   $ 206,135       100
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Percentage of mortgage purchases and other guarantee commitment issuances with credit enhancements(5)

     15       11       14       10  

 

 

(1) Based on UPB. Excludes mortgage loans traded but not yet settled. Excludes the removal of seriously delinquent loans and balloon/reset mortgages out of PC trusts. Includes other guarantee commitments associated with mortgage loans. See endnote (4) for further information.
(2) Includes amortizing ARMs with 1-, 3-, 5-, 7-, and 10-year initial fixed-rate periods. We have not purchased option ARM loans in our single-family credit guarantee portfolio since 2007.
(3) Includes $18.2 billion and $14.4 billion of conforming jumbo loan purchases and $0.5 billion and $0.6 billion of conforming jumbo loans underlying other guarantee commitments for the six months ended June 30, 2013 and 2012, respectively.
(4) Includes issuances of other guarantee commitments on single-family loans of $5.1 billion and $4.1 billion and issuances of other guarantee commitments on multifamily loans of $0.3 billion and $1.6 billion during the six months ended June 30, 2013 and 2012, respectively.
(5) See “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES — Credit Protection and Other Forms of Credit Enhancement” for further details on credit enhancement of mortgage loans in our multifamily mortgage and single-family credit guarantee portfolios.

See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk Single-Family Mortgage Credit Risk” and “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Table 15.2 — Certain Higher-Risk Categories in the Single-Family Credit Guarantee Portfolio” for information about certain mortgage loans in our single-family credit guarantee portfolio that we believe have higher-risk characteristics.

Derivative Assets and Liabilities, Net

The composition of our derivative portfolio changes from period to period as a result of purchases and terminations of derivatives, assignments of derivatives prior to their contractual maturity, and expiration of derivatives at their contractual maturity. See “NOTE 9: DERIVATIVES” for additional information regarding our derivatives and “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES — Collateral Pledged” for more information about collateral held and posted.

The table below shows the fair value for each derivative type, the weighted average fixed rate of our pay-fixed and receive-fixed swaps, and the maturity profile of our derivative positions reconciled to the amounts presented on our consolidated balance sheets as of June 30, 2013. A positive fair value in the table below for each derivative type is the estimated amount, prior to netting by counterparty, that we would be entitled to receive if the derivatives of that type were terminated. A negative fair value for a derivative type is the estimated amount, prior to netting by counterparty, that we would owe if the derivatives of that type were terminated.

 

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Table 25 — Derivative Fair Values and Maturities

 

     June 30, 2013  
     Notional or
Contractual
Amount(2)
           Fair  Value(1)  
        Total Fair
Value
    Less than
1 Year
    1 to 3
Years
    Greater than 3
and up to 5 Years
    In Excess
of 5 Years
 
     (dollars in millions)  

Interest-rate swaps:

             

Receive-fixed:

             

Swaps

   $ 273,974      $ 4,426     $ 192     $ 719     $ 968     $ 2,547  

Weighted average fixed rate(3)

          0.93     1.08     1.52     2.80

Forward-starting swaps(4)

     13,290        98                   5       93  

Weighted average fixed rate(3)

                  1.80     3.64
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total receive-fixed

     287,264        4,524       192       719       973       2,640  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Basis (floating to floating)

     300        3                   3        

Pay-fixed:

             

Swaps

     277,299        (13,641     (186     (3,593     (3,389     (6,473

Weighted average fixed rate(3)

          2.12     2.83     3.18     3.25

Forward-starting swaps(4)

     5,950        (431                       (431

Weighted average fixed rate(3)

                      3.74
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total pay-fixed

     283,249        (14,072     (186     (3,593     (3,389     (6,904
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total interest-rate swaps

     570,813        (9,545     6       (2,874     (2,413     (4,264
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Option-based:

             

Call swaptions

             

Purchased

     38,288        3,726       1,715       994       591       426  

Written

     6,195        (366     (269     (97            

Put swaptions

             

Purchased

     26,050        386       2       44       50       290  

Other option-based derivatives(5)

     28,339        1,142       1                   1,141  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total option-based

     98,872        4,888       1,449       941       641       1,857  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Futures

     25,219        16       16                    

Foreign-currency swaps

     498        10       10                    

Commitments

     38,271        (85     (85                  

Swap guarantee derivatives

     3,594        (33     (1     (1     (2     (29
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

     737,267        (4,749   $ 1,395     $ (1,934   $ (1,774   $ (2,436
       

 

 

   

 

 

   

 

 

   

 

 

 

Credit derivatives

     6,032        (4        
  

 

 

    

 

 

         

Subtotal

     743,299        (4,753        

Derivative interest receivable (payable), net

        (968        

Trade/settle receivable (payable), net

        (8        

Derivative cash collateral (held) posted, net(6)

        6,033          
  

 

 

    

 

 

         

Total

   $ 743,299      $ 304          
  

 

 

    

 

 

         

 

 

(1) Fair value is categorized based on the period from June 30, 2013 until the contractual maturity of the derivative.
(2) Notional or contractual amounts are used to calculate the periodic settlement amounts to be received or paid and generally do not represent actual amounts to be exchanged. Notional or contractual amounts are not recorded as assets or liabilities on our consolidated balance sheets.
(3) Represents the notional weighted average rate for the fixed leg of the swaps.
(4) Represents interest-rate swap agreements that are scheduled to begin on future dates ranging from less than one year to twelve years as of June 30, 2013.
(5) Primarily includes purchased interest-rate caps and floors.
(6) Excludes $460 million of non-cash collateral held. See endnote (5) to “Table 52 — Derivative Counterparty Credit Exposure” for information about non-cash collateral held or posted. Also excludes amounts related to exchange-traded derivatives and cleared derivatives.

At June 30, 2013, the net fair value of our total derivative portfolio was $304 million, as compared to $479 million at December 31, 2012. The decrease in the net fair value of derivatives resulted from the effects of an increase in longer-term interest rates. The derivative portfolio notional amount was relatively unchanged at $743 billion at June 30, 2013 compared to $746 billion at December 31, 2012. However, during the six months ended June 30, 2013, we did change the mix of our derivative portfolio in response to an increase in longer-term interest rates. See “NOTE 9: DERIVATIVES” for the notional or contractual amounts and related fair values of our total derivative portfolio by product type at June 30, 2013 and December 31, 2012, as well as “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES — Collateral Pledged” for information about derivative collateral held and posted.

The table below summarizes the changes in derivative fair values.

 

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Table 26 — Changes in Derivative Fair Values

 

     Six Months Ended
June 30,
 
     2013(1)     2012(2)  
     (in millions)  

Beginning balance, at January 1 — Net asset (liability)

   $ (6,896   $ (8,662

Net change in:

    

Commitments

     (58     91  

Credit derivatives

           1  

Swap guarantee derivatives

     2       1  

Other derivatives:(3)

    

Changes in fair value

     3,692       (75

Fair value of new contracts entered into during the period(4)

     55        

Contracts realized or otherwise settled during the period

     (1,548     326  
  

 

 

   

 

 

 

Ending balance, at June 30 — Net asset (liability)

   $ (4,753   $ (8,318
  

 

 

   

 

 

 

 

 

(1) Refer to ‘‘Table 25 — Derivative Fair Values and Maturities’’ for a reconciliation of net fair value to the amounts presented on our consolidated balance sheets as of June 30, 2013.
(2) At June 30, 2012, fair value in this table excludes derivative interest receivable or (payable), net of $(900) million, trade/settle receivable or (payable), net of $0 million, and derivative cash collateral posted, net of $9.1 billion.
(3) Includes fair value changes for interest-rate swaps, option-based derivatives, futures, and foreign-currency swaps.
(4) Consists primarily of cash premiums paid or received on options.

See “CONSOLIDATED RESULTS OF OPERATIONS — Non-Interest Income (Loss) — Derivative Gains (Losses)” for a description of gains (losses) on our derivative positions.

REO, Net

We acquire properties, which are recorded as REO assets on our consolidated balance sheets, typically as a result of borrower default (and subsequent foreclosures) on mortgage loans that we own or guarantee. The balance of our REO, net, declined to $4.1 billion at June 30, 2013, from $4.4 billion at December 31, 2012 as dispositions continued to exceed acquisitions. The volume of our single-family REO acquisitions in recent periods has been significantly affected by: (a) the length of the foreclosure process, which extends the time it takes for loans to be foreclosed upon and the underlying properties to transition to REO; and (b) a high volume of foreclosure alternatives, which result in fewer loans proceeding to foreclosure, and thus fewer properties transitioning to REO. We expect that the length of the foreclosure process will continue to remain above historical levels and may increase further. Additionally, we expect our REO activity to remain at elevated levels, as we have a large inventory of seriously delinquent loans in our single-family credit guarantee portfolio. See “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Non-Performing Assets” for additional information about our REO activity.

Deferred Tax Assets and Liabilities

We had a net deferred tax liability of $64 million as of June 30, 2013 compared to a net deferred tax asset of $778 million as of December 31, 2012. During the six months ended June 30, 2013, the valuation allowance on our net deferred tax assets decreased by $3.1 billion, to $28.6 billion. As a result of maintaining a valuation allowance on our net deferred tax assets, there remains a net deferred tax liability associated with unrealized gains on our available-for-sale securities as of June 30, 2013.

On a quarterly basis, we determine whether a valuation allowance is necessary on our net deferred tax assets. In doing so, we consider all evidence currently available, both positive and negative, in determining whether, based on the weight of the evidence, it is more likely than not that the deferred tax assets will be realized. In conducting our assessment, we evaluate certain objective evidence including: (a) our cumulative income position for the past three years; (b) the trend of our financial and tax results; (c) our significant tax net operating loss and low income housing tax credit carryforwards; and (d) our access to capital under the agreements associated with the conservatorship. Additionally, we evaluate certain subjective evidence including: (a) difficulty in predicting unsettled circumstances related to the conservatorship; (b) our estimated 2012 taxable income (loss), which is expected to be breakeven; and (c) forecasts of future book and tax income. Our consideration of the evidence requires significant judgments, estimates and assumptions about inherently uncertain matters, particularly about our future business structure and financial condition.

In evaluating whether we will be able to realize our net deferred tax assets as of June 30, 2013, we determined that the negative evidence supporting maintaining a valuation allowance outweighed the positive evidence supporting a release of the

 

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valuation allowance. As a result, we have concluded that at June 30, 2013, it is not more likely than not that we will be able to realize our net deferred tax assets, and we continue to record a valuation allowance related to our net deferred tax assets. See “NOTE 12: INCOME TAXES” for additional information.

In recent periods, certain of our negative objective evidence has been improving and additional negative evidence could become positive as early as the third quarter of 2013. As of June 30, 2013, we are in a three-year cumulative book income position. The trend in book income has been improving with significant earnings generated in the five most recent quarters, including the quarter ended June 30, 2013. However, our tax income trends lag book income. Our most recent forecast estimates that we will generate taxable income in 2013. Continued improvements in book and tax earnings trends will impact our decision to release the valuation allowance in a future period.

We also continue to update and analyze a range of forecast scenarios of future tax and book income to determine whether these forecasts support full realization of our deferred tax assets. Forecasts are inherently uncertain and rely on significant assumptions and judgments. These assumptions and judgments can change over time. Due to the significant uncertainties related to the conservatorship and ongoing changes to our business as a result of public policy, it is very difficult for us to make projections concerning our financial performance beyond the near term. In addition, under our current base forecast we would need projected income over the next 14 years in order to fully realize our net deferred tax assets.

When we evaluate our ability to realize our net deferred tax assets in future periods, we will consider our ability to sustain our strong financial results, our cumulative income position for the past three years, the likelihood of taxable income in 2013 and in future years, changes in public policy, the changing economic environment, and the continuing uncertainties created by conservatorship.

If the housing market continues to improve, our positive trend in book and taxable income continues, and we retain our positive outlook for book and taxable income, then we may release the valuation allowance in 2013. Any release of the valuation allowance would be recognized in income and we would expect to report a significant tax benefit and a corresponding increase in net worth in that period. The increase in net worth would result in an increased dividend obligation to Treasury.

Other Assets

Other assets consist of accounts and other receivables, the guarantee asset related to non-consolidated trusts and other guarantee commitments, and other miscellaneous assets. Other assets decreased to $12.8 billion as of June 30, 2013 from $13.8 billion as of December 31, 2012 primarily due to a decrease in servicer receivables resulting from a decrease in mortgage loans paid off by borrowers at the end of the period that had not yet been remitted to us. For more information on other assets, see “NOTE 19: SELECTED FINANCIAL STATEMENT LINE ITEMS.”

Total Debt, Net

Total debt, net on our consolidated balance sheets consists of: (a) debt securities of consolidated trusts held by third parties; and (b) other debt.

 

   

PCs and Other Guarantee Transactions issued by our consolidated trusts and held by third parties are recognized as debt securities of consolidated trusts held by third parties on our consolidated balance sheets. Debt securities of consolidated trusts held by third parties represent our liability to third parties that hold beneficial interests in our consolidated trusts. The debt securities of our consolidated trusts may be prepaid at any time, as the loans that collateralize the debt may be prepaid without penalty at any time.

 

   

Other debt consists of unsecured short-term and long-term debt securities we issue to third parties to fund our business activities. It is classified as either short-term or long-term based on the contractual maturity of the debt instrument. See “LIQUIDITY AND CAPITAL RESOURCES” for information about our other debt.

The table below presents the UPB for Freddie Mac-issued mortgage-related securities by the underlying mortgage product type.

 

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Table 27 — Freddie Mac Mortgage-Related Securities(1)

 

     June 30, 2013      December 31, 2012  
     Issued by
Consolidated
Trusts
    Issued by
Non-Consolidated
Trusts
     Total      Issued by
Consolidated
Trusts
    Issued by
Non-Consolidated
Trusts
     Total  
     (in millions)  

Single-family:

               

30-year or more amortizing fixed-rate

   $ 1,035,679     $      $ 1,035,679      $ 1,039,439     $      $ 1,039,439  

20-year amortizing fixed-rate

     80,612              80,612        78,122              78,122  

15-year amortizing fixed-rate

     291,040              291,040        270,032              270,032  

Adjustable-rate(2)

     67,401              67,401        68,470              68,470  

Interest-only(3)

     34,026              34,026        41,275              41,275  

FHA/VA and other governmental

     2,986              2,986        3,084              3,084  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total single-family

     1,511,744              1,511,744        1,500,422              1,500,422  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Multifamily

           4,142        4,142              4,224        4,224  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total single-family and multifamily

     1,511,744       4,142        1,515,886        1,500,422       4,224        1,504,646  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Other Guarantee Transactions:

               

Non-HFA bonds:

               

Single-family(4)

     9,432       3,264        12,696        10,455       3,415        13,870  

Multifamily

     446       48,603        49,049        448       36,732        37,180  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total Non-HFA bonds

     9,878       51,867        61,745        10,903       40,147        51,050  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

HFA Initiative Bonds:(5)

               

Single-family

           3,544        3,544              4,827        4,827  

Multifamily

           768        768              863        863  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total HFA Initiative Bonds

           4,312        4,312              5,690        5,690  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total Other Guarantee Transactions

     9,878       56,179        66,057        10,903       45,837        56,740  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

REMICs and Other Structured Securities backed by Ginnie Mae certificates(6)

           583        583              654        654  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Total Freddie Mac Mortgage-Related Securities

   $ 1,521,622     $ 60,904      $ 1,582,526      $ 1,511,325     $ 50,715      $ 1,562,040  
  

 

 

   

 

 

    

 

 

    

 

 

   

 

 

    

 

 

 

Less: Repurchased Freddie Mac Mortgage-Related Securities(7)

     (132,437           (124,066     
  

 

 

         

 

 

      

Total UPB of debt securities of consolidated trusts held by third parties

   $ 1,389,185           $ 1,387,259       
  

 

 

         

 

 

      

 

 

(1) Amounts are based on UPB of the securities and exclude mortgage-related securities traded, but not yet settled.
(2) Includes $1.0 billion in UPB of option ARM mortgage loans as of both June 30, 2013 and December 31, 2012. See endnote (4) for additional information on option ARM loans that back our Other Guarantee Transactions.
(3) Represents loans where the borrower pays interest only for a period of time before the borrower begins making principal payments. Includes both fixed- and variable-rate interest-only loans.
(4) Backed by non-agency mortgage-related securities that include prime, FHA/VA, and subprime mortgage loans and also include $5.9 billion and $6.3 billion in UPB of securities backed by option ARM mortgage loans at June 30, 2013 and December 31, 2012, respectively.
(5) Consists of bonds we acquired and resecuritized under the NIBP.
(6) Backed by FHA/VA loans.
(7) Represents the UPB of repurchased Freddie Mac mortgage-related securities that are consolidated on our balance sheets and includes certain remittance amounts associated with our security trust administration that are payable to third-party mortgage-related security holders. Our holdings of non-consolidated Freddie Mac mortgage-related securities are presented in “Table 17 — Characteristics of Mortgage-Related Securities on Our Consolidated Balance Sheets.”

Excluding Other Guarantee Transactions, the percentage of amortizing fixed-rate single-family loans underlying our consolidated trust debt securities, based on UPB, was approximately 93% at both June 30, 2013 and December 31, 2012. During the six months ended June 30, 2013, the total UPB of debt securities of consolidated trusts held by third parties increased approximately 0.1%, as the volume of our new issuances exceeded the volume of liquidations of these securities. The UPB of multifamily Other Guarantee Transactions, excluding HFA initiative-related bonds, increased to $49.0 billion as of June 30, 2013 from $37.2 billion as of December 31, 2012, due to multifamily loan securitization activity related to our issuance of K Certificates.

The table below presents additional details regarding our issued and guaranteed mortgage-related securities.

 

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Table 28 — Issuances and Extinguishments of Debt Securities of Consolidated Trusts(1)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2013     2012     2013     2012  
     (in millions)  

Beginning balance of debt securities of consolidated trusts held by third parties

   $ 1,391,508     $ 1,459,365     $ 1,387,259     $ 1,452,476  

Issuances to third parties of debt securities of consolidated trusts:

        

Issuances based on underlying mortgage product type:

        

30-year or more amortizing fixed-rate

     86,029       63,985       175,798       128,026  

20-year amortizing fixed-rate

     6,677       6,692       13,898       15,087  

15-year amortizing fixed-rate

     32,780       22,928       65,104       53,600  

Adjustable-rate

     4,998       4,437       9,159       9,585  

Debt securities of consolidated trusts retained by us at issuance(2)

     (10,738     (8,536     (23,337     (11,441
  

 

 

   

 

 

   

 

 

   

 

 

 

Net issuances of debt securities of consolidated trusts

     119,746       89,506       240,622       194,857  

Reissuances of debt securities of consolidated trusts previously held by us(3)

     8,967       11,010       21,481       22,652  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total issuances to third parties of debt securities of consolidated trusts

     128,713       100,516       262,103       217,509  

Extinguishments, net(4)

     (131,036     (116,658     (260,177     (226,762
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance of debt securities of consolidated trusts held by third parties

   $ 1,389,185     $ 1,443,223     $ 1,389,185     $ 1,443,223  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Based on UPB.
(2) Represents the UPB of mortgage loans that we had purchased for cash, subsequently securitized, and retained in our mortgage-related investments portfolio.
(3) Represents our sales of PCs and certain Other Guarantee Transactions previously held by us.
(4) Represents: (a) UPB of our purchases from third parties of PCs and Other Guarantee Transactions issued by our consolidated trusts; (b) principal repayments related to PCs and Other Guarantee Transactions issued by our consolidated trusts; and (c) certain remittance amounts associated with our trust security administration that are payable to third-party mortgage-related security holders as of June 30, 2013 and 2012.

Extinguishments, net increased during the three and six months ended June 30, 2013 compared to the three and six months ended June 30, 2012 primarily due to continued significant refinance activity caused by continued historically low interest rates and the effect of HARP and an increase in the volume of transactions to support the market and pricing of our single-family PCs. Net issuances of debt securities of consolidated trusts increased during the three and six months ended June 30, 2013 compared to the three and six months ended June 30, 2012 primarily due to the refinance activity noted above. Debt securities of consolidated trusts retained by us at issuance increased during the three and six months ended June 30, 2013 compared to the three and six months ended June 30, 2012 primarily due to the market and pricing support activity noted above.

Other Liabilities

Other liabilities consist of servicer liabilities, the guarantee obligation, the reserve for guarantee losses on non-consolidated trusts and other mortgage-related financial guarantees, accounts payable and accrued expenses, other miscellaneous liabilities, and at June 30, 2013, the net deferred tax liability. Other liabilities of $6.2 billion as of June 30, 2013 were relatively unchanged compared to $6.1 billion as of December 31, 2012. See “NOTE 19: SELECTED FINANCIAL STATEMENT LINE ITEMS” for additional information.

Total Equity (Deficit)

The table below presents the changes in total equity (deficit) and certain capital-related disclosures.

 

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Table 29 — Changes in Total Equity (Deficit)

 

     Three Months Ended     Six Months
Ended
 
     6/30/2013     3/31/2013     12/31/2012     9/30/2012     6/30/2012     6/30/2013  
     (in millions)  

Beginning balance

   $ 9,971     $ 8,827     $ 4,907     $ 1,086     $ (18   $ 8,827  

Net income

     4,988       4,581       4,457       2,928       3,020       9,569  

Other comprehensive income (loss), net of taxes:

            

Changes in unrealized gains (losses) related to available-for-sale securities

     (717     2,280       1,261       2,599       (238     1,563  

Changes in unrealized gains (losses) related to cash flow hedge relationships(1)

     84       90       94       102       107       174  

Changes in defined benefit plans

     2       20       (84     1       3       22  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income

     4,357       6,971       5,728       5,630       2,892       11,328  

Capital draw funded by Treasury

                             19        

Senior preferred stock dividends declared

     (6,971     (5,827     (1,808     (1,809     (1,809     (12,798

Other

                             2        
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total equity (deficit)/Net worth

   $ 7,357     $ 9,971     $ 8,827     $ 4,907     $ 1,086     $ 7,357  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Aggregate draws under the Purchase Agreement (as of period end)(2)

   $ 71,336     $ 71,336     $ 71,336     $ 71,336     $ 71,336     $ 71,336  

Aggregate senior preferred stock dividends paid to Treasury in cash (as of period end)

   $ 36,552     $ 29,581     $ 23,754     $ 21,946     $ 20,137     $ 36,552  

 

 

(1) Represents the reclassification of losses into earnings related to our closed cash flow hedges as the originally forecasted transactions affected earnings.
(2) Does not include the initial $1.0 billion liquidation preference of senior preferred stock that we issued to Treasury in September 2008 as an initial commitment fee and for which no cash was received. Under the Purchase Agreement, the payment of dividends cannot be used to reduce prior draws from Treasury.

At June 30, 2013, our assets exceeded our liabilities under GAAP; therefore no draw is being requested from Treasury under the Purchase Agreement for the second quarter of 2013. We paid cash dividends to Treasury of $12.8 billion during the six months ended June 30, 2013. Based on our Net Worth Amount at June 30, 2013, our dividend obligation to Treasury in September 2013 will be $4.4 billion.

Our available-for-sale securities shifted from a net unrealized loss of $1.4 billion at December 31, 2012 to a net unrealized gain of $119 million at June 30, 2013. This $1.6 billion improvement in AOCI was primarily due to fair value gains related to: (a) the impact of spread tightening on our non-agency mortgage-related securities; and (b) the movement of our single-family non-agency mortgage-related securities with unrealized losses towards maturity.

RISK MANAGEMENT

Our investment and credit guarantee activities expose us to three broad categories of risk: (a) credit risk; (b) interest-rate risk and other market risk; and (c) operational risk. See “RISK FACTORS” in our 2012 Annual Report for additional information regarding these and other risks.

Credit Risk

We are subject primarily to two types of credit risk: mortgage credit risk and institutional credit risk. Mortgage credit risk is the risk that a borrower will fail to make timely payments on a mortgage we own or guarantee. Institutional credit risk is the risk that a counterparty that has entered into a business contract or arrangement with us will fail to meet its obligations to us.

Mortgage Credit Risk

We are exposed to mortgage credit risk principally in our single-family credit guarantee and multifamily mortgage portfolios because we either hold the mortgage assets or have guaranteed mortgages in connection with the issuance of a Freddie Mac mortgage-related security, or other guarantee commitment. All mortgages that we purchase or guarantee have an inherent risk of default. We are also exposed to mortgage credit risk related to our investments in non-Freddie Mac mortgage-related securities. For information about our holdings of these securities, see “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities — Mortgage-Related Securities.

Single-Family Mortgage Credit Risk

Single-family mortgage credit risk is primarily influenced by the credit profile of the borrower of the mortgage (e.g., credit score, credit history, and monthly income relative to debt payments), documentation level, the number of borrowers,

 

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the features of the mortgage itself, the purpose of the mortgage, occupancy type, property type and value, the LTV ratio, and local and regional economic conditions, including home prices and unemployment rates.

We use a process of delegated underwriting for the single-family mortgages we purchase or securitize. In this process, our contracts with seller/servicers describe mortgage eligibility and underwriting standards and the seller/servicers represent and warrant to us that the mortgages sold to us meet these standards. Through our delegated underwriting process, mortgage loans and the borrowers’ ability to repay the loans are evaluated using a number of critical risk characteristics, including, but not limited to, the borrower’s credit score and credit history, the borrower’s monthly income relative to debt payments, the original LTV ratio, the type of mortgage product, the property type and market value, and the occupancy type of the loan. For more information on the underwriting process, see “BUSINESS — Our Business Segments — Single-Family Guarantee Segment — Underwriting Requirements and Quality Control Standards” in our 2012 Annual Report.

Conditions in the mortgage market improved in most geographical areas during the first half of 2013. However, many single-family mortgage loans, especially those originated from 2005 through 2008, have been adversely affected by the compounding pressures on household wealth caused by significant declines in home values that began in 2006 and the ongoing weak employment environment in many areas. Our serious delinquency rate continued to decline, but remained high in the first half of 2013 compared to the rates we experienced in years prior to 2009, as discussed in “Credit Performance — Delinquencies.” The UPB of our single-family non-performing loans also remained at high levels during the first half of 2013.

The table below presents certain credit information about loans in our single-family credit guarantee portfolio by year of origination as of June 30, 2013 and for the six months ended June 30, 2013.

Table 30 — Single-Family Credit Guarantee Portfolio Data by Year of Origination(1)

 

     At June 30, 2013     Six Months Ended
June 30, 2013
 
     Percent of
Portfolio
    Average
Credit
Score(2)
     Original
LTV Ratio
    Current
LTV  Ratio(3)
    Current
LTV Ratio
>100%(3)(4)
    Serious
Delinquency
Rate(5)
    Percent of
Credit Losses
 

Year of Origination

  

            

2013

     12     751        75     76     11        

2012

     24       754        78       73       11       0.11       1  

2011

     12       751        72       65       4       0.35       1  

2010

     12       750        72       67       4       0.60       2  

2009

     10       748        71       67       4       1.00       2  
  

 

 

              

 

 

 
  

 

 

              

 

 

 

Combined-2009 to 2013

     70       752        74       70       8       0.37       6  
  

 

 

              

 

 

 
  

 

 

              

 

 

 

2008

     4       716        74       84       22       7.13       9  

2007

     6       697        77       101       47       12.00       33  

2006

     4       703        75       98       43       10.95       24  

2005

     5       710        73       83       24       7.07       18  
  

 

 

              

 

 

 
  

 

 

              

 

 

 

Combined-2005 to 2008

     19       705        75       92       35       9.39       84  
  

 

 

              

 

 

 
  

 

 

              

 

 

 

2004 and prior

     11       712        72       53       4       3.26       10  
  

 

 

              

 

 

 
  

 

 

              

 

 

 

Total

     100     739        74       73       13       2.79       100
  

 

 

              

 

 

 

 

 

(1) Based on the loans remaining in the portfolio at June 30, 2013, which totaled $1.6 trillion, rather than all loans originally guaranteed by us and originated in the respective year. Includes loans acquired under our relief refinance initiative, which began in 2009.
(2) Based on FICO score of the borrower as of the date of loan origination and may not be indicative of the borrowers’ current creditworthiness. Excludes less than 1% of loans in the portfolio because the FICO scores at origination were not available.
(3) We estimate current market values by adjusting the value of the property at origination based on changes in the market value of homes in the same geographical area since origination.
(4) Calculated as a percentage of the aggregate UPB of loans with LTV ratios greater than 100% in relation to the total UPB of loans in the category.
(5) See “Credit Performance Delinquencies” for further information about our reported serious delinquency rates.

Improvement in home prices in many areas of the U.S. during the first half of 2013 generally led to improved current LTV ratios of the loans in our portfolio as of June 30, 2013. However, we estimate that as of June 30, 2013 and December 31, 2012, approximately 35% and 42%, respectively, of the loans originated in 2005 through 2008 that remained in our single-family credit guarantee portfolio as of those dates had current LTV ratios greater than 100%. Loans with current LTV ratios greater than 100% comprised 13% and 15%, of our single-family credit guarantee portfolio, based on UPB at June 30, 2013 and December 31, 2012, respectively, and comprised approximately 75% and 83% of our credit losses recognized in the first half of 2013 and 2012, respectively. As of June 30, 2013 and December 31, 2012, for the loans in our single-family credit guarantee portfolio with estimated current LTV ratios greater than 80%, the borrowers had a weighted average credit score at origination of 723 and 722, respectively.

 

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As of June 30, 2013, 7.5% of the total number of single-family loans we purchased or guaranteed that were originated in 2005 to 2008 had been foreclosed or completed a short sale transaction resulting in a loss (before consideration of recoveries). In addition, approximately 9.4% of loans originated in those years that remained in our single-family guarantee portfolio as of June 30, 2013 were seriously delinquent. We believe the gradual replacement of the loans originated in 2005 to 2008 has positively impacted the payment performance of our single-family credit guarantee portfolio. However, the rate at which this replacement is occurring continues to be negatively affected by a low volume of new purchase mortgage originations and a lengthy foreclosure process in many states.

Characteristics of the Single-Family Credit Guarantee Portfolio

The average UPB of loans in our single-family credit guarantee portfolio was approximately $153,000 and $151,000 at June 30, 2013 and December 31, 2012, respectively. We purchased loans or issued other guarantee commitments for approximately 646,000 and 433,000 single-family loans totaling $129.9 billion and $88.7 billion of UPB during the second quarters of 2013 and 2012, respectively. Our single-family credit guarantee portfolio predominately consists of first-lien, fixed-rate mortgage loans secured by the borrower’s primary residence. These loans represented approximately 96% and 97% of the single-family mortgages we purchased or guaranteed in the three and six months ended June 30, 2013, respectively, based on UPB. Approximately 81% of the single-family mortgages we purchased or guaranteed in the first half of 2013 were refinance mortgages, and approximately 25% were relief refinance mortgages, based on UPB.

The credit quality of the single-family loans we acquired beginning in 2009 (excluding HARP and other relief refinance mortgages) is significantly better than that of loans we acquired from 2005 through 2008, as measured by original LTV ratios, FICO scores, and the proportion of loans underwritten with fully documented income. Mortgages originated after 2008, including HARP and other relief refinance loans, comprised an increasing proportion of the portfolio during the first half of 2013, and the proportion of loans originated prior to 2009 within the portfolio continued to decline.

The percentage of home purchase loans in our loan acquisition volume continued to remain at low levels and refinance activity remained high during the first half of 2013. During the second quarter and first half of 2013, we purchased or guaranteed more than 507,000 and 1,047,000, respectively, of single-family loans that were refinance mortgages totaling $99.7 billion and $211.0 billion in UPB, respectively. As of June 30, 2013 and December 31, 2012, there were approximately 10.8 million and 10.9 million loans, respectively, in our single-family credit guarantee portfolio, including 1.9 million and 1.6 million relief refinance mortgages, respectively.

The tables below provide additional characteristics of single-family mortgage loans purchased during the six months ended June 30, 2013 and 2012, and of our single-family credit guarantee portfolio at June 30, 2013 and December 31, 2012.

 

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Table 31 — Characteristics of Purchases for the Single-Family Credit Guarantee Portfolio(1)

 

     Percent of Purchases During the Six Months Ended June 30,  
     2013     2012  
     Relief Refi     All Other     Total     Relief Refi     All Other     Total  

Original LTV Ratio Range

            

60% and below

     4     20     24     4     22     26

Above 60% to 70%

     2       13       15       2       12       14  

Above 70% to 80%

     3       31       34       3       29       32  

Above 80% to 100%

     7       11       18       10       7       17  

Above 100% to 125%

     5       <1        5       7       <1        7  

Above 125%

     4       <1        4       4       <1        4  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     25     75     100     30     70     100
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average original LTV ratio

     92     69     75     96     67     76

Credit Score(2)

            

740 and above

     13     56     69     17     54     71

700 to 739

     5       13       18       6       11       17  

660 to 699

     4       5       9       4       4       8  

620 to 659

     2       1       3       2       1       3  

Less than 620

     1       <1        1       1       <1        1  

Not available

     <1        <1              <1        <1         
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     25     75     100     30     70     100
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average credit score:

            

Total mortgages

     730       758       751       741       763       756  

 

     Percent of Purchases During the
Six Months Ended June 30,
 
     2013     2012  

Loan Purpose

    

Purchase

     19     16

Cash-out refinance

     17       15  

Other refinance(3)

     64       69  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Property Type

    

Detached/townhome(4)

     93     94

Condo/Co-op

     7       6  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Occupancy Type

    

Primary residence

     89     91

Second/vacation home

     4       4  

Investment

     7       5  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

 

 

(1) Percentages are based on the UPB of the single-family credit guarantee portfolio.
(2) Credit score data is based on FICO scores, which are ranked on a scale of approximately 300 to 850 points. Although we obtain updated credit information on certain borrowers after the origination of a mortgage, such as those borrowers seeking a modification, the scores presented in this table represent the credit score of the borrower at the time of loan origination and may not be indicative of the borrowers’ current creditworthiness.
(3) Other refinance loans include: (a) refinance mortgages with “no cash out” to the borrower; and (b) refinance mortgages for which the delivery data provided was not sufficient for us to determine whether the mortgage was a cash-out or a no cash-out refinance transaction.
(4) Includes manufactured housing and homes within planned unit development communities. The UPB of manufactured housing mortgage loans purchased during the six months ended June 30, 2013 and 2012 was $424 million and $288 million, respectively.

 

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Table 32 — Characteristics of the Single-Family Credit Guarantee Portfolio(1)

 

     Portfolio Balance at(2)  
     June 30, 2013     December 31, 2012  

Original LTV Ratio Range

    

60% and below

     22     22

Above 60% to 70%

     15       15  

Above 70% to 80%

     38       40  

Above 80% to 100%

     19       18  

Above 100%

     6       5  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Weighted average original LTV ratio

     74     74

Estimated Current LTV Ratio Range(3)

    

60% and below

     30     28

Above 60% to 70%

     16       14  

Above 70% to 80%

     20       21  

Above 80% to 90%

     13       13  

Above 90% to 100%

     8       9  

Above 100% to 120%

     8       8  

Above 120%

     5       7  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Weighted average estimated current LTV ratio:

    

Relief refinance mortgages(4)

     84     83

All other mortgages

     70     74

Total mortgages

     73     75

Credit Score(5)

    

740 and above

     57     56

700 to 739

     21       21  

660 to 699

     13       14  

620 to 659

     6       6  

Less than 620

     3       3  

Not available

     <1        <1   
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Weighted average credit score:

    

Relief refinance mortgages(4)

     738       741  

All other mortgages

     739       736  

Total mortgages

     739       737  

Loan Purpose

    

Purchase

     25     27

Cash-out refinance

     23       24  

Other refinance(6)

     52       49  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Property Type

    

Detached/townhome(7)

     92     92

Condo/Co-op

     8       8  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

Occupancy Type

    

Primary residence

     90     90

Second/vacation home

     5       5  

Investment

     5       5  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

 

 

(1) Ending balances are based on the UPB of the single-family credit guarantee portfolio. Other Guarantee Transactions with ending balances of $1 billion at both June 30, 2013 and December 31, 2012, are excluded since these securities are backed by non-Freddie Mac issued securities for which the loan characteristics data was not available.
(2) Includes loans acquired under our relief refinance initiative, which began in 2009.
(3) The current LTV ratios are management estimates, which are updated on a monthly basis. Current market values are estimated by adjusting the value of the property at origination based on changes in the market value of homes in the same geographical area since that time.
(4) Relief refinance mortgages of all LTV ratios comprised approximately 20% and 18% of our single-family credit guarantee portfolio by UPB as of June 30, 2013 and December 31, 2012, respectively.
(5) Credit score data is based on FICO scores, which are ranked on a scale of approximately 300 to 850 points. Although we obtain updated credit information on certain borrowers after the origination of a mortgage, such as those borrowers seeking a modification, the scores presented in this table represent the credit score of the borrower at the time of loan origination and may not be indicative of the borrowers’ current creditworthiness. Excludes less than 1% of loans in the portfolio because the FICO scores at origination were not available at June 30, 2013.
(6) Other refinance loans include: (a) refinance mortgages with “no cash out” to the borrower; and (b) refinance mortgages for which the delivery data provided was not sufficient for us to determine whether the mortgage was a cash-out or a no cash-out refinance transaction.
(7) Includes manufactured housing and homes within planned unit development communities.

 

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An increase in the estimated current LTV ratio of a loan indicates that the borrower’s equity in the home has declined, and can negatively affect the borrower’s ability to refinance or sell the property for an amount at or above the balance of the outstanding mortgage loan. Based on our historical experience, there is an increase in borrower default risk as LTV ratios increase. Due to our participation in HARP, we purchase a significant number of loans that have LTV ratios over 100%. HARP loans with LTV ratios over 100% represented 9% and 11% of our single-family mortgage purchases in the first half of 2013 and 2012, respectively. The percentage of mortgages in our single-family credit guarantee portfolio with estimated current LTV ratios greater than 100% was 13% and 15% at June 30, 2013 and December 31, 2012, respectively, and the serious delinquency rate for these loans was 10.9% and 12.7%, respectively.

Attribute Combinations

Certain combinations of loan characteristics often can indicate a higher degree of credit risk. For example, single-family mortgages with both high LTV ratios and borrowers who have lower credit scores typically experience higher rates of serious delinquency and default. We estimate that there were $12.6 billion and $12.0 billion at June 30, 2013 and December 31, 2012, respectively, of loans in our single-family credit guarantee portfolio with both original LTV ratios greater than 90% and FICO scores less than 620 at the time of loan origination. We continue to purchase certain of these loans if they are covered by credit enhancements for the UPB in excess of 80% or if they are HARP loans. Certain mortgage product types, including interest-only or option ARM loans, have features that may also add to credit risk. See “Table 40 — Single-Family Credit Guarantee Portfolio by Attribute Combinations” for information about certain attribute combinations of our single-family mortgage loans.

Single-Family Mortgage Product Types

Product mix affects the credit risk profile of our total mortgage portfolio. The primary mortgage products in our single-family credit guarantee portfolio are first lien, fixed-rate mortgage loans secured by the borrower’s primary residence. Effective January 1, 2013, we no longer purchase balloon/reset mortgages. See “Other Categories of Single-Family Mortgage Loans” below for additional information on higher-risk mortgages in our single-family credit guarantee portfolio.

For purposes of presentation within this Form 10-Q and elsewhere in our reporting, we have categorized a number of modified loans as fixed-rate loans (instead of as adjustable rate loans), even though the modified loans have rate adjustment provisions. In these cases, while the terms of the modified loans provide for the interest rate to adjust in the future, such future rates are determined at the time of modification rather than at a subsequent date.

The following paragraphs provide information on the interest-only, option ARM, and conforming jumbo loans in our single-family credit guarantee portfolio. Interest-only and option ARM loans are higher-risk mortgage products based on the features of these types of loans, and have experienced significantly higher serious delinquency rates than fixed-rate amortizing mortgage products.

Interest-Only Loans

Interest-only loans have an initial period during which the borrower pays only interest, and at a specified date the monthly payment increases to begin reflecting repayment of principal. Interest-only loans represented approximately 2% and 3% of the UPB of our single-family credit guarantee portfolio at June 30, 2013 and December 31, 2012, respectively. We discontinued purchasing such loans on September 1, 2010. The balance of these loans has declined significantly in recent years since we no longer purchase them and many of these borrowers have repaid their loans, completed foreclosure transfers, refinanced or received loan modifications into an amortizing loan product (and thus these loans are no longer classified as interest-only loans).

Option ARM Loans

Most option ARM loans have initial periods during which the borrower has various options as to the amount of each monthly payment, until a specified date, when the terms are recast. We have not purchased option ARM loans in our single-family credit guarantee portfolio since 2007. At both June 30, 2013 and December 31, 2012, option ARM loans represented less than 1% of the UPB of our single-family credit guarantee portfolio. Included in this exposure was $5.9 billion and $6.3 billion of option ARM securities underlying certain of our Other Guarantee Transactions at June 30, 2013 and December 31, 2012, respectively. While we have not categorized these option ARM securities as either subprime or Alt-A securities for presentation within this Form 10-Q and elsewhere in our reporting, they could exhibit similar credit

 

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performance to collateral identified as subprime or Alt-A. For reporting purposes, loans within the option ARM category continue to be presented in that category following a modification of the loan, even though the modified loan no longer provides for optional payment provisions. As of June 30, 2013 and December 31, 2012, approximately 9.4% and 8.1%, respectively, of the option ARM loans within our single-family credit guarantee portfolio had been modified. For information on our exposure to option ARM loans through our holdings of non-agency mortgage-related securities, see “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities.”

Conforming Jumbo Loans

For loans originated after September 30, 2011, conforming jumbo loans on a one-family residence have UPB at origination that is greater than $417,000 and up to $625,500 in certain “high-cost” areas. We purchased or guaranteed $18.7 billion and $15.0 billion of conforming jumbo loans during the six months ended June 30, 2013 and 2012, respectively. The UPB of conforming jumbo loans in our single-family credit guarantee portfolio as of June 30, 2013 and December 31, 2012 was $62.8 billion and $57.0 billion, and comprised 4% and 3% of the portfolio, respectively. The average size of these loans was approximately $524,000 and $530,000 at June 30, 2013 and December 31, 2012, respectively. See “BUSINESS — Our Business” in our 2012 Annual Report for further information on the conforming loan limits.

Other Categories of Single-Family Mortgage Loans

While we have classified certain loans as subprime or Alt-A for purposes of the discussion below and elsewhere in this Form 10-Q, there is no universally accepted definition of subprime or Alt-A, and our classification of such loans may differ from those used by other companies. For example, some financial institutions may use FICO scores to delineate certain residential mortgages as subprime. In addition, we do not rely primarily on these loan classifications to evaluate the credit risk exposure relating to such loans in our single-family credit guarantee portfolio. For a definition of the subprime and Alt-A single-family loans and securities in this Form 10-Q, see “GLOSSARY.”

Subprime Loans

Participants in the mortgage market may characterize single-family loans based upon their overall credit quality at the time of origination, generally considering them to be prime or subprime. While we have not historically characterized the loans in our single-family credit guarantee portfolio as either prime or subprime, we do monitor the amount of loans we have guaranteed with characteristics that indicate a higher degree of credit risk (see “Higher-Risk Loans in the Single-Family Credit Guarantee Portfolio” and “Table 40 — Single-Family Credit Guarantee Portfolio by Attribute Combinations” for further information). In addition, we estimate that approximately $1.9 billion and $2.0 billion of security collateral underlying our Other Guarantee Transactions at June 30, 2013 and December 31, 2012, respectively, were identified as subprime based on information provided to us when we entered into these transactions.

We also categorize our investments in non-agency mortgage-related securities as subprime if they were identified as such based on information provided to us when we entered into these transactions. At June 30, 2013 and December 31, 2012, we held $41.9 billion and $44.4 billion, respectively, in UPB of non-agency mortgage-related securities backed by subprime loans. Approximately 4% and 5% of these securities were investment grade at June 30, 2013 and December 31, 2012, respectively. The credit performance of loans underlying these securities deteriorated significantly since 2008. For more information on our exposure to subprime mortgage loans through our investments in non-agency mortgage-related securities see “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities.”

Alt-A Loans

Although there is no universally accepted definition of Alt-A, many mortgage market participants classify single-family loans with credit characteristics that range between their prime and subprime categories as Alt-A because these loans have a combination of characteristics of each category, may be underwritten with lower or alternative income or asset documentation requirements compared to a full documentation mortgage loan, or both. The UPB of Alt-A loans in our single-family credit guarantee portfolio declined to $64.1 billion as of June 30, 2013 from $73.7 billion as of December 31, 2012 primarily due to refinancing into other mortgage products, foreclosure transfers, and other liquidation events. For reporting purposes, loans within the Alt-A category continue to be reported in that category following a modification of the loan, even though the borrower may have provided full documentation of assets and income before completing the modification. As of June 30, 2013 and December 31, 2012, approximately 13.9% and 11.8%, respectively, of the Alt-A loans within our single-family credit guarantee portfolio had completed a modification. As of June 30, 2013, for Alt-A loans in our

 

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single-family credit guarantee portfolio, the average FICO score at origination was 712. Although Alt-A mortgage loans comprised approximately 4% of our single-family credit guarantee portfolio as of June 30, 2013, these loans represented approximately 23% of our credit losses during both the three and six months ended June 30, 2013.

Although we discontinued new purchases of mortgage loans with lower documentation standards for assets or income beginning March 1, 2009, we continued to purchase certain amounts of these mortgages in cases where the loan was either: (a) purchased pursuant to a previously issued other guarantee commitment; (b) part of our relief refinance mortgage initiative; or (c) in another refinance mortgage initiative and the pre-existing mortgage (including Alt-A loans) was originated under less than full documentation standards. In the event we purchase a refinance mortgage and the original loan had been previously identified as Alt-A, such refinance loan may no longer be categorized or reported as an Alt-A mortgage in this Form 10-Q and our other financial reports because the new refinance loan replacing the original loan would not be identified by the seller/servicer as an Alt-A loan. As a result, our reported Alt-A balances may be lower than would otherwise be the case had such refinancing not occurred. From the time the relief refinance initiative began in 2009 to June 30, 2013, we have purchased approximately $26.3 billion of relief refinance mortgages that were previously categorized as Alt-A loans in our portfolio, including $4.2 billion during the six months ended June 30, 2013.

We also hold investments in non-agency mortgage-related securities backed by single-family Alt-A loans. At June 30, 2013 and December 31, 2012, we held investments of $13.1 billion and $14.8 billion in UPB, respectively, of non-agency mortgage-related securities backed by Alt-A and other mortgage loans. Approximately 9% and 11% of these securities were categorized as investment grade at June 30, 2013 and December 31, 2012, respectively. The credit performance of loans underlying these securities deteriorated significantly since 2008. We categorize our investments in non-agency mortgage-related securities as Alt-A if the securities were identified as such based on information provided to us when we entered into these transactions. For more information on our exposure to Alt-A mortgage loans through our investments in non-agency mortgage-related securities see “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities.”

Higher-Risk Loans in the Single-Family Credit Guarantee Portfolio

The table below presents information about certain categories of single-family mortgage loans within our single-family credit guarantee portfolio that we believe have certain higher-risk characteristics. These loans include categories based on product type and borrower characteristics present at origination. The table includes a presentation of each higher risk category in isolation. A single loan may fall within more than one category (for example, an interest-only loan may also have an original LTV ratio greater than 90%). Loans with a combination of these characteristics will have an even higher risk of default than those with a single characteristic.

 

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Table 33 — Certain Higher-Risk Categories in the Single-Family Credit Guarantee Portfolio(1)

 

     As of June 30, 2013  
     UPB      Estimated
Current  LTV(2)
    Percentage
Modified(3)
    Serious
Delinquency
Rate(4)
 
     (dollars in billions)  

Loans with one or more specified characteristics

   $ 363.8        98     7.7     6.2

Categories (individual characteristics):

         

Alt-A

     64.1        92       13.9       10.7  

Interest-only(5)

     41.1        100       0.3       14.6  

Option ARM(6)

     6.9        94       9.4       14.3  

Original LTV ratio greater than 90%, non-HARP mortgages

     98.5        95       10.0       6.6  

Original LTV ratio greater than 90%, HARP mortgages

     145.9        109       0.3       1.0  

Lower FICO scores at origination (less than 620)(7)

     49.5        86       16.2       11.0  
     As of December 31, 2012  
     UPB      Estimated
Current LTV(2)
    Percentage
Modified(3)
    Serious
Delinquency
Rate(4)
 
     (dollars in billions)  

Loans with one or more specified characteristics

   $ 355.3        101     7.6     7.5

Categories (individual characteristics):

         

Alt-A

     73.7        100       11.8       11.4  

Interest-only(5)

     50.2        110       0.3       16.3  

Option ARM(6)

     7.3        105       8.1       16.3  

Original LTV ratio greater than 90%, non-HARP mortgages

     98.5        100       9.4       7.8  

Original LTV ratio greater than 90%, HARP mortgages

     120.4        108       0.2       1.0  

Lower FICO scores at origination (less than 620)(7)

     50.9        89       15.3       12.2  

 

 

 

(1) Categories are not additive and a single loan may be included in multiple categories if more than one characteristic is associated with the loan.
(2) See endnote (3) to “Table 32 — Characteristics of the Single-Family Credit Guarantee Portfolio” for information on our calculation of current LTV ratios.
(3) Represents the percentage of loans based on loan count in our single-family credit guarantee portfolio at period end that have been modified, including those with no changes in the interest rate or maturity date, but where past due amounts are added to the outstanding principal balance of the loan. Excludes loans underlying certain Other Guarantee Transactions for which data was not available.
(4) See “Credit Performance — Delinquencies” for further information about our reported serious delinquency rates.
(5) When an interest-only loan is modified to require repayment of principal, the loan is removed from the interest-only category. The percentages of interest-only loans which have been modified at period end reflect loans that have not yet been assigned to their new product category (post-modification), primarily due to delays in processing.
(6) For reporting purposes, loans within the option ARM category continue to be reported in that category following modification, even though the modified loan no longer provides for optional payment provisions.
(7) See endnote (2) to “Table 31 — Characteristics of Purchases for the Single-Family Credit Guarantee Portfolio” for information on our presentation of FICO scores.

The total UPB of loans in our single-family credit guarantee portfolio with one or more of these higher-risk characteristics was $364 billion and $355 billion as of June 30, 2013 and December 31, 2012, respectively, and comprised approximately 22% of the portfolio at both dates. The serious delinquency rates associated with loans with one or more of the above characteristics declined to 6.2% as of June 30, 2013 from 7.5% as of December 31, 2012.

A significant portion of the loans in the higher-risk categories presented in the table above were originated in 2005 through 2008. We have fully discontinued purchases of Alt-A (effective March 1, 2009), interest-only (effective September 1, 2010), and option ARM (since 2007) loans. The UPB of loans with one or more of these higher-risk characteristics in our single-family credit guarantee portfolio increased during the first half of 2013 primarily due to increased purchases of loans with original LTV ratios greater than 90% resulting from significant HARP activity. While the balance of our non-HARP mortgages with original LTV ratios greater than 90% was unchanged at June 30, 2013 compared to December 31, 2012, we continue to purchase certain of these loans if they are covered by credit enhancements for the UPB in excess of 80%. We also continue to purchase single-family loans with FICO scores below 620 in limited amounts if they meet our underwriting standards.

Credit Enhancements

The use of credit enhancements is intended to mitigate some of our potential credit losses. Our charter requires that single-family mortgages with LTV ratios above 80% at the time of purchase be covered by specified credit enhancements or participation interests (subject to certain exceptions, such as discussed below with respect to HARP). As guarantor, we remain responsible for the payment of principal and interest if mortgage insurance or other credit enhancements do not provide full reimbursement for covered losses. Our credit losses could increase if an entity that provides credit enhancement

 

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fails to fulfill its obligation (e.g., a mortgage insurer fails to pay a claim), as this would reduce the amount of our credit loss recoveries.

At both June 30, 2013 and December 31, 2012, our credit-enhanced mortgages represented 13% of our single-family credit guarantee portfolio, excluding those backing Ginnie Mae Certificates and HFA bonds guaranteed by us under the HFA initiative. Our financial guarantees backed by Ginnie Mae Certificates and HFA bonds under the HFA initiative are excluded because we consider the incremental credit risk to which we are exposed to be insignificant. In recent periods, the percentage of our single-family loan purchases with credit enhancement coverage has been affected by high volumes of refinance activity. Refinance loans (other than HARP loans) typically have lower LTV ratios than home purchase loans, and are more likely to have an LTV ratio below 80% and not require credit protection as specified in our charter. Under HARP, we allow eligible borrowers who have mortgages with current LTV ratios over 80% to refinance their mortgages without obtaining new mortgage insurance in excess of the insurance coverage that was already in place.

We recognized recoveries from credit enhancements (excluding recoveries that represent reimbursements for our expenses, including REO operations expenses) of $0.7 billion and $0.6 billion that reduced our charge-offs of single-family loans during the six months ended June 30, 2013 and 2012, respectively. Substantially all of these amounts represent recoveries associated with our primary and pool mortgage insurance policies. REO operations income (expenses) included recoveries from credit enhancements of $86 million and $56 million during the six months ended June 30, 2013 and 2012, respectively, primarily associated with our primary and pool mortgage insurance policies.

See “Institutional Credit Risk” for information about our counterparties that provide credit enhancement on loans in our single-family credit guarantee portfolio, including information about pool insurance coverage and our mortgage loan insurers. See “BUSINESS — Our Business Segments —Single-Family Guarantee Segment — Credit Enhancements” in our 2012 Annual Report and “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” for additional information about credit protection and other forms of credit enhancements covering loans in our single-family credit guarantee portfolio. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities — Mortgage-Related Securities” for credit enhancement and other information about our investments in non-Freddie Mac mortgage-related securities.

Single-Family Loan Workouts and the MHA Program

Loan workout activities are a key component of our loss mitigation strategy for managing and resolving troubled assets and lowering credit losses. Our loan workouts consist of: (a) forbearance agreements; (b) repayment plans; (c) loan modifications; and (d) foreclosure alternatives (i.e., short sales or deed in lieu of foreclosure transactions). Our single-family loss mitigation strategy emphasizes early intervention by servicers in delinquent mortgages and provides alternatives to foreclosure. In connection with our loss mitigation efforts, we participate in the MHA Program, which is primarily designed to help in the housing recovery, promote liquidity and housing affordability, and expand foreclosure prevention efforts. HAMP and HARP are key components of the MHA Program. See “BUSINESS — Our Business Segments — Single-Family Guarantee Segment — Loss Mitigation and Loan Workout Activities” in our 2012 Annual Report for more information on the MHA Program and our loss mitigation activities, including a description of our loan workouts (e.g., HAMP) and HARP. During the six months ended June 30, 2013, we helped approximately 87,000 borrowers either stay in their homes or sell their properties and avoid foreclosures through our various workout programs, including HAMP, and we completed nearly 43,000 foreclosures.

Home Affordable Modification Program and Non-HAMP Standard Modifications

Our primary loan modification initiatives are HAMP and our non-HAMP standard loan modification initiative. Beginning in July 2013 through December 2015, we also offer a streamlined non-HAMP modification. HAMP was previously scheduled to end in December 2013, but has been extended to December 2015.

During the second quarter of 2013, approximately 19,300 borrowers having loans with aggregate UPB of $4.0 billion completed modifications, and approximately 22,000 borrowers were in the modification trial period for either HAMP or non-HAMP standard modifications. For information about the percentage of completed loan modifications that remained current, see “Table 37 — Quarterly Percentages of Modified Single-Family Loans — Current and Performing.”

Based on information provided by the MHA Program administrator, our servicers had completed more than 229,000 loan modifications under HAMP from the introduction of the initiative in 2009 through June 30, 2013, compared to approximately 217,000 cumulative HAMP completions as of December 31, 2012. According to the administrator, the number of our loans in the HAMP trial period declined to 6,895 as of June 30, 2013 from 9,440 as of December 31, 2012.

 

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As of June 30, 2013, the borrower’s monthly payment for all of our completed HAMP modifications was reduced on average by an estimated $533, which amounts to an average of $6,396 per year, and a total of $1.5 billion in annual reductions (these amounts are calculated by multiplying the number of completed modifications by the average reduction in monthly payment, and have not been adjusted to reflect the actual performance of the loans following modification). As of June 30, 2013, the percentage of our HAMP modifications that were completed in 2009, 2010, 2011, and 2012 or thereafter that subsequently became seriously delinquent, proceeded to foreclosure transfer, completed a short sale, or were remodified was approximately 26%, 24%, 17%, and 12%, respectively.

The costs we incur related to HAMP have been, and will likely continue to be, significant. We incurred $26 million and $58 million of servicer incentive expenses during the three and six months ended June 30, 2013, respectively, as compared to $48 million and $97 million of such incentives during the three and six months ended June 30, 2012, respectively. We also incurred borrower incentives which are included within our benefit (provision) for credit losses on our consolidated statements of comprehensive income. We incur additional servicer incentives and borrower incentives as long as the borrower remains current on a loan modified under HAMP. The costs we incur related to our non-HAMP standard modifications may also be significant.

The portion of our modification volume that was HAMP-related declined and the portion of modifications that were non-HAMP-related increased in the first half of 2013 compared to the first half of 2012. We attribute this shift in the composition of our modification volume to both the availability of our non-HAMP standard modification and the fact that a large number of the borrowers that were eligible for HAMP have already completed that modification or attempted but failed to complete the modification.

In March 2013, as part of the servicing alignment initiative, we announced a new streamlined modification initiative, which provides an additional modification opportunity to certain borrowers who are at least 90 (but not more than 720) days delinquent. This initiative was implemented in July 2013 (with earlier adoption permitted), and it is scheduled to expire on December 31, 2015. Borrowers are not required to apply for assistance or provide income or hardship documentation. However, they must complete a trial period of at least three months prior to being offered a permanent modification, which will provide the same mortgage terms as the non-HAMP standard modification. We expect that our new streamlined modification initiative will cause our non-HAMP modification volume to continue to increase in the remainder of 2013.

Many of our HAMP loans have provisions for reduced interest rates that remain fixed for the first five years of the modification and then increase at a rate of one percent per year (or such lesser amount as may be needed) until the interest rate has been adjusted to the market rate that was in effect at the time of the modification. Certain of our other non-HAMP loan modifications have similar features and collectively, we refer to these types of loans as “step-rate modified loans”. The risk of default may increase for borrowers with step-rate modified loans due to the increase in monthly payments resulting from these scheduled increases in the contractual interest rate of the loan. As of June 30, 2013, the average current contractual interest rate for all step-rate modified loans was 2.3% and the average of the final interest rate that these loans will reach in the future was 4.5%.

The table below presents information about step-rate modified loans.

Table 34 — Step-Rate Modified Loans(1)

 

     As of June 30, 2013     Year of Payment Change(3)  
     UPB      Serious
Delinquency(2)
    2014      2015      2016      2017 and
After
 
     (in billions, except rates)  

Year of completed modification:

                

2009

   $ 4.6        12   $ 4.6      $ 4.2      $ 3.8      $ 0.9  

2010

     19.4        13          19.4        17.8        15.6  

2011

     11.0        11             11.0        10.0  

2012 and after

     9.0        5                9.0  
  

 

 

      

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 44.0        11   $ 4.6      $ 23.6      $ 32.6      $ 35.5  
  

 

 

      

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Consists of step-rate modified loans (HAMP and non-HAMP) remaining in the single-family credit guarantee portfolio, excluding those underlying Other Guarantee Transactions. Step-rate modifications generally have terms that gradually increase the contractual interest rate on an annual basis after a five-year period. Includes a portion of UPB that is non-interest bearing under the terms of the modification. Excludes loans in a modification trial period and those that were subsequently remodified under a non-HAMP initiative and no longer have step-rate terms.
(2) Based on loan count.
(3) Represents the UPB of all step-rate modified loans that are scheduled to experience an increase in their contractual interest rate in a given year. Individual loans will appear in each year for which they are scheduled to experience a rate increase.

 

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Relief Refinance Mortgage Initiative and Home Affordable Refinance Program

Our relief refinance mortgage initiative, including HARP (which is the portion of our relief refinance initiative for loans with LTV ratios above 80%), gives eligible homeowners with existing loans that are owned or guaranteed by us an opportunity to refinance into loans with more affordable monthly payments and/or fixed-rate terms. While HARP is targeted at borrowers with current LTV ratios above 80%, our relief refinance initiative also allows borrowers with LTV ratios of 80% and below to participate. We implemented a number of changes to HARP in late 2011 and during 2012. These changes allow more borrowers to participate in the program and benefit from refinancing their home mortgages, including borrowers whose mortgages have LTV ratios above 125%. In addition, in April 2013, we extended HARP by two years to December 31, 2015, at the direction of FHFA. The program was previously set to expire December 31, 2013.

Relief refinance activity remained high in the first half of 2013 driven by continued low interest rates and the changes to the HARP program noted above.

Relief refinance mortgages (including HARP loans) generally present higher risk to us than other refinance loans we have purchased since 2009 because:

 

   

underwriting procedures for relief refinance mortgages are limited in many cases, and such procedures generally do not include all of the changes in underwriting standards we have implemented since 2008;

 

   

many of these loans have relatively high LTV ratios (e.g., greater than 90%), which can increase the probability of default and increase the amount of our loss if the borrower does default;

 

   

HARP loans may not be covered by mortgage insurance for the full excess of their UPB over 80%; and

 

   

beginning with changes announced in the fourth quarter of 2011, we have relieved the lenders of certain representations and warranties on the original mortgage being refinanced, which limits our ability to seek recovery or repurchase from the seller for breach. All relief refinance mortgages with application dates on or after November 19, 2012 have reduced representations and warranties from the seller. We continue to bear the credit risk for refinanced loans under this program, to the extent that such risk is not covered by existing mortgage insurance or other existing credit enhancements.

However, relief refinance mortgages (including HARP loans) generally have performed better than loans with similar characteristics remaining in our single-family credit guarantee portfolio that were originated prior to 2009 because, under the relief refinance initiative:

 

   

borrowers must meet eligibility requirements, such as having no more than one late payment within the previous 12 months and no late payments within the six months prior to refinancing; and

 

   

the new mortgage results in one or more of the following borrower benefits compared to the original loan: (a) a reduced monthly payment; (b) a lower interest rate; (c) a shorter loan term; or (d) replacement of an adjustable interest rate with a fixed interest rate.

The following table provides information about the volume of our relief refinance purchases during the six months ended June 30, 2013 and 2012 as well as information about the balance and serious delinquency rates of these loans as of June 30, 2013 and December 31, 2012.

 

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Table 35 — Single-Family Relief Refinance Loans(1)

 

     Six Months Ended June 30, 2013     Six Months Ended June 30, 2012  
     UPB      Number of
Loans
     Average  Loan
Balance(2)
    UPB      Number of
Loans
     Average  loan
Balance(2)
 
     (dollars in millions, except for average loan balances)  

Purchases of relief refinance mortgages:

                

HARP:

                

Above 125% LTV ratio

   $ 8,327        44,016      $ 189,000     $ 8,118        38,466      $ 211,000  

Above 100% to 125% LTV ratio

     14,197        73,552        193,000       13,873        67,176        207,000  

Above 80% to 100% LTV ratio

     19,244        105,812        182,000       18,510        94,520        196,000  

Other (80% and below LTV ratio)

     23,316        172,917        135,000       17,317        116,808        148,000  
  

 

 

    

 

 

      

 

 

    

 

 

    

Total relief refinance mortgages

   $ 65,084        396,297        164,000     $ 57,818        316,970        182,000  
  

 

 

    

 

 

      

 

 

    

 

 

    
     As of June 30, 2013     As of December 31, 2012  
     UPB      Number of
Loans
     Serious
Delinquency
Rate
    UPB      Number of
Loans
     Serious
Delinquency
Rate
 
     (dollars in millions)  

Balance of relief refinance mortgages:

                

HARP:

                

Above 125% LTV ratio

   $ 28,041        141,569        0.62   $ 20,163        98,371        0.29

Above 100% to 125% LTV ratio

     64,491        317,418        1.02       52,761        251,497        1.20  

Above 80% to 100% LTV ratio

     111,037        574,326        0.90       100,122        499,125        1.00  

Other (80% and below LTV ratio)

     123,867        882,093        0.32       114,164        774,212        0.32  
  

 

 

    

 

 

      

 

 

    

 

 

    

Total relief refinance mortgages

   $ 327,436        1,915,406        0.63   $ 287,210        1,623,205        0.66
  

 

 

    

 

 

      

 

 

    

 

 

    

 

 

(1) Consists of all single-family relief refinance mortgage loans that we either purchased or guaranteed during the period, including those associated with other guarantee commitments and Other Guarantee Transactions.
(2) Rounded to the nearest thousand.

Relief refinance mortgages comprised approximately 31% and 35% of our total refinance volume in the six months ended June 30, 2013 and 2012, respectively, based on UPB. Relief refinance mortgages with LTV ratios above 80% (i.e., HARP loans) represented approximately 16% and 21% of our total single-family credit guarantee portfolio purchases during the six months ended June 30, 2013 and 2012, respectively. Relief refinance mortgages of all LTV ratios comprised approximately 20% and 18% of the UPB in our total single-family credit guarantee portfolio at June 30, 2013 and December 31, 2012, respectively. As of June 30, 2013 and December 31, 2012, approximately $112.8 billion and $72.8 billion, respectively, in UPB of HARP loans in our single-family credit guarantee portfolio had reduced representations and warranties from the seller.

Loan Workout Volumes and Modification Performance

The table below presents single-family loan workout volumes, serious delinquency rates, and foreclosure volumes for the three and six months ended June 30, 2013 and 2012.

 

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Table 36 — Single-Family Loan Workouts, Serious Delinquency, and Foreclosures Volumes(1)

 

     Three Months Ended June 30,      Six Months Ended June 30,  
     2013      2012      2013      2012  
     Number
of Loans
     Loan
Balances
     Number
of Loans
     Loan
Balances
     Number
of Loans
     Loan
Balances
     Number
of Loans
     Loan
Balances
 
     (dollars in millions)  

Home retention actions:

                       

Loan modifications

                       

with no change in terms(2)

     50      $ 5        38      $ 6        84      $ 9        484      $ 88  

with term extension

     1,173        106        472        22        2,149        147        1,641        240  

with reduction of contractual interest rate and, in certain cases, term extension

     10,969        1,550        9,206        1,504        22,288        3,089        17,939        3,349  

with rate reduction, term extension and principal forbearance

     7,085        2,379        5,426        1,691        15,369        5,261        8,755        2,622  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total loan modifications(3)

     19,277        4,040        15,142        3,223        39,890        8,506        28,819        6,299  

Repayment plans(4)

     7,268        1,043        8,712        1,271        14,912        2,090        19,287        2,748  

Forbearance agreements(5)

     3,198        620        4,738        1,010        6,302        1,242        8,394        1,702  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total home retention actions

     29,743        5,703        28,592        5,504        61,104        11,838        56,500        10,749  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Foreclosure alternatives:

                       

Short sale

     11,210        2,436        12,281        2,741        24,981        5,494        24,333        5,470  

Deed in lieu of foreclosure transactions

     517        80        250        41        903        145        443        75  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total foreclosure alternatives

     11,727        2,516        12,531        2,782        25,884        5,639        24,776        5,545  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family loan workouts

     41,470      $ 8,219        41,123      $ 8,286        86,988      $ 17,477        81,276      $ 16,294  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Seriously delinquent loan additions

     57,024           75,904           122,305           156,719     
  

 

 

       

 

 

       

 

 

       

 

 

    

Single-family foreclosures(6)

     19,924           26,050           42,514           55,004     
  

 

 

       

 

 

       

 

 

       

 

 

    

Seriously delinquent loans, at period end

     300,185           386,570           300,185           386,570     
  

 

 

       

 

 

       

 

 

       

 

 

    

 

 

(1) Based on completed actions with borrowers for loans within our single-family credit guarantee portfolio. Excludes those modification, repayment and forbearance activities for which the borrower has started the required process, but the actions have not been made permanent or effective, such as loans in modification trial periods. Also excludes certain loan workouts where our single-family seller/servicers have executed agreements in the current or prior periods, but these have not been incorporated into certain of our operational systems, due to delays in processing. These categories are not mutually exclusive and a loan in one category may also be included within another category in the same period (see endnote 5).
(2) Under this modification type, past due amounts are added to the principal balance and amortized based on the original contractual loan terms.
(3) Includes completed loan modifications under HAMP; however, the number of such completions differs from that reported by the MHA Program administrator in part due to differences in the timing of recognizing the completions by us and the administrator.
(4) Represents the number of borrowers as reported by our seller/servicers that have completed the full term of a repayment plan for past due amounts. Excludes borrowers that are actively repaying past due amounts under a repayment plan, which totaled 14,981 and 16,940 borrowers as of June 30, 2013 and 2012, respectively.
(5) Excludes loans with long-term forbearance under a completed loan modification. Many borrowers complete a short-term forbearance agreement before another loan workout is pursued or completed. We only report forbearance activity for a single loan once during each quarter; however, a single loan may be included under separate forbearance agreements in separate periods.
(6) Represents the number of our single-family loans that complete foreclosure transfers, including third-party sales at foreclosure auction in which ownership of the property is transferred directly to a third-party rather than to us.

We experienced an increase in loan modifications, particularly those that included principal forbearance, in the three and six months ended June 30, 2013 compared to the three and six months ended June 30, 2012. The volume of short sale transactions remained at elevated levels in the three and six months ended June 30, 2013 compared to our historical experience. We expect the volume of our foreclosure alternatives will remain high in the second half of 2013 primarily because of changes we made in the second half of 2012 that provide standardization to the short sale process as well as the fact that we offer incentives to servicers to complete short sales instead of foreclosures. We expect loan modification volume will also continue to remain high in the remainder of 2013 due to our new streamlined modification initiative.

The UPB of loans in our single-family credit guarantee portfolio for which we have completed a loan modification increased to $78 billion as of June 30, 2013 from $75 billion as of December 31, 2012. The number of modified loans in our single-family credit guarantee portfolio continued to increase and such loans comprised approximately 3.6% and 3.4% of our single-family credit guarantee portfolio as of June 30, 2013 and December 31, 2012, respectively. For the six months ended June 30, 2013, approximately 55% of our loan modifications related to loans which were 180 days or more delinquent prior to the modification effective date. The estimated current LTV ratio for all modified loans in our single-family credit guarantee portfolio was 107% at June 30, 2013. The serious delinquency rate on these loans was 14.5% as of June 30, 2013.

The table below presents the percentage of modified single-family loans that were current and performing in each of the last eight quarterly periods.

 

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Table 37 — Quarterly Percentages of Modified Single-Family Loans  — Current and Performing(1)

 

     Quarter of Loan Modification Completion(2)  

HAMP loan modifications:

   1Q 2013     4Q 2012     3Q 2012     2Q 2012     1Q 2012     4Q 2011     3Q 2011     2Q 2011  

Time since modification:

                

3 to 5 months

     89      88     87     89     89     89     86     87

6 to 8 months

       85       85       85       84       85       84       82  

9 to 11 months

         82       84       81       81       81       82  

12 to 14 months

           81       81       79       78       79  

15 to 17 months

             79       79       76       75  

18 to 20 months

               77       76       74  

21 to 23 months

                 75       74  

24 to 26 months

                   72  
     Quarter of Loan Modification Completion(2)  

Non-HAMP loan modifications:

   1Q 2013     4Q 2012     3Q 2012     2Q 2012     1Q 2012     4Q 2011     3Q 2011     2Q 2011  

Time since modification:

                

3 to 5 months

     84      83     82     84     72     78     73     76

6 to 8 months

       79       79       79       64       69       70       67  

9 to 11 months

         75       77       60       62       64       67  

12 to 14 months

           74       62       58       59       62  

15 to 17 months

             59       59       56       57  

18 to 20 months

               57       56       56  

21 to 23 months

                 54       57  

24 to 26 months

                   55  
     Quarter of Loan Modification Completion(2)  

Total (HAMP and Non-HAMP):

   1Q 2013     4Q 2012     3Q 2012     2Q 2012     1Q 2012     4Q 2011     3Q 2011     2Q 2011  

Time since modification:

                

3 to 5 months

     86      85     84     87     85     86     81     83

6 to 8 months

       81       82       83       80       80       79       77  

9 to 11 months

         78       81       77       75       75       76  

12 to 14 months

           78       76       73       71       73  

15 to 17 months

             74       73       69       69  

18 to 20 months

               71       69       68  

21 to 23 months

                 67       68  

24 to 26 months

                   66  

 

 

(1) Represents the percentage of loans that are current and performing (no payment is 30 days or more past due) or have been paid in full. Excludes loans in modification trial periods.
(2) Loan modifications are recognized as completed in the quarterly period in which the servicer has reported the modification as effective and the agreement has been accepted by us. For loans that have been remodified (e.g., where a borrower has received a new modification after defaulting on the prior modification) the rates reflect the status of each modification separately. For example, in the case of a remodified loan where the borrower is performing, the previous modification would be presented as being in default in the applicable period.

As discussed above, many of our loan modifications have provisions for the contractual interest rate to gradually increase to the market rate that was in effect at the time of the modification. As of June 30, 2013, approximately $44.0 billion in UPB of our completed loan modifications had such provisions. A significant number of HAMP loan modifications were completed in 2010 and these loans will begin to experience their scheduled interest rate increases in 2015.

Credit Performance

Delinquencies

We report single-family serious delinquency rate information based on the number of loans that are three monthly payments or more past due or in the process of foreclosure, as reported by our servicers. Mortgage loans that have been modified are not counted as seriously delinquent as long as the borrower is less than three monthly payments past due under the modified terms. Single-family loans for which the borrower is subject to a forbearance agreement or a repayment plan will continue to reflect the past due status of the borrower.

Our single-family delinquency rates include all single-family loans that we own, that back Freddie Mac securities, and that are covered by our other guarantee commitments, except Freddie Mac financial guarantees that are backed by either Ginnie Mae Certificates or HFA bonds due to the credit enhancements provided on them by the U.S. government.

Some of our workout and other loss mitigation activities create fluctuations in our delinquency statistics. For example, single-family loans that we report as seriously delinquent before they enter a modification trial period continue to be reported as seriously delinquent for purposes of our delinquency reporting until the modifications become effective and the loans are removed from delinquent status by our servicers. Consequently, the volume and timing of loan modifications impact our reported serious delinquency rate. In addition, there may be temporary timing differences, or lags, in the reporting of

 

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payment status and modification completion due to differing practices of our servicers that can affect our delinquency reporting.

Our serious delinquency rates have been affected by delays, including those due to increases in foreclosure process timeframes, general constraints on servicer capacity (which affects the rate at which servicers modify or foreclose upon loans), and court backlogs (in states that require a judicial foreclosure process). As of June 30, 2013 and December 31, 2012, the percentage of seriously delinquent loans that have been delinquent for more than six months was 74% and 72%, respectively, and most of these loans have been delinquent for longer than one year. Loans that have been delinquent for more than a year are more challenging to resolve as many of these borrowers: (a) may not be in contact with the servicer; (b) may not be eligible for modifications; or (c) are in geographic areas where the foreclosure process is subject to judicial review or has lengthened. The longer a loan remains delinquent, the greater the associated costs we incur, in part due to expenses associated with loss mitigation and foreclosure.

The table below presents serious delinquency rates and information about seriously delinquent loans in our single-family credit guarantee portfolio.

Table 38 — Single-Family Serious Delinquency Statistics

 

     As of June 30, 2013     As of December 31, 2012  
     Percentage
of Portfolio
          Serious
Delinquency
Rate
    Percentage
of Portfolio
          Serious
Delinquency
Rate
 

Credit Protection:

            

Non-credit-enhanced

     87       2.31     87       2.66

Credit-enhanced(1)

     13         6.12       13         7.34  
  

 

 

       

 

 

     

Total(2)

     100       2.79       100       3.25  
  

 

 

       

 

 

     
     # of Seriously
Delinquent
Loans
    Percent     Serious
Delinquency
Rate
    # of Seriously
Delinquent
Loans
    Percent     Serious
Delinquency
Rate
 

State:(3)(4)

            

Florida

     55,678       19     8.18     69,034       20     9.87

California

     20,299       7       1.71       27,620       8       2.34  

New York

     22,276       7       4.55       22,592       6       4.59  

New Jersey

     20,902       7       6.63       21,742       6       6.87  

Illinois

     19,095       6       3.43       22,923       7       4.08  

All others

     159,043       54       2.12       185,683       53       2.45  
  

 

 

   

 

 

     

 

 

   

 

 

   

Total

     297,293       100       349,594       100  
  

 

 

   

 

 

     

 

 

   

 

 

   
     # of Seriously
Delinquent
Loans
    Percent           # of Seriously
Delinquent
Loans
    Percent        

Aging, by locality:(4)

            

Judicial review states:(5)

            

Less than or equal to 1 year

     64,772       22       79,422       23  

More than 1 year and less than or equal to 2 years

     39,054       13         50,506       14    

More than 2 years

     71,789       24         77,766       22    

Non-judicial states:(5)

            

Less than or equal to 1 year

     72,185       24         87,641       25    

More than 1 year and less than or equal to 2 years

     25,360       9         30,435       9    

More than 2 years

     24,133       8         23,824       7    

Combined:(5)

            

Less than or equal to 1 year

     136,957       46         167,063       48    

More than 1 year and less than or equal to 2 years

     64,414       22         80,941       23    

More than 2 years

     95,922       32         101,590       29    
  

 

 

   

 

 

     

 

 

   

 

 

   

Total

     297,293       100       349,594       100  
  

 

 

   

 

 

     

 

 

   

 

 

   

 

 

(1) See “Institutional Credit Risk” for information about our counterparties that provide credit enhancement on loans in our single-family credit guarantee portfolio.
(2) As of June 30, 2013 and December 31, 2012, approximately 67% and 68%, respectively, of the single-family loans reported as seriously delinquent were in the process of foreclosure.
(3) Represent the states with the highest number of seriously delinquent loans as of June 30, 2013.
(4) Excludes loans underlying certain single-family Other Guarantee Transactions since the geographic information is not available to us for these loans.
(5) For this presentation, the states and territories classified as having a judicial foreclosure process consist of: CT, DE, FL, HI, IA, IL, IN, KS, KY, LA, ME, ND, NE, NJ, NM, NY, OH, OK, PA, PR, SC, SD, VI, VT, and WI. All other states are classified as having a non-judicial foreclosure process.

 

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The serious delinquency rate of our single-family credit guarantee portfolio declined to 2.79% as of June 30, 2013 from 3.25% as of December 31, 2012, continuing the trend of improvement that began in 2010. Our serious delinquency rate remains high compared to the rates in years prior to 2009 due to weakness in home prices that began in 2006, persistently high unemployment in many areas, extended foreclosure timelines, and continued challenges faced by servicers in processing large volumes of problem loans. These challenges include the need to adjust their processes to accommodate various changes in servicing standards that have occurred in recent years, including those arising from judicial, legislative and regulatory actions. As of June 30, 2013, our serious delinquency rate for the aggregate of those states that require a judicial foreclosure and all other states was 3.85% and 1.97%, respectively, compared to 4.32% and 2.35%, respectively, as of December 31, 2012.

During the six months ended June 30, 2013 and 2012, the nationwide average for completion of a foreclosure (as measured from the date of the last scheduled payment made by the borrower) on our single-family delinquent loans, excluding those underlying our Other Guarantee Transactions, was 728 days and 597 days, respectively, which included: (a) an average of 900 days and 762 days, respectively, for foreclosures completed in states that require a judicial foreclosure process; and (b) an average of 529 days and 468 days, respectively, for foreclosures completed in states that do not require a judicial foreclosure process. During the first half of 2013, a significant number of loans that had been subject to delays discussed above (and that had been delinquent for more than a year) completed the foreclosure process, which caused the nationwide average for foreclosure completions to increase compared to the first half of 2012.

Serious delinquency rates for interest-only and option ARM products (which together represented approximately 2% of our total single-family credit guarantee portfolio at June 30, 2013) were 14.6% and 14.3% as of June 30, 2013, as compared to 16.3% for both at December 31, 2012. Serious delinquency rates of single-family fixed rate, amortizing loans with a term of 20 years or more, a more traditional mortgage product, were approximately 3.2% and 3.7% at June 30, 2013 and December 31, 2012, respectively.

The tables below present serious delinquency rates categorized by borrower and loan characteristics, including geographic region and origination year, which indicate that certain concentrations of loans have been more adversely affected by declines in home prices and weak economic conditions since 2006. As of June 30, 2013, we continued to experience high serious delinquency rates on single-family loans originated between 2005 and 2008. We purchased significant amounts of loans with higher-risk characteristics in those years and those borrowers have been more susceptible to the declines in home prices and weak economic conditions since 2006.

 

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The table below presents credit concentrations for certain loan groups in our single-family credit guarantee portfolio.

Table 39 — Credit Concentrations in the Single-Family Credit Guarantee Portfolio

 

     As of June 30, 2013  
     Alt-A
UPB
     Non Alt-A
UPB
     Total
UPB
     Estimated
Current  LTV
Ratio(1)
    Percentage
Modified(2)
    Serious
Delinquency
Rate
 
     (dollars in billions)                     

Geographical distribution:

               

Arizona, California, Florida, and Nevada(3)

   $ 26      $ 392      $ 418        74     5.7     3.9

All other states

     38        1,190        1,228        72       3.1       2.5  

Year of origination:

               

2013

            202        202        76              

2012

            398        398        73             0.1  

2011

            193        193        65       0.1       0.4  

2010

            197        197        67       0.2       0.6  

2009

            161        161        67       0.5       1.0  

2008

     4        57        61        84       9.9       7.1  

2007

     19        78        97        101       18.7       12.0  

2006

     17        57        74        98       16.4       11.0  

2005

     13        70        83        83       9.2       7.1  

2004 and prior

     11        169        180        53       3.9       3.3  
     As of June 30, 2012  
     Alt-A
UPB
     Non Alt-A
UPB
     Total
UPB
     Estimated
Current LTV
Ratio(1)
    Percentage
Modified(2)
    Serious
Delinquency
Rate
 
     (dollars in billions)                     

Geographical distribution:

               

Arizona, California, Florida, and Nevada(3)

   $ 35      $ 394      $ 429        88     5.0     5.8

All other states

     49        1,213        1,262        75       2.7       2.8  

Year of origination:

               

2012

            148        148        75             <0.1   

2011

            268        268        69             0.1  

2010

            285        285        71       <0.1        0.4  

2009

     <1         260        260        72       0.1       0.7  

2008

     6        92        98        92       5.6       6.3  

2007

     26        118        144        112       12.0       12.1  

2006

     23        84        107        110       11.0       11.2  

2005

     16        105        121        94       6.1       6.8  

2004 and prior

     13        247        260        59       2.8       3.0  
     Six Months Ended
June 30, 2013
     Six Months Ended
June 30, 2012
 
     Alt-A      Non Alt-A      Total      Alt-A     Non Alt-A     Total  
     (in millions)      (in millions)  

Credit Losses

               

Geographical distribution:

               

Arizona, California, Florida, and Nevada(3)

   $ 579      $ 1,372      $ 1,951      $ 1,001     $ 2,431     $ 3,432  

All other states

     289        1,586        1,875        483       2,378       2,861  

Year of origination:

               

2013

                          N/A        N/A        N/A   

2012

            34        34              <1        <1   

2011

            39        39              13       13  

2010

            77        77              70       70  

2009

            90        90        <1        113       113  

2008

     30        333        363        52       507       559  

2007

     321        925        1,246        559       1,743       2,302  

2006

     294        625        919        528       1,096       1,624  

2005

     191        498        689        293       765       1,058  

2004 and prior

     32        337        369        52       502       554  

 

 

(1) See endnote (3) to “Table 32 — Characteristics of the Single-Family Credit Guarantee Portfolio” for information on our calculation of estimated current LTV ratios.
(2) Represents the percentage of loans, based on loan count, in our single-family credit guarantee portfolio at period end that have been modified, including those with no changes in interest rate or maturity date, but where past due amounts are added to the outstanding principal balance of the loan.
(3) Represents the four states that had the largest cumulative declines in home prices during the housing crisis that began in 2006, as measured using Freddie Mac’s home price index.

 

  68   Freddie Mac


Table of Contents

The table below presents statistics for combinations of certain characteristics of the mortgages in our single-family credit guarantee portfolio as of June 30, 2013 and December 31, 2012.

Table 40 — Single-Family Credit Guarantee Portfolio by Attribute Combinations

 

     As of June 30, 2013  
     Current LTV Ratio £ 80(1)     Current LTV Ratio
of > 80 to 100(1)
    Current LTV > 100(1)     Current LTV Ratio All Loans(1)  
     Percentage
of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage
of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage
of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage
of
Portfolio(2)
    Percentage
Modified(3)
    Serious
Delinquency
Rate
 

By Product Type

                  

FICO scores < 620:

                  

20 and 30- year or more amortizing fixed-rate

     1.0     8.1     0.7     12.7     0.8     19.5     2.5     19.9     12.0

15- year amortizing fixed-rate

     0.2       4.0       <0.1        5.5       <0.1        5.0       0.2       1.1       4.1  

ARMs/adjustable rate(4)

     0.1       9.8       <0.1        17.1       <0.1        28.5       0.1       12.0       13.7  

Interest-only(5)

     <0.1        14.2       <0.1        20.4       0.1       33.1       0.1       0.6       25.5  

Other(6)

     <0.1        3.5       0.1       8.7       <0.1        15.2       0.1       5.2       5.3  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores < 620

     1.3       7.1       0.8       12.7       0.9       20.0       3.0       16.2       11.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of 620 to 659:

                  

20 and 30- year or more amortizing fixed-rate

     2.3       5.4       1.2       9.4       1.4       16.4       4.9       15.0       8.8  

15- year amortizing fixed-rate

     0.4       2.4       0.1       2.8       <0.1        4.4       0.5       0.6       2.4  

ARMs/adjustable rate(4)

     0.1       5.3       0.1       11.5       0.1       24.6       0.3       3.1       9.9  

Interest-only(5)

     0.1       10.0       0.1       18.1       0.1       29.3       0.3       0.5       22.3  

Other(6)

     <0.1        2.8       <0.1        4.1       <0.1        7.0       <0.1        2.2       4.3  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores of 620 to 659

     2.9       4.6       1.5       9.4       1.6       17.1       6.0       11.6       8.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of ³ 660:

                  

20 and 30- year or more amortizing fixed-rate

     42.6       1.1       16.0       2.8       8.3       8.0       66.9       3.6       2.3  

15- year amortizing fixed-rate

     15.4       0.4       1.4       0.5       0.4       1.1       17.2       0.1       0.4  

ARMs/adjustable rate(4)

     3.2       1.1       0.6       4.9       0.3       16.1       4.1       0.7       2.9  

Interest-only(5)

     0.6       4.5       0.6       10.2       1.0       20.2       2.2       0.2       13.3  

Other(6)

     <0.1        1.6       0.1       1.5       <0.1        3.1       0.1       0.8       1.9  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores ³ 660

     61.8       0.9       18.7       2.8       10.0       8.9       90.5       2.4       2.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores not available

     0.3       5.4       0.1       11.5       0.1       23.5       0.5       7.3       8.6  
  

 

 

     

 

 

     

 

 

     

 

 

     

All FICO scores:

                  

20 and 30- year or more amortizing fixed-rate

     46.0       1.7       18.1       3.8       10.5       10.1       74.6       5.2       3.2  

15- year amortizing fixed-rate

     16.1       0.5       1.5       0.7       0.4       1.4       18.0       0.1       0.6  

ARMs/adjustable rate(4)

     3.5       1.7       0.7       6.1       0.4       18.1       4.6       1.3       3.8  

Interest-only(5)

     0.6       5.2       0.7       11.3       1.2       21.7       2.5       0.3       14.6  

Other(6)

     0.1       8.8       0.1       6.1       0.1       11.6       0.3       8.7       8.4  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total single-family credit guarantee portfolio(7)

     66.3     1.3     21.1     3.8     12.6     10.9     100.0     3.6     2.8
  

 

 

     

 

 

     

 

 

     

 

 

     

By Region(8)

                  

FICO scores < 620:

                  

North Central

     0.1     5.4     0.2     9.1     0.2     15.0     0.5     15.6     8.9

Northeast

     0.4       10.5       0.2       19.3       0.3       27.0       0.9       17.9       15.4  

Southeast

     0.3       7.8       0.2       13.2       0.2       23.8       0.7       17.0       12.8  

Southwest

     0.2       5.0       0.1       10.4       <0.1        14.9       0.3       11.2       6.7  

West

     0.3       5.0       0.1       9.8       0.2       14.7       0.6       18.8       8.5  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores < 620

     1.3       7.1       0.8       12.7       0.9       20.0       3.0       16.2       11.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of 620 to 659:

                  

North Central

     0.5       3.7       0.3       7.1       0.3       12.1       1.1       11.0       6.5  

Northeast

     0.8       6.7       0.4       14.2       0.4       23.8       1.6       12.2       11.0  

Southeast

     0.5       5.4       0.3       9.9       0.4       20.8       1.2       12.1       9.9  

Southwest

     0.5       3.2       0.2       6.9       0.1       11.4       0.8       7.3       4.4  

West

     0.6       3.5       0.3       8.2       0.4       13.8       1.3       15.3       6.9  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores of 620 to 659

     2.9       4.6       1.5       9.4       1.6       17.1       6.0       11.6       8.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores ³ 660:

                  

North Central

     10.0       0.6       4.1       1.9       2.0       5.9       16.1       2.0       1.5  

Northeast

     16.4       1.2       5.1       4.2       1.9       12.2       23.4       2.2       2.4  

Southeast

     8.7       1.3       3.5       3.2       2.5       11.8       14.7       2.8       3.1  

Southwest

     8.0       0.6       2.2       1.5       0.3       4.1       10.5       1.1       0.9  

West

     18.7       0.6       3.8       3.0       3.3       7.4       25.8       3.6       1.7  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores ³ 660

     61.8       0.9       18.7       2.8       10.0       8.9       90.5       2.4       2.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores not available

     0.3       5.4       0.1       11.5       0.1       23.5       0.5       7.3       8.6  
  

 

 

     

 

 

     

 

 

     

 

 

     

All FICO scores:

                  

North Central

     10.6       1.0       4.7       2.7       2.5       7.6       17.8       3.1       2.1  

Northeast

     17.8       1.9       5.7       5.7       2.5       15.4       26.0       3.5       3.6  

Southeast

     9.6       1.9       3.9       4.3       3.2       14.0       16.7       4.3       4.2  

Southwest

     8.7       1.0       2.5       2.6       0.3       6.6       11.5       2.2       1.5  

West

     19.6       0.8       4.3       3.6       4.1       8.5       28.0       4.6       2.2  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total single-family credit guarantee portfolio(7)

     66.3     1.3     21.1     3.8     12.6     10.9     100.0     3.6     2.8
  

 

 

     

 

 

     

 

 

     

 

 

     

 

  69   Freddie Mac


Table of Contents
     As of December 31, 2012  
     Current LTV Ratio £ 80(1)     Current LTV Ratio
of > 80 to 100(1)
    Current LTV > 100(1)     Current LTV Ratio All Loans(1)  
     Percentage
of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage
of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage
of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage
of
Portfolio(2)
    Percentage
Modified(3)
    Serious
Delinquency
Rate
 

By Product Type

                  

FICO scores < 620:

                  

20 and 30- year or more amortizing fixed-rate

     1.0     8.3     0.8     13.4     0.9     22.9     2.7     18.8     13.4

15- year amortizing fixed-rate

     0.2       4.2       <0.1        8.0       <0.1        9.5       0.2       1.2       4.5  

ARMs/adjustable rate(4)

     0.1       10.0       <0.1        16.5       <0.1        26.7       0.1       11.4       14.1  

Interest-only(5)

     <0.1        15.0       <0.1        20.8       0.1       33.6       0.1       0.6       27.6  

Other(6)

     <0.1        4.0       <0.1        8.4       <0.1        14.9       <0.1        4.9       5.7  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores < 620

     1.3       7.2       0.8       13.4       1.0       23.2       3.1       15.3       12.2  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of 620 to 659:

                  

20 and 30- year or more amortizing fixed-rate

     2.2       5.5       1.3       9.7       1.7       18.8       5.2       13.8       9.8  

15- year amortizing fixed-rate

     0.6       2.5       <0.1        5.1       <0.1        8.4       0.6       0.6       2.7  

ARMs/adjustable rate(4)

     0.1       5.1       0.1       11.7       0.1       23.7       0.3       2.6       10.9  

Interest-only(5)

     <0.1        10.7       0.1       17.2       0.2       30.0       0.3       0.5       24.4  

Other(6)

     <0.1        2.8       <0.1        4.6       <0.1        7.0       <0.1        1.9       4.7  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores of 620 to 659

     2.9       4.7       1.5       9.7       2.0       19.5       6.4       10.7       9.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of ³ 660:

                  

20 and 30- year or more amortizingfixed-rate

     40.1       1.1       17.0       2.9       9.8       9.4       66.9       3.3       2.6  

15- year amortizing fixed-rate

     14.7       0.4       1.0       0.9       0.3       2.3       16.0       0.1       0.5  

ARMs/adjustable rate(4)

     3.0       1.0       0.7       4.6       0.5       15.4       4.2       0.6       3.4  

Interest-only(5)

     0.4       4.2       0.7       9.7       1.6       20.6       2.7       0.2       15.0  

Other(6)

     <0.1        1.9       0.1       1.5       0.1       2.5       0.2       0.7       1.9  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores ³ 660

     58.2       0.9       19.5       3.0       12.3       10.6       90.0       2.3       2.3  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores not available

     0.3       5.4       0.1       11.6       0.1       23.0       0.5       6.5       8.9  
  

 

 

     

 

 

     

 

 

     

 

 

     

All FICO scores:

                  

20 and 30- year or more amortizing fixed-rate

     43.4       1.7       19.1       4.0       12.6       11.8       75.1       4.9       3.7  

15- year amortizing fixed-rate

     15.4       0.6       1.1       1.2       0.3       2.8       16.8       0.1       0.6  

ARMs/adjustable rate(4)

     3.3       1.6       0.8       5.8       0.6       17.1       4.7       1.2       4.3  

Interest-only(5)

     0.5       4.9       0.8       10.7       1.8       22.0       3.1       0.2       16.3  

Other(6)

     0.1       9.6       0.1       6.8       0.1       10.2       0.3       7.9       8.9  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total single-family credit guarantee portfolio(7)

     62.7     1.4     21.9     4.1     15.4     12.7     100.0     3.4     3.3
  

 

 

     

 

 

     

 

 

     

 

 

     

By Region(8)

                  

FICO scores < 620:

                  

North Central

     0.2     5.9     0.2     10.4     0.2     18.1     0.6     14.8     10.5

Northeast

     0.5       10.4       0.2       19.7       0.2       30.6       0.9       16.6       16.1  

Southeast

     0.2       7.9       0.2       13.5       0.3       27.7       0.7       16.0       14.5  

Southwest

     0.2       5.2       0.1       11.2       <0.1        19.5       0.3       10.6       7.4  

West

     0.2       4.9       0.1       10.2       0.3       17.3       0.6       18.0       10.1  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores < 620

     1.3       7.2       0.8       13.4       1.0       23.2       3.1       15.3       12.2  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of 620 to 659:

                  

North Central

     0.5       3.9       0.3       7.7       0.4       14.5       1.2       10.2       7.5  

Northeast

     0.9       6.6       0.4       14.4       0.4       25.8       1.7       11.1       11.5  

Southeast

     0.5       5.4       0.3       10.2       0.5       23.9       1.3       11.0       11.3  

Southwest

     0.5       3.3       0.2       7.6       0.1       14.5       0.8       6.8       4.8  

West

     0.5       3.4       0.3       8.0       0.6       16.1       1.4       14.2       8.3  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores of 620 to 659

     2.9       4.7       1.5       9.7       2.0       19.5       6.4       10.7       9.0  
  

 

 

     

 

 

     

 

 

     

 

 

     

FICO scores of ³ 660:

                  

North Central

     9.4       0.7       4.4       2.2       2.3       7.0       16.1       1.9       1.7  

Northeast

     15.9       1.2       5.2       4.6       1.9       14.2       23.0       2.0       2.6  

Southeast

     8.3       1.3       3.5       3.3       3.0       14.2       14.8       2.5       3.7  

Southwest

     8.0       0.7       2.1       2.0       0.3       5.9       10.4       1.1       1.0  

West

     16.6       0.6       4.3       2.8       4.8       9.1       25.7       3.4       2.3  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores ³ 660

     58.2       0.9       19.5       3.0       12.3       10.6       90.0       2.3       2.3  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total FICO scores not available

     0.3       5.4       0.1       11.6       0.1       23.0       0.5       6.5       8.9  
  

 

 

     

 

 

     

 

 

     

 

 

     

All FICO scores:

                  

North Central

     10.1       1.0       4.8       3.0       3.0       9.0       17.9       3.0       2.5  

Northeast

     17.1       1.9       5.9       6.1       2.5       17.6       25.5       3.3       3.8  

Southeast

     9.1       1.9       4.0       4.5       3.8       16.7       16.9       4.0       5.0  

Southwest

     8.9       1.1       2.5       3.2       0.4       9.3       11.8       2.1       1.7  

West

     17.5       0.8       4.7       3.3       5.7       10.2       27.9       4.4       2.8  
  

 

 

     

 

 

     

 

 

     

 

 

     

Total single-family credit guarantee portfolio(7)

     62.7     1.4     21.9     4.1     15.4     12.7     100.0     3.4     3.3
  

 

 

     

 

 

     

 

 

     

 

 

     

 

 

(1) The current LTV ratios are our estimates. See endnote (3) to “Table 32 — Characteristics of the Single-Family Credit Guarantee Portfolio” for further information.
(2) Based on UPB of the single-family credit guarantee portfolio.
(3) See endnote (2) to “Table 39 — Credit Concentrations in the Single-Family Credit Guarantee Portfolio” for further information.
(4) Includes balloon/resets and option ARM mortgage loans.
(5) Includes both fixed rate and adjustable rate loans. The percentages of interest-only loans which have been modified at period end reflect that a number of these loans have not yet been assigned to their new product category (post-modification), primarily due to delays in processing.
(6) Consist of FHA/VA and other government guaranteed mortgages.
(7) The total of all FICO scores categories may not sum due to the inclusion of loans where FICO scores are not available in the respective totals for all loans. See endnote (5) to “Table 32 — Characteristics of the Single-Family Credit Guarantee Portfolio” for further information about our presentation of FICO scores.
(8) Presentation with the following regional designation: West (AK, AZ, CA, GU, HI, ID, MT, NV, OR, UT, WA); Northeast (CT, DE, DC, MA, ME, MD, NH, NJ, NY, PA, RI, VT, VA, WV); North Central (IL, IN, IA, MI, MN, ND, OH, SD, WI); Southeast (AL, FL, GA, KY, MS, NC, PR, SC, TN, VI); and Southwest (AR, CO, KS, LA, MO, NE, NM, OK, TX, WY).

 

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The table below presents foreclosure and short sale rate information for loans in our single-family credit guarantee portfolio based on year of origination.

Table 41 — Single-Family Credit Guarantee Portfolio Foreclosure and Short Sale Rates

 

     As of June 30, 2013     As of December 31, 2012  
Year of Loan Origination    Percentage
of Portfolio
    Foreclosure
and Short
Sale Rate(1)
    Percentage
of Portfolio
    Foreclosure
and Short
Sale Rate(1)
 

2013

     12         N/A        N/A   

2012

     24       0.03       22     <0.01

2011

     12       0.11       14       0.06  

2010

     12       0.28       15       0.20  

2009

     10       0.43       12       0.34  
  

 

 

     

 

 

   

Combined — 2009 to 2013

     70       0.20       63       0.17  
  

 

 

     

 

 

   

2008

     4       3.69       6       3.26  

2007

     6       10.68       7       9.74  

2006

     4       9.39       5       8.66  

2005

     5       5.55       6       5.11  
  

 

 

     

 

 

   

Combined — 2005 to 2008

     19       7.52       24       6.87  
  

 

 

     

 

 

   

2004 and prior(2)

     11       1.28       13       1.20  
  

 

 

     

 

 

   

Total

     100       100  
  

 

 

     

 

 

   

 

 

(1) Calculated for each year of origination as the number of loans that have proceeded to foreclosure transfer or short sale and resulted in a credit loss, excluding any subsequent recoveries, during the period from origination to June 30, 2013 and December 31, 2012, respectively, divided by the number of loans originated in that year that were acquired in our single-family credit guarantee portfolio.
(2) The foreclosure and short sale rate presented for loans originated in 2004 and prior represents the rate associated with loans originated in 2000 through 2004.

Loans originated from 2005 through 2008 have experienced higher foreclosure and short sale rates than loans originated in other years. We attribute this performance to a number of factors, including: (a) the expansion of credit terms under which loans were underwritten during these years; (b) an increase in the origination and our purchase of interest-only and Alt-A mortgage products in these years; and (c) an environment of persistently high unemployment, decreasing home sales, and broadly declining home prices in the periods following the loans’ origination.

Multifamily Mortgage Credit Risk

To manage our multifamily mortgage portfolio credit risk, we focus on several key areas: (a) underwriting standards and processes we believe to be prudent; (b) selling significant portions of the expected credit risk through subordination by issuance of our multifamily K Certificates; (c) portfolio diversification, particularly by product and geographical area; and (d) portfolio management activities, including loss mitigation and use of credit enhancements. We monitor the loan performance, the underlying properties and a variety of mortgage loan characteristics that may affect the default experience on our multifamily mortgage portfolio, such as DSCR, LTV ratio, geographic location, payment type, and loan maturity. See “NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS” for information about loss mitigation activities that we have classified as TDRs and subsequent performance information of these loans. See “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS” for more information about the loans in our multifamily mortgage portfolio, including geographic concentrations of these loans.

 

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The table below provides certain attributes of our multifamily mortgage portfolio at June 30, 2013 and December 31, 2012.

Table 42 — Multifamily Mortgage Portfolio — by Attribute

 

     UPB at     Delinquency Rate(1) at  
     June 30,
2013
    December 31,
2012
    June 30,
2013
    December 31,
2012
 
     (dollars in billions)              

Original LTV ratio

        

Below 75%

   $ 91.2     $ 87.6       0.05     0.04

75% to 80%

     35.1       34.0       0.13       0.22  

Above 80%

     5.5       5.8       0.51       2.31  
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

Weighted average LTV ratio at origination

     70     70    

Maturity Dates

        

2013

   $ 1.1     $ 3.3       1.02     0.86

2014

     4.3       5.8              

2015

     8.7       9.8             0.53  

2016

     12.4       13.0             0.05  

2017

     10.5       10.9       0.45       0.02  

Beyond 2017

     94.8       84.6       0.06       0.19  
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

Year of Acquisition or Guarantee(2)

        

2004 and prior

   $ 7.6     $ 9.2       0.06     0.35

2005

     6.0       6.5             0.17  

2006

     9.2       9.5              

2007

     16.1       17.8       0.53       0.86  

2008

     15.0       16.6       0.11       0.30  

2009

     11.8       12.2              

2010

     11.5       12.0       0.08        

2011

     16.6       17.0              

2012

     24.5       26.6              

2013

     13.5       N/A              N/A   
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

Current Loan Size

        

Above $25 million

   $ 49.9     $ 48.5       0.05     0.06

Above $5 million to $25 million

     73.0       70.0       0.09       0.26  

$5 million and below

     8.9       8.9       0.30       0.37  
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

Legal Structure

        

Unsecuritized loans

   $ 69.4     $ 76.6       0.04     0.08

Freddie Mac mortgage-related securities

     53.1       41.4       0.17       0.41  

Other guarantee commitments

     9.3       9.4             0.13  
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

Credit Enhancement

        

Credit-enhanced

   $ 59.3     $ 47.8       0.15     0.36

Non-credit-enhanced

     72.5       79.6       0.04       0.10  
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

Payment Type

        

Interest-only

   $ 21.0     $ 22.8       0.18     0.05

Partial interest-only(3)

     32.9       29.8             0.05  

Amortizing

     77.9       74.8       0.10       0.30  
  

 

 

   

 

 

     

Total

   $ 131.8     $ 127.4       0.09     0.19
  

 

 

   

 

 

     

 

 

(1) See “Multifamily Delinquencies” below for more information about our multifamily delinquency rates.
(2) Based on either: (a) the year of acquisition, for loans recorded on our consolidated balance sheets; or (b) the year that we issued our guarantee, for the remaining loans in our multifamily mortgage portfolio.
(3) Represent loans that have an interest-only period and where the borrower’s payments were interest-only at the respective reporting date. Loans which have reached the end of their interest-only period by the respective reporting date have converted to, and are classified as, amortizing loans.

 

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Multifamily Product Types

Our multifamily mortgage portfolio consists of product types that are categorized based on loan terms. Multifamily loans may: (a) be amortizing or interest-only (for the full term or a portion thereof); and (b) have a fixed or variable rate of interest. Our multifamily loans generally have shorter terms than single-family mortgages and typically have balloon maturities ranging from five to ten years. At both June 30, 2013 and December 31, 2012, approximately 59% of our multifamily mortgage portfolio consisted of amortizing loans, which reduce our credit exposure over time since the UPB of the loan declines with each mortgage payment. In addition, as of June 30, 2013 and December 31, 2012, approximately 25% and 23%, respectively, of our multifamily mortgage portfolio consisted of partial interest-only loans, which after a defined period of time will begin to include amortization of principal.

Because most multifamily loans require a significant lump sum (i.e., balloon) payment of unpaid principal at maturity, the borrower’s potential inability to refinance or pay off the loan at maturity is a primary concern for us. Borrowers may be less able to refinance their obligations during periods of rising interest rates, which could lead to default if the borrower is unable to find affordable refinancing. Of the $131.8 billion in UPB of our multifamily mortgage portfolio as of June 30, 2013, only 1% and 3% will mature during 2013 and 2014, respectively, and the remaining 96% will mature in 2015 and beyond.

Multifamily Credit Enhancements

Our primary business model in the Multifamily segment is to purchase multifamily mortgage loans for aggregation and then securitization through issuance of multifamily K Certificates, which we categorize as Other Guarantee Transactions. With this model, we have securitized more than $57.4 billion in UPB of multifamily loans since 2009 and have attracted private capital to the multifamily market by selling subordinate securities of these transactions to private investors. These securities are backed by loans that are sourced by our seller/servicers and directly underwritten by us. Our K Certificates are structured such that private investors are the first to absorb losses. As a result, we believe private investors will absorb most of the potential losses in these transactions. As of June 30, 2013, we have not realized any credit losses on our K Certificate guarantees. At June 30, 2013 and December 31, 2012, the UPB of guaranteed multifamily K Certificates with subordination coverage was $48.6 billion and $36.7 billion, respectively, and the average subordination coverage on these securities was 17% at both dates. See “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” for additional information about credit protections and other forms of credit enhancements covering loans in our multifamily mortgage portfolio.

Multifamily Delinquencies

We report multifamily delinquency rates based on UPB of mortgage loans in our multifamily mortgage portfolio that are two monthly payments or more past due or in the process of foreclosure, as reported by our servicers. Mortgage loans that have been modified are not counted as delinquent as long as the borrower is less than two monthly payments past due under the modified terms.

There were 20 and 33 delinquent loans in our multifamily mortgage portfolio at June 30, 2013 and December 31, 2012, respectively. Our multifamily mortgage portfolio delinquency rate was 0.09% at June 30, 2013 and 0.19% at December 31, 2012. Our delinquency rate for credit-enhanced loans was 0.15% and 0.36% at June 30, 2013 and December 31, 2012, respectively, and for non-credit-enhanced loans was 0.04% and 0.10% at June 30, 2013 and December 31, 2012, respectively. As of June 30, 2013, more than 75% of our multifamily loans that were two or more monthly payments past due, measured on a UPB basis, had credit enhancements that we currently believe will mitigate our expected losses on those loans and guarantees.

Non-Performing Assets

Non-performing assets consist of non-performing loans and REO assets, net. We place non-performing loans on non-accrual status when we believe the collectability of interest and principal on a loan is not reasonably assured, unless the loan is well secured and in the process of collection. When a loan is placed on non-accrual status, any interest income accrued but uncollected is reversed. Thereafter, interest income is recognized only upon receipt of cash payments.

We classify TDRs as non-performing loans. TDRs represent those loans where we have granted a concession to a borrower that is experiencing financial difficulties. Loans that have been classified as TDRs remain categorized as non-performing throughout the remaining life of the loan regardless of whether the borrower makes payments which return the loan to a current payment status. TDRs include HAMP and non-HAMP loan modifications, as well as loans in modification

 

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trial periods and loans subject to certain other loss mitigation actions. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report and “NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS” for further information about our TDRs.

The table below provides detail on non-performing loans and REO assets on our consolidated balance sheets and non-performing loans underlying our financial guarantees.

Table 43 — Non-Performing Assets(1)

 

     June 30,
2013
    December 31,
2012
    June 30,
2012
 
     (dollars in millions)  

Non-performing mortgage loans — on balance sheet:

      

Single-family TDRs:(2)

      

Less than three monthly payments past due

   $ 71,047     $ 65,784     $ 47,960  

Seriously delinquent

     20,716       22,008       14,862  

Multifamily TDRs(3)

     806       815       870  
  

 

 

   

 

 

   

 

 

 

Total TDRs

     92,569       88,607       63,692  

Other seriously delinquent single-family loans(4)

     30,934       39,711       54,482  

Other multifamily loans(5)

     1,072       1,411       1,657  
  

 

 

   

 

 

   

 

 

 

Total non-performing mortgage loans — on balance sheet

     124,575       129,729       119,831  
  

 

 

   

 

 

   

 

 

 

Non-performing mortgage loans — off-balance sheet:

      

Single-family loans

     984       1,096       1,159  

Multifamily loans

     585       474       429  
  

 

 

   

 

 

   

 

 

 

Total non-performing mortgage loans — off-balance sheet

     1,569       1,570       1,588  
  

 

 

   

 

 

   

 

 

 

Real estate owned, net

     4,051       4,378       4,809  
  

 

 

   

 

 

   

 

 

 

Total non-performing assets

   $ 130,195     $ 135,677     $ 126,228  
  

 

 

   

 

 

   

 

 

 

Loan loss reserves as a percentage of our non-performing mortgage loans

     21.0     23.5     29.5
  

 

 

   

 

 

   

 

 

 

Total non-performing assets as a percentage of the total mortgage portfolio, excluding non-Freddie Mac securities

     7.2     7.5     6.8
  

 

 

   

 

 

   

 

 

 

 

 

(1) Mortgage loan amounts are based on UPB and REO, net is based on carrying values.
(2) In the third quarter of 2012, we changed the treatment of single-family loans discharged in Chapter 7 bankruptcy to classify these loans as TDRs (unless they were already classified as TDRs for other reasons), regardless of the borrowers’ payment status. The majority of the loans reclassified during the third quarter of 2012 were not seriously delinquent at the time of reclassification. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Basis of Presentation” in our 2012 Annual Report for further information about our TDR classification of loans discharged in Chapter 7 bankruptcy.
(3) Of these amounts, $803 million, $806 million and $837 million of UPB were current at June 30, 2013, December 31, 2012 and June 30, 2012, respectively.
(4) Represents loans recognized by us on our consolidated balance sheets, including loans removed from PC trusts due to the borrower’s serious delinquency.
(5) Of these amounts, $1.0 billion, $1.4 billion and $1.5 billion of UPB were current at June 30, 2013, December 31, 2012 and June 30, 2012, respectively.

Our loan loss reserves as a percentage of our non-performing mortgage loans declined at June 30, 2013 compared to December 31, 2012 primarily due to a decline in our loan loss reserves during the first half of 2013, which is attributed to: (a) foreclosure volume and related loan charge-offs during the first half of 2013; (b) lower estimates of incurred loss due to the positive impact of an increase in national home prices; and (c) declines in the volume of newly delinquent loans. The UPB of our non-performing assets declined to $130.2 billion as of June 30, 2013, from $135.7 billion as of December 31, 2012. We expect our non-performing assets, including loans deemed to be TDRs, to remain at elevated levels for the remainder of 2013.

 

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The table below provides detail by region for REO activity. Our REO activity consists almost entirely of single-family residential properties. See “Table 40 — Single-Family Credit Guarantee Portfolio by Attribute Combinations” for information about regional serious delinquency rates of loans in our portfolio.

Table 44 — REO Activity by Region(1)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (number of properties)  

REO Inventory

        

Beginning property inventory

     47,974       59,323       49,077       60,555  

Properties acquired by region:

        

Northeast

     2,133       1,862       3,900       3,687  

Southeast

     5,620       5,924       11,098       12,991  

North Central

     5,029       6,737       11,054       14,375  

Southwest

     1,780       2,545       3,778       5,315  

West

     1,858       2,967       4,472       7,472  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total properties acquired

     16,420       20,035       34,302       43,840  
  

 

 

   

 

 

   

 

 

   

 

 

 

Properties disposed by region:

        

Northeast

     (1,766     (1,956     (3,429     (3,878

Southeast

     (5,544     (7,058     (10,658     (13,345

North Central

     (7,171     (7,458     (14,132     (14,295

Southwest

     (2,282     (3,279     (4,672     (6,532

West

     (3,003     (6,325     (5,860     (13,063
  

 

 

   

 

 

   

 

 

   

 

 

 

Total properties disposed

     (19,766     (26,076     (38,751     (51,113
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending property inventory

     44,628       53,282       44,628       53,282  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) See endnote (8) to “Table 40 — Single-Family Credit Guarantee Portfolio by Attribute Combinations” for a description of these regions.

Our REO inventory (measured in number of properties) declined 9% from December 31, 2012 to June 30, 2013 primarily due to lower foreclosure activity, as compared to the first half of 2012, as well as a significant number of borrowers completing short sales rather than foreclosures. We expect our REO acquisitions to remain at elevated levels in 2013, as we have a large inventory of seriously delinquent loans in our single-family credit guarantee portfolio. We also expect our REO dispositions to remain at elevated levels.

The volume of our single-family REO acquisitions in recent periods has been significantly affected by the lengthening of the foreclosure process, which extends the time it takes for loans to be foreclosed upon and the underlying property to transition to REO. We expect that the length of the foreclosure process will continue to remain above historical levels, particularly in states that require a judicial foreclosure process. Foreclosures generally take longer to complete in states where judicial foreclosures (those conducted under the supervision of a court) are required than in states where non-judicial foreclosures are permitted. In addition, our expanded loss mitigation efforts, including short sales, are providing borrowers with viable alternatives to foreclosure. As a result of the continued high level of short sales and a declining amount of delinquent loans, fewer of our loans proceeded to foreclosure and subsequent REO sale during the first half of 2013.

Our single-family REO acquisitions in the first half of 2013 were most significant in the states of Florida, Illinois, Ohio, Michigan, and North Carolina, which collectively represented 46% of total REO acquisitions based on the number of properties. The North Central region comprised 40% and 42% of our REO property inventory, based on the number of properties, as of June 30, 2013 and December 31, 2012, respectively. This region generally has experienced more challenging economic conditions, includes a number of states with longer foreclosure timelines due to the local laws and foreclosure process, and has housing markets with generally lower demand and lower home values than in other regions. The states with the most properties in our REO inventory as of June 30, 2013 were Florida, Illinois, and Michigan, and these states comprised 14%, 11%, and 11%, respectively, of total REO property inventory, based on the number of properties, compared to 9%, 12%, and 12% of the inventory at December 31, 2012, respectively. The West region comprised 11% and 13% of our REO property inventory, based on the number of properties, as of June 30, 2013 and December 31, 2012, respectively. The state in the West region with the most properties in our REO inventory was California, and this state comprised 4% and 6% of our REO property inventory, based on the number of properties, as of June 30, 2013 and December 31, 2012, respectively.

Our REO acquisition activity is disproportionately high for certain types of loans in our single-family guarantee portfolio, including loans with certain higher-risk characteristics. For example, the percentage of interest-only and Alt-A loans in our single-family credit guarantee portfolio, based on UPB, was approximately 2% and 4%, respectively, at June 30,

 

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2013 and was 5% on a combined basis. The percentage of our REO acquisitions in the first half of 2013 that had been financed by either of these loan types represented approximately 25% of our total REO acquisitions, based on loan amount prior to acquisition. In addition, loans originated in 2005 through 2008 comprised approximately 78% of our REO acquisition activity during the first half of 2013.

We continue to experience significant variability in the average time for foreclosure by state. For example, during the first half of 2013, the average time for completion of foreclosures associated with loans in our single-family credit guarantee portfolio, excluding Other Guarantee Transactions, ranged from 392 days in Michigan to 1,118 days in Florida.

We are unable to market a significant portion of our REO property inventory at any given time, which can increase the average holding period of our inventory. For example, some jurisdictions require a period of time after foreclosure during which the borrower may reclaim the property. During this period, we are not able to sell the property. As of June 30, 2013 and December 31, 2012, the percentage of our single-family REO property inventory that had been held for sale longer than one year was 6.1% and 5.8%, respectively. Though it varied significantly in different states, the average holding period of our single-family REO properties, excluding any post-foreclosure period during which borrowers may reclaim a foreclosed property, was 202 days and 200 days during the six months ended June 30, 2013 and 2012, respectively.

The table below provides information about our REO properties at June 30, 2013 and December 31, 2012.

Table 45 — Single-Family REO Property Status

 

     As of
June 30, 2013
    As of
December 31, 2012
 
     (Percent of properties)  

Unable to market:

    

Redemption status(1)

     13     15

Occupied (waiting for eviction or vacancy)

     16       18  

Other(2)

     4       3  
  

 

 

   

 

 

 

Subtotal — unable to market

     33       36  

Pre-listing(3)

     27       23  

Pending settlement for sale(4)

     16       14  

Available for sale

     24       27  
  

 

 

   

 

 

 

Total

     100     100
  

 

 

   

 

 

 

 

 

(1) Consists of properties located in jurisdictions that require a period of time after foreclosure during which the borrower may reclaim the property.
(2) Includes properties where marketing is on hold, including where we are involved in litigation or other legal and regulatory issues concerning the property.
(3) Consists of properties that are not being actively marketed because we are evaluating the property condition and preparing the property for sale.
(4) Consists of properties where we have an executed sales contract and settlement has not yet occurred.

As shown in the table above, a significant portion of the properties in our REO inventory are unable to be marketed because they remain occupied or are located in states with a redemption period, particularly in the states of Illinois, Michigan, and Minnesota. The percentage of our REO inventory that is in the pre-listing category also remained high at June 30, 2013, primarily because many of these properties are under repair or are otherwise being prepared for sale.

Credit Loss Performance

Many loans that are seriously delinquent, or in foreclosure, result in credit losses. The table below provides detail on our credit loss performance associated with mortgage loans and REO assets on our consolidated balance sheets and underlying our non-consolidated mortgage-related financial guarantees.

 

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Table 46 — Credit Loss Performance

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
         2013             2012             2013             2012      
     (dollars in millions)  

REO

        

REO balances, net:

        

Single-family

   $ 3,997     $ 4,715     $ 3,997     $ 4,715  

Multifamily

     54       94       54       94  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 4,051     $ 4,809     $ 4,051     $ 4,809  
  

 

 

   

 

 

   

 

 

   

 

 

 

REO operations (income) expense:

        

Single-family

   $ (109   $ (34   $ (101   $ 138  

Multifamily

     (1     4       (3     3  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ (110   $ (30   $ (104   $ 141  
  

 

 

   

 

 

   

 

 

   

 

 

 

Charge-offs

        

Single-family:

        

Charge-offs, gross(1) (including $2.3 billion, $3.3 billion, $5.0 billion and $7.0 billion relating to loan loss reserves, respectively)

     2,400       3,377     $ 5,113     $ 7,155  

Recoveries(2)

     (528     (485     (1,186     (1,000
  

 

 

   

 

 

   

 

 

   

 

 

 

Single-family, net

   $ 1,872     $ 2,892     $ 3,927     $ 6,155  
  

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily:

        

Charge-offs, gross(1) (including $(1) million, $7 million, $1 million and $8 million relating to loan loss reserves, respectively)

     5       7     $ 7     $ 8  

Recoveries(2)

                 (1      
  

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily, net

   $ 5     $ 7     $ 6     $ 8  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Charge-offs:

        

Charge-offs, gross(1) (including $2.3 billion, $3.3 billion, $5.0 billion and $7.0 billion relating to loan loss reserves, respectively)

     2,405       3,384     $ 5,120     $ 7,163  

Recoveries(2)

     (528     (485     (1,187     (1,000
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Charge-offs, net

   $ 1,877     $ 2,899     $ 3,933     $ 6,163  
  

 

 

   

 

 

   

 

 

   

 

 

 

Credit Losses (Gains)(3)

        

Single-family

   $ 1,763     $ 2,858     $ 3,826     $ 6,293  

Multifamily

     4       11       3       11  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 1,767     $ 2,869     $ 3,829     $ 6,304  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total (in bps)(4)

     39.3       62.5       42.8       68.1  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Represent the carrying amount of a loan that has been discharged in order to remove the loan from our consolidated balance sheet at the time of resolution, regardless of when the impact of the credit loss was recorded on our consolidated statements of comprehensive income through the provision for credit losses or losses on loans purchased. Charge-offs primarily result from foreclosure transfers and short sales and are generally calculated as the recorded investment of a loan at the date it is discharged less the estimated value in final disposition or actual net sales in a short sale.
(2) Recoveries of charge-offs primarily result from foreclosure alternatives and REO acquisitions on loans where: (a) a share of default risk has been assumed by mortgage insurers, servicers, or other third parties through credit enhancements; or (b) we received a reimbursement of our losses from a seller/servicer associated with a repurchase request on a loan that experienced a foreclosure transfer or a foreclosure alternative. Includes $0.4 billion for both the six months ended June 30, 2013 and 2012 related to repurchase requests from our seller/servicers.
(3) Excludes foregone interest on non-performing loans, which reduces our net interest income but is not reflected in our total credit losses. In addition, excludes other market-based credit losses: (a) incurred on our investments in mortgage loans and mortgage-related securities; and (b) recognized in our consolidated statements of comprehensive income.
(4) Calculated as credit losses divided by the average carrying value of our total mortgage portfolio, excluding non-Freddie Mac mortgage-related securities and that portion of REMICs and Other Structured Securities that are backed by Ginnie Mae Certificates.

Our credit losses generally measure losses at the conclusion of the loan and related collateral resolution process. Our expenses associated with home retention actions (e.g., loan modifications) are generally not reflected in our credit losses. There is a significant lag in time from the start of loan workout activities by our servicers on problem loans (e.g., seriously delinquent loans) to the final resolution of those loans by the completion of foreclosures (and subsequent REO sales) and foreclosure alternatives (e.g., short sales). Single-family charge-offs, gross, for the three and six months ended June 30, 2013 were $2.4 billion and $5.1 billion, respectively, compared to $3.4 billion and $7.2 billion for the three and six months ended June 30, 2012, respectively. These charge-offs were associated with approximately $5.4 billion and $11.8 billion in UPB of loans for the three and six months ended June 30, 2013, respectively, and $6.8 billion and $14.2 billion for the three and six months ended June 30, 2012. Our charge-offs declined in the first half of 2013, compared to the first half of 2012, primarily due to improvements in home prices in recent periods in many of the areas in which we have had significant foreclosure and short sale activity. To a lesser extent, charge-offs also declined due to slowing volumes of foreclosures in our single-family guarantee portfolio since fewer loans have transitioned to foreclosure in the last several quarters. We expect our charge-offs and credit losses to continue to remain elevated in the remainder of 2013 due to the large number of single-family non-performing loans that will likely be resolved.

 

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Our credit losses during the first half of 2013 continued to be disproportionately high in Florida, California, Nevada, and Arizona, which collectively comprised approximately 50% and 51% of our total credit losses in the three and six months ended June 30, 2013, respectively. We estimate that these four states had the largest cumulative declines in home prices during the housing crisis that began in 2006, as measured by our home price index. Loans originated in 2005 through 2008 comprised approximately 19% of our single-family credit guarantee portfolio, based on UPB at June 30, 2013; however, these loans accounted for approximately 84% of our credit losses during the first half of 2013. In addition, although Alt-A loans comprised approximately 4% of our single-family credit guarantee portfolio at June 30, 2013, these loans accounted for approximately 23% of our credit losses during the first half of 2013. At June 30, 2013, loans in states with a judicial foreclosure process comprised 38% of our single-family credit guarantee portfolio, based on UPB, while loans in these states contributed to approximately 52% of our credit losses recognized in the first half of 2013. We expect the portion of our credit losses related to loans in states with judicial foreclosure processes will remain high in the near term as the substantial backlog of loans awaiting court proceedings in those states transitions to REO or other loss events. See “Table 3 — Credit Statistics, Single-Family Credit Guarantee Portfolio” for information on REO disposition severity ratios, and see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS” for additional information about our credit losses.

Loan Loss Reserves

We maintain mortgage-related loan loss reserves at levels we believe appropriate to absorb probable incurred losses on mortgage loans held-for-investment on our consolidated balance sheets and those underlying Freddie Mac mortgage-related securities and other guarantee commitments. Determining the loan loss reserves is complex and requires significant management judgment about matters that involve a high degree of subjectivity. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report for information on our accounting policies for loan loss reserves and impaired loans.

Our loan loss reserves declined in the first half of 2013, which reflects continued high levels of loan charge-offs compared to levels before 2009. In addition, this decline was also due to improvement in both borrower payment performance and lower severity ratios for REO dispositions and short sale transactions due to the improvements in home prices in most areas during the period. In recent periods, the portion of our loan loss reserves attributable to individually impaired loans has increased while the portion of our loan loss reserves determined on a collective basis has declined since the number of loans classified as TDRs has significantly increased in the last two years. Although the housing market has continued to significantly improve in many geographic areas, we expect that our loan loss reserves will remain elevated for an extended period because: (a) the resolution of problem loans takes considerable time, often several years in the case of foreclosure, in many areas where significant numbers of these loans are located; and (b) a significant portion of our reserves are associated with performing loans classified as individually impaired and will require us to maintain a loss reserve until the loans are fully repaid or complete a short sale or foreclosure.

As of June 30, 2013 and December 31, 2012, the recorded investment of individually impaired single-family mortgage loans was $92.7 billion and $89.3 billion, respectively, and the loan loss reserves associated with these loans were $18.1 billion and $17.9 billion, respectively. Our loan loss reserve associated with individually impaired single-family loans as a percentage of the total recorded investment of these loans was 20% of the balance as of both June 30, 2013 and December 31, 2012. Our loan loss reserve associated with collectively evaluated single-family loans as a percentage of the total recorded investment of these loans was 0.5% and 0.8% of the balance as of June 30, 2013 and December 31, 2012, respectively. See “Table 4.4 — Net Investment in Mortgage Loans” for information about collectively evaluated and individually evaluated loans on our consolidated balance sheets. See “NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS” for additional information about our impaired loans. See “CONSOLIDATED RESULTS OF OPERATIONS — Provision for Credit Losses,” for a discussion of our provision for credit losses.

The table below summarizes our net investment for individually impaired single-family mortgage loans on our consolidated balance sheets for which we have recorded a specific reserve.

 

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Table 47 — Single-Family Impaired Loans with Specific Reserve Recorded

 

     2013     2012  
     # of Loans     Amount     # of Loans     Amount  
           (in millions)           (in millions)  

TDRs (recorded investment):

        

TDRs, at beginning of year

     449,145     $ 83,484       252,749     $ 53,494  

New additions

     57,865       9,652       45,405       8,638  

Repayments

     (14,660     (2,556     (2,740     (680

Loss events(1)

     (17,279     (3,154     (7,517     (1,500

Other

     (923     (490     238       2  
  

 

 

   

 

 

   

 

 

   

 

 

 

June 30, balance

     474,148       86,936       288,135       59,954  

Other (recorded investment)(2)

     15,313       1,374       22,961       2,132  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total impaired loans with specific reserve

     489,461       88,310       311,096       62,086  
  

 

 

     

 

 

   

Total allowance for loan losses of individually impaired single-family loans

       (18,105       (16,041
    

 

 

     

 

 

 

Net investment, June 30,

     $ 70,205       $ 46,045  
    

 

 

     

 

 

 

 

 

(1) Foreclosure transfers or foreclosure alternatives, such as a deed in lieu of foreclosure or short sale transaction.
(2) Loans impaired upon purchase as of June 30.

Credit Risk Sensitivity

Under a 2005 agreement with FHFA, then OFHEO, we are required to disclose the estimated increase in the NPV of future expected credit losses for our single-family credit guarantee portfolio over a ten year period as the result of an immediate 5% decline in home prices nationwide, followed by a stabilization period and return to the base case. This sensitivity analysis is hypothetical and may not be indicative of our actual results. We do not use this analysis for determination of our reported results under GAAP. The estimate of our portfolio’s credit sensitivity to a 5% home price decline (with this scenario’s assumptions) has decreased in recent periods, which we believe is primarily due to the combination of improvement in home prices in most of the U.S. as well as the decline in the composition of our portfolio of loans originated in 2005 through 2008.

The table below presents the estimated credit loss sensitivity of our single-family credit guarantee portfolio, based on assumptions required by FHFA, both before and after consideration of credit enhancements, measured at the end of the last five quarterly periods.

Table 48 — Single-Family Credit Loss Sensitivity

 

     Before Receipt of
Credit Enhancements(1)
     After Receipt of Credit
Enhancements(2)
 
     NPV(3)      NPV  Ratio(4)      NPV(3)      NPV  Ratio(4)  
     (dollars in millions)  

At:

           

June 30, 2013

   $ 4,000        24.3 bps       $ 3,663        22.2 bps   

March 31, 2013

   $ 4,961        30.3 bps       $ 4,575        27.9 bps   

December 31, 2012

   $ 6,356        38.8 bps       $ 5,908        36.1 bps   

September 30, 2012

   $ 6,479        39.2 bps       $ 6,085        36.8 bps   

June 30, 2012

   $ 7,131        42.2 bps       $ 6,713        39.7 bps   

 

 

(1) Assumes that none of the credit enhancements currently covering our mortgage loans has any mitigating effect on our credit losses.
(2) Assumes we collect amounts due from credit enhancement providers after giving effect to certain assumptions about counterparty default rates.
(3) Based on the single-family credit guarantee portfolio, excluding REMICs and Other Structured Securities backed by Ginnie Mae Certificates.
(4) Calculated as the ratio of NPV of increase in credit losses to the single-family credit guarantee portfolio, defined in note (3) above.

Institutional Credit Risk

Single-family Mortgage Seller/Servicers

We acquire a significant portion of our single-family mortgage purchase volume from several large lenders, or seller/servicers. Our top 10 single-family seller/servicers provided approximately 67% of our single-family purchase volume during the first half of 2013. Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A., accounted for 22% and 12%, respectively, of our single-family mortgage purchase volume and were the only single-family seller/servicers that comprised 10% or more of our purchase volume during the first half of 2013.

We are exposed to institutional credit risk arising from the potential insolvency of or non-performance by our mortgage seller/servicers, including non-performance of their repurchase obligations arising from breaches of the representations and

 

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warranties made to us for loans they underwrote and sold to us or failure to honor their recourse and indemnification obligations to us. This exposure remained high during the first half of 2013.

We have contractual arrangements with our seller/servicers under which they agree to sell us mortgage loans, and represent and warrant that those loans meet specified eligibility and underwriting standards. In addition, our servicers represent and warrant to us that those loans will be serviced in accordance with our servicing contract. If we subsequently discover that the representations and warranties were breached (i.e., that contractual standards were not followed), we can exercise certain contractual remedies to mitigate our actual or potential credit losses. These contractual remedies include the ability to require the seller/servicer to repurchase the loan at its current UPB and/or make us whole for losses realized with respect to the loan after consideration of other recoveries, if any. We require that a seller/servicer repurchase a mortgage after we issue a repurchase request, unless the seller/servicer avails itself of an appeals process provided for in our contracts, in which case the deadline for repurchase is extended pending our decision on the appeal. Our practices for repurchases associated with the loans we purchase on or after January 1, 2013 are subject to our new representation and warranty framework. For information on this framework, see “RISK MANAGEMENT — Credit Risk — Institutional Credit Risk — Single-family Mortgage Seller/Servicers” in our 2012 Annual Report.

The table below provides a summary of our repurchase request activity for the six months ended June  30, 2013 and 2012.

Table 49 — Repurchase Request Activity and Counterparty Balances(1)

 

     Six Months Ended June 30,  
     2013     2012  
     (in millions)  

Beginning balance

   $ 3,028     $ 2,716  

New requests issued

     4,858       4,906  

Requests collected(2)

     (1,739     (2,030

Requests cancelled(3)

     (2,853     (2,650

Other(4)

     (80     (28
  

 

 

   

 

 

 

Ending balance

   $ 3,214     $ 2,914  
  

 

 

   

 

 

 
     As of June 30,     As of December 31,  
     2013     2012  
     (in millions)  

Seller/servicer counterparty:

    

Bank of America, N.A.

   $ 1,092     $ 1,029  

Wells Fargo Bank, N.A.

     799       662  

JPMorgan Chase Bank, N.A.

     382       279  

CitiMortgage, N.A.

     124       100  

Suntrust Mortgage, Inc.

     75       39  

Other counterparties

     742       919  
  

 

 

   

 

 

 

Total

   $ 3,214     $ 3,028  
  

 

 

   

 

 

 

 

 

(1) Amounts are based on the UPB of the loans associated with the repurchase requests.
(2) Requests collected are based on the UPB of the loans associated with the repurchase requests, which in many cases is more than the amount of payments received for reimbursement of losses for requests associated with foreclosed mortgage loans, negotiated agreements, and other alternative remedies. For the six months ended June 30, 2013 and 2012, approximately 48% and 29%, respectively, of the requests collected in each period were satisfied by reimbursement of losses associated with the request.
(3) Consists primarily of those requests that were resolved by the servicer providing missing documentation or rescinded through a successful appeal of the request.
(4) Other includes items that affect the UPB of the loan while the repurchase request is outstanding, such as changes in UPB due to payments made on the loan. Also includes requests deemed uncollectible due to the insolvency or other failure of the counterparty.

The UPB of loans subject to open repurchase requests increased to $3.2 billion at June 30, 2013 from $3.0 billion at December 31, 2012 because the volume of new request issuances exceeded the combined volume of requests collected and cancelled. As measured by UPB, approximately 45% and 41% of the repurchase requests outstanding at June 30, 2013 and December 31, 2012, respectively, were outstanding for four months or more since issuance of the initial request (these figures include repurchase requests for which appeals were pending). As of June 30, 2013, two of our largest seller/servicers (Bank of America, N.A. and Wells Fargo Bank, N.A.) had aggregate repurchase requests outstanding, based on UPB, of $1.9 billion, and approximately 63% of these requests were outstanding for four months or more since issuance of the initial request. The amount we expect to collect on the outstanding requests is significantly less than the UPB of the loans subject to the repurchase requests primarily because many of these requests will likely be satisfied by reimbursement of our realized credit losses by seller/servicers, instead of repurchase of loans at their UPB. Some of these requests also may be rescinded in

 

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the course of the contractual appeal process. Based on our historical loss experience and the fact that many of these loans are covered by credit enhancements (e.g., mortgage insurance), we expect the actual credit losses experienced by us should we fail to collect on these repurchase requests will also be less than the UPB of the loans.

Repurchase requests related to mortgage insurance rescission and claim denial tend to be outstanding longer than other repurchase requests. Of the total amount of repurchase requests outstanding at both June 30, 2013 and December 31, 2012, approximately $1.2 billion were issued due to mortgage insurance rescission or mortgage insurance claim denial. In the near term, we expect to experience continued high rates of rescission and lower rates of recovery from mortgage insurers compared to periods before 2008.

For more information on our contractual remedies concerning breaches of representations and warranties, including (a) the impact of the expansion of our relief refinance initiative in late 2011 and during 2012, and (b) repurchase requests associated with mortgage insurance rescission, see “RISK MANAGEMENT — Credit Risk — Institutional Credit Risk Single-family Mortgage Seller/Servicers” and “RISK FACTORS — Competitive and Market Risks — Our financial condition or results of operations may be adversely affected if mortgage seller/servicers fail to repurchase loans sold to us in breach of representations and warranties or fail to honor any related indemnification or recourse obligations” in our 2012 Annual Report.

Historically, we have used a process of reviewing a sample of the loans we purchase to validate compliance with our underwriting standards. In addition, we review many delinquent loans and loans that have resulted in credit losses, such as through foreclosure or short sale. The loan review and appeal process is lengthy, but we have completed a substantial number of reviews and compiled initial results of our review of 2012 originations. Based on reviews completed through June 2013, the average aggregate deficiency rate across all seller/servicers for loans funded during 2012, 2011, and 2010 was approximately 3%, 5%, and 13%, respectively. The most common underwriting deficiencies found in our review of loans funded during 2012 were related to insufficient income and inadequate or missing documentation to support borrower qualification. As part of the 2013 Conservatorship Scorecard, FHFA set a goal for us to complete our demands for remedies for breaches of representations and warranties related to pre-conservatorship loan activity. We are continuing our reviews of loans originated prior to 2009 in accordance with FHFA’s guidance.

During the first quarter of 2013, we entered into an agreement with GMAC Mortgage, LLC (in connection with its bankruptcy proceeding) to release specified loans from certain repurchase obligations in exchange for a one-time cash payment. Loans totaling approximately $0.7 billion in UPB were subject to this negotiated agreement.

Our estimate of recoveries from seller/servicer repurchase obligations is considered in our allowance for loan losses; however, our actual recoveries may be different than our estimates. Such differences are reflected in our allowance for loan losses and impact the amount of the provision for credit losses that we record during a given period. We believe we have appropriately provided for these exposures, based upon our estimates of incurred losses, in our loan loss reserves; however, our actual losses may exceed our estimates.

A significant portion of our single-family mortgage loans are serviced by several large seller/servicers. Because we are the master servicer and delegate the primary servicing function to our servicers, if our servicers lack appropriate process controls, experience a failure in their controls, or experience an operating disruption in their ability to service mortgage loans, our business and financial results could be adversely affected. Our top two single-family loan servicers, Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A., serviced approximately 26% and 12%, respectively, of our single-family mortgage loans as of June 30, 2013, and together serviced approximately 38% of our single-family mortgage loans. We continue to face challenges with respect to the performance of certain of our seller/servicers in managing our seriously delinquent loans. As part of our efforts to address this issue and mitigate our credit losses, we have been facilitating the transfer of servicing from certain underperforming servicers to other servicers that specialize in workouts of problem loans. Some of these specialized servicers have grown rapidly in the last two years and now service an increasing number of our loans. We also seek remedies such as compensatory fees for underperformance.

We rely on our seller/servicers to perform loan workout activities as well as foreclosures on loans that they service for us. We also continue to be adversely affected by the length of the foreclosure timeline, particularly in states that require a judicial foreclosure process, which has provided challenges to our seller/servicers because they have had to change their processes for compliance with the requirements of each jurisdiction.

 

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In recent years, we made changes to our programs for reviewing the performance of our servicers. Under the programs, we pay incentives to servicers that exceed certain performance standards with respect to servicing delinquent loans, and also assess certain fees to compensate us for deficiencies in servicer performance. These fees are recorded in other expenses, and other income, respectively, within our consolidated statements of comprehensive income. These fees were not significant to our consolidated financial results for the first half of 2013. During the first quarter of 2013, we made additional changes that are designed to further encourage more timely resolution of problem loans.

Multifamily Mortgage Seller/Servicers

We acquire a significant portion of our multifamily purchase volume from several large sellers. We are exposed to certain institutional credit risks arising from the potential non-performance by our multifamily sellers and mortgage servicers. For the six months ended June 30, 2013, our top two multifamily sellers, CBRE Capital Markets, Inc. and Berkadia Commercial Mortgage LLC, accounted for 24% and 18%, respectively, of our multifamily purchase and guarantee issuance volume. Our top 10 multifamily sellers represented an aggregate of approximately 86% of our multifamily purchase and guarantee issuance volume for the six months ended June 30, 2013. A significant portion of our multifamily mortgage portfolio is serviced by several large multifamily servicers. As of June 30, 2013, our top three multifamily servicers, Berkadia Commercial Mortgage LLC, CBRE Capital Markets, Inc., and Wells Fargo Bank, N.A., each serviced more than 10% of our multifamily mortgage portfolio, excluding Other Guarantee Transactions, and together serviced approximately 39% of this portfolio.

Mortgage Insurers

We have institutional credit risk relating to the potential insolvency of, or non-performance by, mortgage insurers that insure single-family mortgages we purchase or guarantee. As a guarantor, we remain responsible for the payment of principal and interest if a mortgage insurer fails to meet its obligations to reimburse us for claims. If any of our mortgage insurers fail to fulfill their obligation, we could experience increased credit losses.

We attempt to manage this risk by establishing eligibility standards for mortgage insurers and by monitoring our exposure to individual mortgage insurers. Our monitoring includes performing regular analysis of the estimated financial capacity of mortgage insurers under different adverse economic conditions. The 2013 Conservatorship Scorecard includes a goal for us to develop counterparty risk management standards for mortgage insurers that include uniform master policies and eligibility requirements.

As part of the estimate of our loan loss reserves, we evaluate the recovery and collectability related to mortgage insurance policies on mortgage loans we own or guarantee. We also evaluate the collectability of outstanding receivables from these counterparties related to unpaid claims. The majority of our mortgage insurance exposure is concentrated with four counterparties, certain of which are under significant financial stress. A number of our mortgage insurers have exceeded risk to capital ratios required by their state insurance regulators. Given the difficulties in the mortgage insurance industry, we believe it is likely that other mortgage insurers may exceed their regulatory capital limit in the future. Although the financial condition of some of our primary mortgage insurance counterparties improved in recent periods, there is still a significant risk that these counterparties will fail to fully perform on their obligations to pay our claims. We continue to acquire new loans with mortgage insurance from these weaker mortgage insurers, to the extent they are continuing to issue new coverage.

The table below summarizes our exposure to mortgage insurers as of June 30, 2013. In the event that a mortgage insurer fails to perform, the coverage outstanding represents our maximum exposure to credit losses resulting from such failure. Our most significant exposure to these insurers is through primary mortgage insurance. As of June 30, 2013, we had primary mortgage insurance coverage on loans that represented approximately 12% of the UPB of our single-family credit guarantee portfolio.

 

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Table 50 — Mortgage Insurance by Counterparty

 

               As of June 30, 2013  
               UPB of Covered Loans      Coverage Outstanding  

Counterparty Name

  

Credit Rating(1)

  

Credit Rating
Outlook(1)

   Primary
Insurance(2)
     Pool
Insurance(2)
     Primary
Insurance(3)
     Pool
Insurance(3)
 
               (in billions)  

Mortgage Guaranty Insurance Corporation (MGIC)

   B    Stable    $ 44.0      $ 1.6      $ 11.0      $ <0.1   

Radian Guaranty Inc.

   B    Stable      41.8        4.3        10.3        1.0  

United Guaranty Residential Insurance Company

   BBB    Stable      37.1        0.2        9.2        <0.1   

Genworth Mortgage Insurance Corporation

   B    Negative      27.6        0.3        6.9        0.1  

PMI Mortgage Insurance Co. (PMI)(4)

   Not Rated    N/A      16.2        0.6        4.0        0.1  

Republic Mortgage Insurance Company (RMIC)(5)

   Not Rated    N/A      12.9        0.8        3.2        0.1  

Essent Guaranty, Inc.

   BBB–    Stable      7.4               1.8         

Triad Guaranty Insurance Corporation (Triad)(6)

   Not Rated    N/A      5.9        0.2        1.5        <0.1   

CMG Mortgage Insurance Company

   BBB–    Negative      2.8        <0.1         0.7         
        

 

 

    

 

 

    

 

 

    

 

 

 

Total

         $ 195.7      $ 8.0      $ 48.6      $ 1.3  
        

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Represents the rating for the holding company of our counterparty. Amounts include coverage provided by consolidated affiliates and subsidiaries of the counterparty. Latest rating available as of July 24, 2013. Represents the lower of S&P and Moody’s credit ratings and outlooks stated in terms of the S&P equivalent.
(2) These amounts are based on gross coverage without regard to netting of coverage that may exist to the extent an affected mortgage is covered under both types of insurance. See “Table 4.5 — Recourse and Other Forms of Credit Protection” in “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” for further information.
(3) Represents the remaining aggregate contractual limit for reimbursement of losses under the respective policy type. These amounts are based on gross coverage without regard to netting of coverage that may exist to the extent an affected mortgage is covered under both types of insurance.
(4) In April 2013, PMI began paying valid claims 55% in cash and 45% in deferred payment obligations and made a one-time cash payment to us for claims that were previously settled for 50% in cash.
(5) Under a plan announced in November 2012, RMIC is paying all valid claims settled on or after January 19, 2012, 60% in cash and 40% in deferred payment obligations.
(6) In June 2009, Triad began paying valid claims 60% in cash and 40% in deferred payment obligations under order of its state regulator.

We received proceeds of $0.9 billion and $1.0 billion during the six months ended June 30, 2013 and 2012, respectively, from our primary and pool mortgage insurance policies for recovery of losses on our single-family loans. We had outstanding receivables from mortgage insurers (including deferred payment obligations), net of associated reserves, of $0.7 billion and $0.8 billion at June 30, 2013 and December 31, 2012, respectively.

PMI, RMIC, and Triad are all under regulatory or court ordered supervision, and a substantial portion of their claims are recorded by us as deferred payment obligations. These insurers continue to pay a portion of their respective claims in cash. However, the state regulators of these companies have generally not allowed them to pay their respective deferred payment obligations. If, as we expect, these insurers do not pay the full amount of their deferred payment obligations, we would lose a portion of the coverage from these counterparties shown in the table above.

Recently, some of our mortgage insurance counterparties have been able to obtain additional capital and we expect that they will continue to explore additional opportunities to further improve their capital position as the housing market improves. In February 2013, Arch Capital Group, Ltd announced that it has entered into an agreement to acquire certain assets from the PMI estate. This agreement received court approval in June 2013. In connection with the 2013 Conservatorship Scorecard, we expect to publish changes to the capital requirements for mortgage insurer eligibility during the second half of 2013. In addition to PMI, RMIC, and Triad, we believe that certain of our other mortgage insurance counterparties may be unable to meet the expected new requirements for mortgage insurer eligibility within our timeframes for doing so. As a result, our mortgage insurance exposure could become concentrated among a smaller number of counterparties in the future. For more information, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Mortgage Insurers” in our 2012 Annual Report.

Bond Insurers

Bond insurance, which may be either primary or secondary policies, is a credit enhancement covering certain of the non-agency mortgage-related securities we hold. Primary policies are acquired by the securitization trust issuing the securities we purchase, while secondary policies are acquired by us. Bond insurance exposes us to the risk that the bond insurer will be unable to satisfy claims.

The table below presents our coverage amounts of bond insurance, including secondary coverage, for the non-agency mortgage-related securities we hold. In the event a bond insurer fails to perform, the coverage outstanding represents our maximum principal exposure to credit losses related to such a failure.

 

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Table 51 — Bond Insurance by Counterparty

 

               As of June 30, 2013  

Counterparty Name

  

Credit Rating(1)

  

Credit Rating

Outlook(1)

   Coverage
Outstanding(2)
     Percent of
Total Coverage
Outstanding(2)
 
               (dollars in millions)         

Ambac Assurance Corporation (Ambac)(3)

   Not Rated    N/A    $ 3,818        46

Financial Guaranty Insurance Company (FGIC)(3)

   Not Rated    N/A      1,485        18  

National Public Finance Guarantee Corp.

   BBB+    Positive      1,095        13  

MBIA Insurance Corp.

   B–    Positive      960        12  

Assured Guaranty Municipal Corp.

   A    Stable      779        10  

Syncora Guarantee Inc. (Syncora)(3)

   Not Rated    N/A      51        1  

CIFG Assurance Corporation

   Not Rated    N/A      30        <1   
        

 

 

    

 

 

 

Total

         $ 8,218        100
        

 

 

    

 

 

 

 

 

(1) Represents the rating and outlook of the corporate entity to which we have the greatest exposure, which in some cases is a holding company. Coverage amounts may include coverage provided by consolidated affiliates and subsidiaries of the counterparty. Latest ratings available as of July 24, 2013. Represents the lower of S&P and Moody’s credit ratings stated in terms of the S&P equivalent.
(2) Represents maximum principal exposure to credit losses.
(3) Ambac, FGIC, and Syncora are currently operating under regulatory or court ordered supervision.

We monitor the financial strength of our bond insurers in accordance with our risk management policies. Some of our larger bond insurers are in runoff mode where no new business is being written. We expect to receive substantially less than full payment of our claims from Ambac and FGIC as these companies are insolvent. FGIC is currently not paying any of its claims. On June 11, 2013, FGIC’s plan of rehabilitation was approved by the appropriate authorities. Under the plan, permitted claims will be paid 17% in cash and the remainder in deferred payment obligations. It has not yet been announced when the plan will become effective or when payments will begin. Ambac, which had not paid claims since March 2010, began paying a portion of its claims in cash in the third quarter of 2012. For more information concerning Ambac and FGIC, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Bond Insurers” in our 2012 Annual Report.

We believe that we will likely receive substantially less than full payment of our claims from some of our other bond insurers, because we believe they also lack sufficient ability to fully meet all of their expected lifetime claims-paying obligations to us as such claims emerge. In the event one or more of our other bond insurers were to become subject to a regulatory order or insolvency proceeding, our ability to recover certain unrealized losses on our non-agency mortgage-related securities would be negatively affected.

We considered our expectations regarding our bond insurers’ ability to meet their obligations in making our impairment determinations on our non-agency mortgage-related securities at June 30, 2013 and December 31, 2012. See “NOTE 7: INVESTMENTS IN SECURITIES — Other-Than-Temporary Impairments on Available-For-Sale Securities” for additional information regarding impairment losses on securities covered by bond insurers.

Cash and Other Investments Counterparties

We are exposed to institutional credit risk arising from the potential insolvency or non-performance of counterparties of non-mortgage-related investment agreements and cash equivalent transactions, including those entered into on behalf of our securitization trusts. These financial instruments are investment grade at the time of purchase and primarily short-term in nature, which mitigates institutional credit risk for these instruments.

Our cash and other investment counterparties are primarily major financial institutions, Treasury, and the Federal Reserve Bank. As of June 30, 2013 and December 31, 2012, including amounts related to our consolidated VIEs, there were $55.1 billion and $60.7 billion, respectively, of: (a) cash and securities purchased under agreements to resell invested with institutional counterparties; (b) Treasury securities classified as cash equivalents; or (c) cash deposited with the Federal Reserve Bank. See “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS” for further information on counterparty credit ratings and concentrations within our cash and other investments.

For information about institutional credit risk associated with our investments in non-mortgage-related securities, see “NOTE 7: INVESTMENTS IN SECURITIES — Table 7.8 — Trading Securities.”

 

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Agency and Non-Agency Mortgage-Related Security Issuers

Our investments in securities expose us to institutional credit risk to the extent that servicers, issuers, guarantors, or third parties providing credit enhancements become insolvent or do not perform their obligations. Our investments in non-Freddie Mac mortgage-related securities include both agency and non-agency securities. Agency securities have historically presented minimal institutional credit risk due to the guarantee provided by those institutions, and the U.S. government’s support of those institutions. However, we recognized impairment charges in the first half of 2013 related to certain of our investments in non-agency mortgage-related securities. The servicing of loans underlying these securities is significantly concentrated with several counterparties and our ability to mitigate this concentration is limited. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Investments in Securities” for further information about these securities, including a discussion of the higher-risk components of these investments.

At the direction of our Conservator, we are working to enforce our rights as an investor with respect to the non-agency mortgage-related securities we hold, and are engaged in efforts to mitigate losses on our investments in these securities, in some cases in conjunction with other investors. We and FHFA reached settlements with General Electric Company and affiliates (in January 2013), and Citigroup Inc. and affiliates (in May 2013). In addition, on July 25, 2013 FHFA announced that it reached a settlement with UBS Americas, Inc. According to FHFA’s announcement, under the terms of the agreement, UBS will pay approximately $470 million to Freddie Mac to resolve certain claims related to securities sold to us between 2004 and 2007. Lawsuits with a number of other groups are currently pending. The effectiveness of our efforts is highly uncertain and any potential recoveries may take significant time to realize. For more information on these efforts, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS” in our 2012 Annual Report and “MD&A — RISK MANAGEMENT — Credit Risk — Institutional Credit Risk Non-Agency Mortgage-Related Security Issuers” in our 2012 Annual Report.

Derivative Counterparties

We use exchange-traded derivatives, cleared derivatives, and OTC derivatives, and are exposed to institutional credit risk with respect to these derivatives. OTC derivatives refer to those derivatives that are neither exchange-traded derivatives nor cleared derivatives, as described below. For more information about the institutional credit risk associated with our use of derivatives, and our strategies to manage our exposures related to such risk, see “MD&A — RISK MANAGEMENT — Credit Risk —Institutional Credit RiskDerivative Counterparties” in our 2012 Annual Report.

All of our OTC derivative counterparties are major financial institutions and are experienced participants in the OTC derivatives market. The relative concentration of our derivative exposure among our primary OTC derivative counterparties remains high as compared to historical levels. This concentration has increased significantly since 2008 primarily due to industry consolidation and the failure or weakening of certain counterparties, and could further increase. See “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES” for additional information.

The Dodd-Frank Act requires central clearing and trading on exchanges or comparable trading facilities of many types of derivatives. Pursuant to the Dodd-Frank Act, the U.S. Commodity Futures Trading Commission has determined that the types of interest-rate swaps that we use most frequently are subject to the central clearing requirement, for transactions executed or modified on or after June 10, 2013. We refer to these interest-rate swaps as cleared derivatives. As a result, our exposure to the clearing organizations we use to clear such interest-rate derivatives, and to the members of the clearing organizations that administer our transactions once accepted for clearing, will increase over time. However, our exposure to individual counterparties associated with OTC interest-rate swaps will decrease over time.

The table below summarizes our exposure to our derivative counterparties, which represents the net positive fair value of derivative contracts, related accrued interest and collateral held by us from our counterparties, after netting by counterparty as applicable (i.e., net amounts due to us under derivative contracts which are recorded as derivative assets). For OTC interest-rate swaps, option-based derivatives, and foreign-currency swaps that are in an asset position, we hold collateral against those positions in accordance with agreed upon thresholds. The amount of collateral held depends on the credit rating of the counterparty and is based on our credit risk policies. In addition, we have OTC interest-rate swap, option-based derivatives, and foreign-currency swap liabilities where we post collateral to counterparties in accordance with agreed upon thresholds. Pursuant to certain collateral agreements we have with OTC interest-rate swap, option-based derivatives, and foreign-currency swap counterparties, the amount of collateral that we are required to post is based on the credit rating of our long-term senior unsecured debt securities from S&P or Moody’s. The lowering or withdrawal of our credit rating by S&P or Moody’s may increase our obligation to post collateral, depending on the amount of the counterparty’s exposure to

 

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Freddie Mac with respect to the derivative transactions. At June 30, 2013, our collateral posted exceeded our collateral held. See “CONSOLIDATED BALANCE SHEETS ANALYSIS — Derivative Assets and Liabilities, Net” and “Table 25 — Derivative Fair Values and Maturities” for a reconciliation of fair value to the amounts presented on our consolidated balance sheets as of June 30, 2013, which includes both cash collateral held and posted by us, net.

Table 52 — Derivative Counterparty Credit Exposure

 

     As of June 30, 2013

Rating(1)

   Number of
Counterparties(2)
     Notional or
Contractual
Amount(3)
     Total
Exposure at
Fair Value(4)
     Exposure,
Net of
Collateral(5)
     Weighted Average
Contractual
Maturity

(in years)
    

Collateral Posting
Threshold

     (dollars in millions)

AA-

     4      $ 47,347      $ 47      $ 11        5.5      $10 million or less

A+

     4        72,425        1,204        9        5.8      $1 million or less

A

     6        318,150        56               5.6      $1 million or less

A-

     3        141,547        181        4        5.7      $1 million or less

BBB+

     2        42,175        3               5.5      $            —
  

 

 

    

 

 

    

 

 

    

 

 

       

Subtotal

     19        621,644        1,491        24        5.6     

Exchange-traded and cleared derivatives

        70,719        382        382        

Commitments

        38,271        309        309        

Swap guarantee derivatives

        3,594                      

Other derivatives(6)

        9,071                      
     

 

 

    

 

 

    

 

 

       

Total derivatives

      $ 743,299      $ 2,182      $ 715        
     

 

 

    

 

 

    

 

 

       
     As of December 31, 2012

Rating(1)

   Number of
Counterparties(2)
     Notional or
Contractual
Amount(3)
     Total
Exposure at
Fair Value(4)
     Exposure,
Net of
Collateral(5)
     Weighted Average
Contractual
Maturity

(in years)
    

Collateral Posting
Threshold

     (dollars in millions)

AA-

     4      $ 41,169      $      $        5.6      $10 million or less

A+

     4        86,717        1,220        15        6.0      $1 million or less

A

     5        343,353        734        32        5.8      $1 million or less

A-

     4        148,271        6        22        5.7      $1 million or less

BBB+

     1        42,643                      6.0      $            —
  

 

 

    

 

 

    

 

 

    

 

 

       

Subtotal

     18        662,153        1,960        69        5.8     

Exchange-traded and cleared derivatives

        42,673        66        66        

Commitments

        25,530        20        20        

Swap guarantee derivatives

        3,628                      

Other derivatives(6)

        11,847        1        1        
     

 

 

    

 

 

    

 

 

       

Total derivatives

      $ 745,831      $ 2,047      $ 156        
     

 

 

    

 

 

    

 

 

       

 

 

(1) Ratings of our OTC interest-rate swap, options-based derivatives (excluding certain written options), and foreign-currency swap derivative counterparties. We use the lower of S&P and Moody’s ratings to manage collateral requirements. In this table, the Moody’s rating of the legal entity is stated in terms of the S&P equivalent.
(2) Based on legal entities.
(3) Notional or contractual amounts are used to calculate the periodic settlement amounts to be received or paid and generally do not represent actual amounts to be exchanged.
(4) For each counterparty, this amount includes derivatives with a positive fair value (recorded as derivative assets, net), including the related accrued interest receivable/payable, when applicable. For counterparties included in the subtotal, positions are shown netted at the counterparty level including accrued interest receivable/payable and trade/settle fees.
(5) Calculated as Total Exposure at Fair Value less both cash and non-cash collateral held as determined at the counterparty level. At June 30, 2013 and December 31, 2012, $460 million and $501 million, respectively, of non-cash collateral had been posted to us. We regularly review the market values of the securities pledged to us to minimize our exposure to loss. When non-cash collateral is posted to us, we require collateral in excess of our exposure to satisfy the net obligation to us in accordance with the counterparty agreement. Includes amounts related to our posting of cash collateral in excess of our derivative liability as determined at the counterparty level. For derivatives settled through an exchange or clearinghouse, excludes the effect of maintenance margin.
(6) Consists primarily of certain written options and certain credit derivatives. Written options do not present counterparty credit exposure because we receive a one-time up-front premium in exchange for giving the holder the right to execute a contract under specified terms, which generally puts us in a liability position.

Over time, our exposure to individual counterparties for OTC derivatives varies depending on changes in fair values, which are affected by changes in period-end interest rates, the implied volatility of interest rates, foreign-currency exchange rates, and the amount of derivatives held. See “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES — Derivative Portfolio — Master Netting and Collateral Agreements” for more information about our maximum loss for accounting purposes and concentrations of counterparty risk related to derivative counterparties.

Approximately 98% of our counterparty credit exposure for OTC interest-rate swap, option-based, and foreign-currency swap derivatives was collateralized at June 30, 2013 (excluding amounts related to our posting of cash collateral in excess of

 

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our derivative liability as determined at the counterparty level). The remaining exposure was primarily due to exposure amounts below the applicable counterparty collateral posting threshold, as well as market movements during the time period between when a derivative was marked to fair value and the date we received the related collateral. In some instances, these market movements result in us having provided collateral that has fair value in excess of our obligation, which represents our overcollateralization exposure. Collateral is typically transferred within one business day based on the values of the related derivatives.

In the event a derivative counterparty defaults, our economic loss may be higher than the uncollateralized exposure of our derivatives if we are not able to replace the defaulted derivatives in a timely and cost-effective fashion. We could also incur economic loss if non-cash collateral posted to us by the defaulting counterparty and held by the custodian cannot be liquidated at prices that are sufficient to recover the amount of such exposure.

As noted above, on June 10, 2013, the types of interest-rate swaps that we use most frequently became subject to the central clearing requirement. Our exposure to exchange-traded and cleared derivatives was $382 million and $66 million as of June 30, 2013 and December 31, 2012, respectively, and does not include the effect of maintenance margin. In addition, we are required to post margin to our clearing firms. For information about margin we have posted in connection with exchange-traded and cleared derivatives, see “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES — Collateral Pledged.”

The total exposure on our forward purchase and sale commitments, treated as derivatives for accounting purposes, was $309 million and $20 million at June 30, 2013 and December 31, 2012, respectively. Our exposure to commitments increased because of the effect of an increase in longer-term interest rates on the fair value of our forward sale commitments in the second quarter of 2013. Approximately 77% of our total exposure to commitments at June 30, 2013 settled in July 2013. We do not require master netting and collateral agreements for the counterparties of these commitments. However, the typical maturity of our forward purchase and sale commitments is less than 60 days, and we monitor the credit fundamentals of the counterparties to these commitments on an ongoing basis in an effort to ensure that they continue to meet our internal risk-management standards.

Selected European Sovereign and Non-Sovereign Exposures

The sovereign debt of Spain, Italy, Ireland, Portugal, Greece, and Cyprus (which we refer to herein as the “troubled European countries”) and the credit status of financial institutions with significant exposure to the troubled European countries has been adversely affected due to ongoing weaknesses in the economic and fiscal situations of those countries. As of June 30, 2013, we did not hold any debt issued by the governments of the troubled European countries and did not hold any financial instruments entered into with sovereign governments in those countries. As of that date, we also did not hold any debt issued by corporations or financial institutions domiciled in the troubled European countries and did not hold any other financial instruments entered into with corporations or financial institutions domiciled in those countries. For purposes of this discussion, we consider an entity to be domiciled in a country if its parent entity is headquartered in that country. However, we believe a number of our counterparties have direct or indirect exposure to the troubled European countries. It is possible that continued adverse developments in Europe could significantly affect such counterparties, which in turn could adversely affect their ability to meet their obligations to us. For more information, see “MD&A — RISK MANAGEMENT — Credit Risk — Institutional Credit Risk — Selected European Sovereign and Non-Sovereign Exposures” in our 2012 Annual Report.

Interest Rate and Other Market Risks

For a discussion of our interest rate and other market risks, see “QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.”

Operational Risks

We continue to face significant levels of operational risk, due to a variety of factors, including: (a) the complexity of our business operations; (b) the amount of change to our core systems required to keep pace with regulatory and other requirements; and (c) the fact that we face a variety of different, and potentially competing, business objectives and new FHFA-mandated activities (e.g., the initiatives we are pursuing under the 2013 Conservatorship Scorecard). For more information, see “MD&A — RISK MANAGEMENT — Operational Risks” and “RISK FACTORS — Operational Risks” in our 2012 Annual Report.

 

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On May 6, 2013, our new Executive Vice President — Single-Family Business joined Freddie Mac. On July 9, 2013, our new Senior Vice President — Investments and Capital Markets joined Freddie Mac.

Management, including the company’s Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2013. As of June 30, 2013, we had one material weakness in our internal control over financial reporting, related to conservatorship, which remained unremediated, causing us to conclude that our disclosure controls and procedures were not effective at a reasonable level of assurance. For additional information, see “CONTROLS AND PROCEDURES.”

LIQUIDITY AND CAPITAL RESOURCES

Liquidity

Our business activities require that we maintain adequate liquidity to fund our operations, which may include the need to make payments of principal and interest on our debt securities, including securities issued by our consolidated trusts, and otherwise make payments related to our guarantees of mortgage assets; make payments upon the maturity, redemption or repurchase of our other debt securities; make net payments on derivative instruments; pay dividends on our senior preferred stock; purchase mortgage-related securities and other investments; purchase mortgage loans; and remove modified or seriously delinquent loans from PC trusts.

We fund our cash requirements primarily by issuing short-term and long-term debt. Other sources of cash include:

 

   

receipts of principal and interest payments on securities or mortgage loans we hold;

 

   

other cash flows from operating activities, including the management and guarantee fees we receive in connection with our guarantee activities (excluding those fees we remit to Treasury pursuant to the Temporary Payroll Tax Cut Continuation Act of 2011);

 

   

borrowings against mortgage-related securities and other investment securities we hold; and

 

   

sales of securities we hold.

We have also received substantial amounts of cash from Treasury pursuant to draws under the Purchase Agreement, which are made to address quarterly deficits in our net worth. Our most recent draw request of $19 million occurred in May 2012, to address our deficit in net worth at March 31, 2012.

We believe that the support provided by Treasury pursuant to the Purchase Agreement currently enables us to maintain our access to the debt markets and to have adequate liquidity to conduct our normal business activities. However, the costs and availability of our debt funding could vary for a number of reasons, including the uncertainty about the future of the GSEs and any future downgrades in our credit ratings or the credit ratings of the U.S. government. For more information, see “Other Debt Securities — Credit Ratings.

Our securities and other obligations are not guaranteed by the U.S. government and do not constitute a debt or obligation of the U.S. government or any agency or instrumentality thereof, other than Freddie Mac.

Liquidity Management

Maintaining sufficient liquidity is of primary importance and we continually strive to enhance our liquidity management practices and policies. Under these practices and policies, we maintain an amount of cash and cash equivalent reserves in the form of liquid, high quality short-term investments that is intended to enable us to meet ongoing cash obligations for an extended period, in the event we do not have access to the short- or long-term unsecured debt markets. We also actively manage the concentration of debt maturities and closely monitor our monthly maturity profile. For a discussion of our liquidity management practices and policies, see “MD&A — LIQUIDITY AND CAPITAL RESOURCES — Liquidity — Liquidity Management” in our 2012 Annual Report.

Throughout the six months ended June 30, 2013, we complied with all requirements under our liquidity management policies or FHFA guidance, as applicable. During the six months ended June 30, 2013, the majority of the funds used to cover our short-term cash liquidity needs was deposited with the Federal Reserve Bank, invested in short-term assets with a rating of A-1/P-1 or AAA, or was issued by a counterparty with that rating. In the event of a downgrade of a position or counterparty, as applicable, below minimum rating requirements, our credit governance policies require us to exit from the position within a specified period.

 

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Notwithstanding these practices and policies, our ability to maintain sufficient liquidity, including by pledging mortgage-related and other securities as collateral to other financial institutions, could cease or change rapidly and the cost of the available funding could increase significantly due to changes in market interest rates, market confidence, and other factors. For more information, see “RISK FACTORS — Competitive and Market Risks — Our investment activities may be adversely affected by limited availability of financing and increased funding costs” in our 2012 Annual Report.

Other Debt Securities

During the three months ended June 30, 2013, we had sufficient access to the debt markets due largely to support from the U.S. government. Our short-term debt was 26% of outstanding other debt at June 30, 2013 as compared to 22% at December 31, 2012.

Our debt cap under the Purchase Agreement is $780.0 billion in 2013 and will decline to $663.0 billion on January 1, 2014. As of June 30, 2013, we estimate that the par value of our aggregate indebtedness totaled $525.8 billion, which was approximately $254.2 billion below the applicable debt cap. Our aggregate indebtedness is calculated as the par value of other debt. We disclose the amount of our indebtedness on this basis monthly under the caption “Other Debt Activities — Total Debt Outstanding” in our Monthly Volume Summary reports, which are available on our web site at www.freddiemac.com and in current reports on Form 8-K we file with the SEC.

Other Debt Issuance Activities

The table below summarizes the par value of other debt securities we issued, based on settlement dates, during the three and six months ended June 30, 2013 and 2012.

Table 53 — Other Debt Security Issuances by Product, at Par Value(1)

 

     Three Months Ended
June 30,
     Six Months Ended
June 30,
 
     2013      2012      2013      2012  
     (in millions)  

Other short-term debt:

           

Reference Bills® securities and discount notes

   $ 80,428      $ 77,920      $ 157,990      $ 142,083  

Medium-term notes — non-callable

     3,500               3,500         
  

 

 

    

 

 

    

 

 

    

 

 

 

Total other short-term debt

     83,928        77,920        161,490        142,083  

Other long-term debt:

           

Medium-term notes — callable

     19,996        7,375        39,271        44,873  

Medium-term notes — non-callable

     4,151        1,577        5,176        12,281  

U.S. dollar Reference Notes® securities — non-callable

     3,000        10,500        13,000        32,000  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total other long-term debt

     27,147        19,452        57,447        89,154  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total other debt issued

   $ 111,075      $ 97,372      $ 218,937      $ 231,237  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Excludes federal funds purchased and securities sold under agreements to repurchase, and lines of credit. Also excludes debt securities of consolidated trusts held by third parties.

Other Debt Retirement Activities

We repurchase, call, or exchange our outstanding medium- and long-term debt securities from time to time to help support the liquidity and predictability of the market for our other debt securities and to manage our mix of liabilities funding our assets.

The table below provides the par value, based on settlement dates, of other debt securities we repurchased and called during the three and six months ended June 30, 2013 and 2012.

Table 54 — Other Debt Security Repurchases and Calls(1)

 

     Three Months Ended
June 30,
     Six Months Ended
June 30,
 
     2013      2012      2013      2012  
     (in millions)  

Repurchases of outstanding medium-term notes

   $ 1,549      $ 50      $ 1,746      $ 1,747  

Calls of callable medium-term notes

     11,687        31,979        35,029        81,007  

 

 

(1) Excludes debt securities of consolidated trusts held by third parties.

 

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Credit Ratings

Our ability to access the capital markets and other sources of funding, as well as our cost of funds, is highly dependent upon our credit ratings. The table below indicates our credit ratings as of July 24, 2013.

Table 55 — Freddie Mac Credit Ratings

 

    

Nationally Recognized Statistical

Rating Organization

    

S&P

  

Moody’s

  

Fitch

Senior long-term debt(1)

   AA+    Aaa    AAA

Short-term debt(2)

   A-1+    P-1    F1+

Subordinated debt(3)

   A    Aa2    AA-

Preferred stock(4)

   C    Ca    C/RR6

Outlook

   Stable    Stable    Negative (for AAA-rated long-term Issuer Default Rating)

 

 

(1)

Consists of medium-term notes, U.S. dollar Reference Notes® securities and €Reference Notes® securities.

(2)

Consists of Reference Bills® securities and discount notes.

(3)

Consists of Freddie SUBS® securities.

(4) Does not include senior preferred stock issued to Treasury.

Our credit ratings are primarily based on the support we receive from Treasury, and therefore, are affected by changes in the credit ratings of the U.S. government. S&P and Moody’s recently revised the outlook on the long-term debt ratings of the U.S. government and took corresponding actions on certain of our credit ratings.

 

   

On June 10, 2013, S&P affirmed our senior long-term debt and our subordinated debt ratings and revised the outlook on the ratings to stable from negative. This action followed S&P’s affirmation of the U.S. government’s “AA+” long-term debt rating and revision of its long-term rating outlook to stable from negative.

 

   

On July 18, 2013, Moody’s affirmed our senior long-term debt and subordinated debt ratings and revised the ratings outlook to stable from negative. This action accompanied Moody’s affirmation of the U.S. government’s “Aaa” long-term credit rating and revision of the rating outlook to stable from negative.

For information about factors that could lead to future ratings actions, and the potential impact of a downgrade in our credit ratings, see “RISK FACTORS — Competitive and Market Risks — Any downgrade in the credit ratings of the U.S. government would likely be followed by a downgrade in our credit ratings. A downgrade in the credit ratings of our debt could adversely affect our liquidity and other aspects of our business” in our 2012 Annual Report.

A security rating is not a recommendation to buy, sell or hold securities. It may be subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.

Cash and Cash Equivalents, Federal Funds Sold, Securities Purchased Under Agreements to Resell, and Non-Mortgage-Related Securities

Excluding amounts related to our consolidated VIEs, we held $51.4 billion in the aggregate of cash and cash equivalents, securities purchased under agreements to resell, and non-mortgage-related securities at June 30, 2013. These investments are important to our cash flow and asset and liability management and our ability to provide liquidity and stability to the mortgage market. At June 30, 2013, our non-mortgage-related securities consisted primarily of Treasury notes that we could sell to provide us with an additional source of liquidity to fund our business operations. We also maintained non-interest-bearing deposits at the Federal Reserve Bank, which are included in cash and cash equivalents on our consolidated balance sheets. For additional information on these assets, see “CONSOLIDATED BALANCE SHEETS ANALYSIS — Cash and Cash Equivalents, Federal Funds Sold and Securities Purchased Under Agreements to Resell” and “— Investments in Securities — Non-Mortgage-Related Securities.”

Mortgage Loans and Mortgage-Related Securities

We invest principally in mortgage loans and mortgage-related securities, certain categories of which are largely unencumbered and highly liquid. Our primary source of liquidity among these mortgage assets is our holdings of agency securities. While our holdings of unsecuritized performing single-family mortgage loans and CMBS are also potential sources of liquidity, we consider them to be less liquid than agency securities. Our holdings of non-agency mortgage-related securities backed by subprime, option ARM, and Alt-A and other loans are considered to be illiquid due to market conditions

 

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and the continued poor credit quality of the underlying assets. Our holdings of unsecuritized seriously delinquent and modified single-family mortgage loans are also considered to be illiquid.

We are subject to limits on the amount of mortgage assets we can sell in any calendar month without review and approval by FHFA and, if FHFA so determines, Treasury. See “EXECUTIVE SUMMARY — Limits on Investment Activity and Our Mortgage-Related Investments Portfolio” for more information on the relative liquidity of our mortgage assets.

Cash Flows

Our cash and cash equivalents increased by $5.4 billion to $13.9 billion during the six months ended June 30, 2013, as compared to a decrease of $9.3 billion to $19.2 billion during the six months ended June 30, 2012. Cash flows provided by operating activities during the six months ended June 30, 2013 and 2012 were $6.4 billion and $6.6 billion, respectively, primarily driven by cash proceeds from net interest income. Cash flows provided by investing activities during the six months ended June 30, 2013 and 2012 were $240.9 billion and $232.7 billion, respectively, primarily resulting from net proceeds received as a result of repayments of single-family held-for-investment mortgage loans. Cash flows used for financing activities during the six months ended June 30, 2013 and 2012 were $241.9 billion and $248.6 billion, respectively, largely attributable to funds used to repay debt securities of consolidated trusts held by third parties.

Capital Resources, the Purchase Agreement, and the Dividend Obligation on the Senior Preferred Stock

Since our entry into conservatorship, Treasury and FHFA have taken a number of actions that affect our cash requirements and ability to fund those requirements. The conservatorship, and the resulting support we have received from Treasury, has enabled us to access debt funding on terms sufficient for our needs. Under the Purchase Agreement, Treasury made a commitment to provide us with funding, under certain conditions, to eliminate deficits in our net worth. The amount of available funding remaining under the Purchase Agreement is currently $140.5 billion. This amount will be reduced by any future draws.

At June 30, 2013, our assets exceeded our liabilities under GAAP; therefore no draw is being requested from Treasury under the Purchase Agreement. In future periods, we may experience variability in our net income and/or comprehensive income due to changes in factors such as interest rates, mortgage spreads, and home prices. Such changes could adversely affect our net worth and result in additional draws under the Purchase Agreement. For more information, see “RISK FACTORS — Conservatorship and Related Matters — We may request additional draws under the Purchase Agreement in future periods” in our 2012 Annual Report.

Under the GSE Act, FHFA must place us into receivership if FHFA determines in writing that our assets are and have been less than our obligations for a period of 60 days. Obtaining funding from Treasury pursuant to its commitment under the Purchase Agreement enables us to avoid being placed into receivership by FHFA. See “BUSINESS — Regulation and Supervision — Federal Housing Finance Agency — Receivership” in our 2012 Annual Report for additional information on mandatory receivership.

Based on our Net Worth Amount at June 30, 2013, our dividend obligation to Treasury in September 2013 will be $4.4 billion. We paid dividends of $7.0 billion in cash on the senior preferred stock during the three months ended June 30, 2013, based on our Net Worth Amount at March 31, 2013. Through June 30, 2013, we have paid aggregate cash dividends to Treasury of $36.6 billion, an amount equal to 51% of our aggregate draws received under the Purchase Agreement.

At June 30, 2013, our aggregate funding received from Treasury under the Purchase Agreement was $71.3 billion. This aggregate funding amount does not include the initial $1.0 billion liquidation preference of senior preferred stock that we issued to Treasury in September 2008 as an initial commitment fee and for which no cash was received.

Under the Purchase Agreement, our ability to repay the liquidation preference of the senior preferred stock is limited and we will not be able to do so for the foreseeable future, if at all. In addition, under the Purchase Agreement, the payment of dividends cannot be used to reduce prior draws from Treasury. Accordingly, while we have paid aggregate cash dividends to Treasury of $36.6 billion, the liquidation preference on the senior preferred stock remains $72.3 billion.

For more information on these matters, see “BUSINESS — Conservatorship and Related Matters” and “— Regulation and Supervision” in our 2012 Annual Report.

 

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FAIR VALUE BALANCE SHEETS AND ANALYSIS

We use fair value measurements for the initial recording of certain assets and liabilities and periodic remeasurement of certain assets and liabilities on a recurring or non-recurring basis. Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

We categorize assets and liabilities recorded or disclosed at fair value within the fair value hierarchy based on the valuation processes used to derive their fair values and our judgment regarding the observability of the related inputs. Those judgments are based on our knowledge and observations of the markets relevant to the individual assets and liabilities and may vary based on current market conditions. In applying our judgments, we review ranges of third-party prices and transaction volumes, and hold discussions with dealers and pricing service vendors to understand and assess the extent of market benchmarks available and the judgments or modeling required in their processes. Based on these factors, we determine whether the inputs are observable and whether the principal markets are active or inactive. For additional information regarding our classification of assets, liabilities, and equity within the fair value hierarchy and the valuation techniques used to measure fair value, see “MD&A — FAIR VALUE MEASUREMENTS AND ANALYSIS” in our 2012 Annual Report and “NOTE 16: FAIR VALUE DISCLOSURES.”

Level 3 Recurring Fair Value Measurements

At June 30, 2013 and December 31, 2012, we measured and recorded: (a) 31% and 28% of total assets carried at fair value on a recurring basis; and (b) 8% and 7% of total liabilities carried at fair value on a recurring basis using unobservable inputs (Level 3). These percentages were calculated before the impact of counterparty and cash collateral netting. The process for determining fair value using unobservable inputs is generally more subjective and involves a higher degree of management judgment and assumptions than the measurement of fair value using observable inputs. See “NOTE 16: FAIR VALUE DISCLOSURES — Changes in Fair Value Levels” for a discussion of changes in our Level 3 assets and liabilities and “— Table 16.2 — Fair Value Measurements of Assets and Liabilities Using Significant Unobservable Inputs” for the Level 3 reconciliation.

Consideration of Credit Risk in Our Valuation

We consider credit risk in the valuation of our assets and liabilities through consideration of credit risk of the counterparty in asset valuations and through consideration of our own institutional credit risk in liability valuations on our GAAP consolidated balance sheets.

We consider credit risk in our valuation of investments in securities based on fair value measurements that are largely the result of price quotes received from multiple dealers or pricing services. Some of the key valuation drivers of such fair value measurements include the collateral type, collateral performance, credit quality of the issuer, tranche type, weighted average life, vintage, coupon, and interest rates. We also make adjustments for items such as credit enhancements or other types of subordination and liquidity, where applicable. In cases where internally developed models are used, we maximize the use of market-based inputs or calibrate such inputs to market data. For a discussion of types and characteristics of mortgage loans underlying our mortgage-related securities, see “Table 17 — Characteristics of Mortgage-Related Securities on Our Consolidated Balance Sheets” and “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Single-Family Mortgage Credit Risk.”

We also consider credit risk when we evaluate the valuation of our derivative positions, including the impact of institutional credit risk in the event that the counterparty does not honor its payment obligation. However, our fair value of derivatives is not adjusted for credit risk because we obtain collateral from, or post collateral to, counterparties, typically within one business day of the daily market value calculation. See “RISK MANAGEMENT — Credit Risk — Institutional Credit Risk — Derivative Counterparties” for a discussion of our counterparty credit risk.

Consolidated Fair Value Balance Sheets Analysis

The consolidated fair value balance sheets in the table below are a supplemental disclosure not intended to be in conformity with GAAP, and present our estimates of the fair value of our assets and liabilities at June 30, 2013 and December 31, 2012. The valuations of financial instruments included on our consolidated fair value balance sheets are in accordance with the accounting guidance for fair value measurements and disclosures. In conjunction with the preparation of our consolidated fair value balance sheets, we use a number of financial models. See “QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK — Interest-Rate Risk and Other Market Risks,” in this

 

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Form 10-Q and our 2012 Annual Report, and “RISK FACTORS” and “RISK MANAGEMENT — Operational Risks” in our 2012 Annual Report for information concerning the risks associated with these models.

Limitations

Our consolidated fair value balance sheets do not capture all elements of value that are implicit in our operations as a going concern because our consolidated fair value balance sheets only capture the values of the current investment and securitization portfolios as of the dates presented. For example, our consolidated fair value balance sheets do not capture the value of new investment and securitization business that would likely replace current business (for example, as prepayments and other liquidations occur), nor do they include any estimation of intangible or goodwill values. Thus, the fair value of net assets presented on our consolidated fair value balance sheets does not represent an estimate of our net realizable, liquidation, or market value as a whole. Furthermore, amounts we ultimately realize from the disposition of assets or settlement of liabilities may vary significantly from the fair values presented.

Judgments, assumptions and methodologies used by management may have a significant effect on our measurements of fair value, and the use of different judgments, assumptions and methodologies, as well as changes in market conditions, could have a material effect on the fair value of net assets presented on our consolidated fair value balance sheets. For example, the fair value of certain financial instruments is based on our current principal market (i.e., the market with the greatest volume and level of activity for the financial instruments) as of the dates presented. As market conditions change or new markets evolve, our principal market may change, which could significantly affect the fair value of those instruments.

We report certain assets and liabilities that are not financial instruments, such as property and equipment and REO, as well as certain financial instruments that are not covered by the disclosure requirements in the accounting guidance for financial instruments, such as pension liabilities, at their carrying amounts in accordance with GAAP on our consolidated fair value balance sheets. We do not believe these items have a significant impact on our overall fair value results. Other non-financial assets and liabilities on our GAAP consolidated balance sheets represent deferrals of costs and revenues that are amortized in accordance with GAAP, such as deferred debt issuance costs and deferred fees. Cash receipts and payments related to these items are generally recognized in the fair value of net assets when received or paid, with no basis reflected on our fair value balance sheets.

Our senior preferred stock held by Treasury in connection with the Purchase Agreement is recorded at the stated liquidation preference for purposes of the consolidated fair value balance sheets, which is the same as the carrying value in our GAAP consolidated balance sheets, and does not reflect fair value. As the senior preferred stock is restricted as to its redemption, we consider the liquidation preference to be the most appropriate measure for purposes of the consolidated fair value balance sheets.

 

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Table 56 — Consolidated Fair Value Balance Sheets

 

     June 30, 2013     December 31, 2012  
     Carrying
Amount(1)
    Fair
Value
    Carrying
Amount(1)
    Fair
Value
 
     (in billions)  

Assets

        

Cash and cash equivalents

   $ 13.9     $ 13.9     $ 8.5     $ 8.5  

Restricted cash and cash equivalents

     1.1       1.1       14.6       14.6  

Federal funds sold and securities purchased under agreements to resell

     40.1       40.1       37.6       37.6  

Investments in securities:

        

Available-for-sale, at fair value

     154.7       154.7       174.9       174.9  

Trading, at fair value

     42.6       42.6       41.5       41.5  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total investments in securities

     197.3       197.3       216.4       216.4  
  

 

 

   

 

 

   

 

 

   

 

 

 

Mortgage loans:

        

Mortgage loans held by consolidated trusts

     1,517.9       1,516.4       1,495.9       1,540.1  

Unsecuritized mortgage loans

     172.7       154.6       190.4       167.6  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total mortgage loans

     1,690.6       1,671.0       1,686.3       1,707.7  

Derivative assets, net

     1.2       1.2       0.7       0.7  

Other assets

     23.3       23.2       25.8       25.8  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

   $ 1,967.5     $ 1,947.8     $ 1,989.9     $ 2,011.3  
  

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities

        

Debt, net:

        

Debt securities of consolidated trusts held by third parties

   $ 1,424.7     $ 1,440.4     $ 1,419.5     $ 1,487.1  

Other debt

     521.2       530.1       547.5       565.6  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total debt, net

     1,945.9       1,970.5       1,967.0       2,052.7  

Derivative liabilities, net

     0.9       0.9       0.2       0.2  

Other liabilities

     13.4       18.4       13.8       16.7  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

     1,960.2       1,989.8       1,981.0       2,069.6  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net assets

        

Senior preferred stock

     72.3       72.3       72.3       72.3  

Preferred stock

     14.1       2.4       14.1       0.9  

Common stock

     (79.1     (116.7     (77.5     (131.5
  

 

 

   

 

 

   

 

 

   

 

 

 

Total net assets

     7.3       (42.0     8.9       (58.3
  

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities and net assets

   $ 1,967.5     $ 1,947.8     $ 1,989.9     $ 2,011.3  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Equals the amount reported on our GAAP consolidated balance sheets.

Discussion of Fair Value Results

The table below summarizes the change in the fair value of net assets for the six months ended June 30, 2013.

Table 57 — Summary of Change in the Fair Value of Net Assets

 

     Six Months Ended
June 30, 2013
 
     (in billions)  

Beginning balance

   $ (58.3

Changes in fair value of net assets, before capital transactions

     29.1  

Capital transactions:

  

Dividends and share issuances, net(1)

     (12.8
  

 

 

 

Ending balance

   $ (42.0
  

 

 

 

 

 

(1) We did not receive funds from Treasury for the six months ended June 30, 2013 under the Purchase Agreement.

During the six months ended June 30, 2013, the fair value of net assets, before capital transactions, increased by $29.1 billion, compared to a $5.2 billion increase during the six months ended June 30, 2012. The increase in the fair value of net assets, before capital transactions, during the six months ended June 30, 2013 was primarily due to an increase in the fair value of our single-family mortgage loans as the result of continued improvement in realized and expected home prices and improvement in the overall credit environment coupled with high estimated core spread income on our mortgage-related securities and a tightening of OAS levels on our non-agency single-family mortgage-related securities. See “Table 56 — Consolidated Fair Value Balance Sheets” for additional details.

When the OAS on a given asset widens, the fair value of that asset will typically decline, all other market factors being equal. However, we believe such OAS widening has the effect of increasing the likelihood that, in future periods, we will

 

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recognize income at a higher spread on this existing asset. The reverse is true when the OAS on a given asset tightens — current period fair values for that asset typically increase due to the tightening in OAS, while future income recognized on the asset is more likely to be earned at a reduced spread. However, as market conditions change, our estimate of expected fair value gains and losses from OAS may also change, and the actual core spread income recognized in future periods could be significantly different from current estimates.

OFF-BALANCE SHEET ARRANGEMENTS

We enter into certain business arrangements that are not recorded on our consolidated balance sheets or may be recorded in amounts that differ from the full contract or notional amount of the transaction and that may expose us to potential losses in excess of the amounts recorded on our consolidated balance sheets.

We guarantee the payment of principal and interest on non-consolidated Freddie Mac mortgage-related securities we issue and on mortgage loans covered by our other guarantee commitments. Our maximum potential off-balance sheet exposure to credit losses relating to these securitization activities and the other guarantee commitments is primarily represented by the UPB of the underlying loans and securities, which was $87.0 billion and $74.2 billion at June 30, 2013 and December 31, 2012, respectively. We also enter into purchase commitments primarily related to future guarantor swap transactions for single-family loans, and, to a lesser extent, commitments to purchase or guarantee multifamily mortgage loans. These non-derivative commitments totaled $303.2 billion and $291.5 billion in notional amount at June 30, 2013 and December 31, 2012, respectively.

As part of the guarantee arrangements pertaining to certain multifamily housing revenue bonds and securities backed by multifamily housing revenue bonds, we provided commitments to advance funds, commonly referred to as “liquidity guarantees,” which were $10.1 billion and $10.2 billion at June 30, 2013 and December 31, 2012, respectively. These guarantees require us to advance funds to third parties that enable them to repurchase tendered bonds or securities that are unable to be remarketed. In addition, as part of the HFA initiative, we, together with Fannie Mae, provide liquidity guarantees for certain variable-rate single-family and multifamily housing revenue bonds, under which Freddie Mac generally is obligated to purchase 50% of any tendered bonds that cannot be remarketed within five business days. At June 30, 2013 and December 31, 2012, there were no liquidity guarantee advances outstanding.

We own interests in numerous entities that are considered to be VIEs for which we are not the primary beneficiary and which we do not consolidate in accordance with the accounting guidance for the consolidation of VIEs. These VIEs relate primarily to our investment activity in mortgage-related assets and non-mortgage assets, and include LIHTC partnerships, certain Other Guarantee Transactions, and certain asset-backed investment trusts. Our consolidated balance sheets reflect only our investment in the VIEs, rather than the full amount of the VIEs’ assets and liabilities. See “NOTE 3: VARIABLE INTEREST ENTITIES” in our 2012 Annual Report for additional information related to our variable interests in these VIEs.

For further information on our off-balance sheet arrangements, see “MD&A — Off-Balance Sheet Arrangements” in our 2012 Annual Report.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in accordance with GAAP requires us to make a number of judgments, estimates, and assumptions that affect the reported amounts within our consolidated financial statements. Certain of our accounting policies, as well as estimates we make, are critical, as they are both important to the presentation of our financial condition and results of operations and require management to make difficult, complex, or subjective judgments and estimates, often regarding matters that are inherently uncertain. Actual results could differ from our estimates and the use of different judgments and assumptions related to these policies and estimates could have a material impact on our consolidated financial statements.

Our critical accounting policies and estimates relate to: (a) the allowance for loan losses and the reserve for guarantee losses; (b) fair value measurements; (c) impairment recognition on investments in securities; and (d) our ability to realize net deferred tax assets. For additional information about our critical accounting policies and estimates and other significant accounting policies, as well as recently issued accounting guidance, see “MD&A — CRITICAL ACCOUNTING POLICIES AND ESTIMATES” in our 2012 Annual Report and “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING

 

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POLICIES” in this Form 10-Q and our 2012 Annual Report. For additional information about our ability to realize net deferred tax assets, see “CONSOLIDATED BALANCE SHEETS ANALYSIS — Deferred Tax Assets and Liabilities.”

FORWARD-LOOKING STATEMENTS

We regularly communicate information concerning our business activities to investors, the news media, securities analysts, and others as part of our normal operations. Some of these communications, including this Form 10-Q, contain “forward-looking statements,” including statements pertaining to the conservatorship, our current expectations and objectives for our efforts under the MHA Program, the servicing alignment initiative and other programs to assist the U.S. residential mortgage market, future business plans, liquidity, capital management, economic and market conditions and trends, market share, the effect of legislative and regulatory developments, implementation of new accounting guidance, credit losses, internal control remediation efforts, and results of operations and financial condition on a GAAP, Segment Earnings, and fair value basis. Forward-looking statements involve known and unknown risks and uncertainties, some of which are beyond our control. Forward-looking statements are often accompanied by, and identified with, terms such as “objective,” “expect,” “trend,” “forecast,” “anticipate,” “believe,” “intend,” “could,” “future,” “may,” “will,” and similar phrases. These statements are not historical facts, but rather represent our expectations based on current information, plans, judgments, assumptions, estimates, and projections. Actual results may differ significantly from those described in or implied by such forward-looking statements due to various factors and uncertainties, including those described in the “RISK FACTORS” section of our 2012 Annual Report, and:

 

   

the actions FHFA, Treasury, the Federal Reserve, the SEC, HUD, other federal agencies, the Administration, Congress, and our management may take, including actions related to implementing FHFA’s strategic plan for Freddie Mac and Fannie Mae’s conservatorships and the Conservatorship Scorecards;

 

   

the effect of the restrictions and other terms of the conservatorship, the Purchase Agreement and the Warrant on our business, including payment of our dividend obligation on the senior preferred stock;

 

   

our ability to maintain adequate liquidity to fund our operations, including following any changes in the support provided to us by Treasury or FHFA, a change in the credit ratings of our debt securities or a change in the credit rating of the U.S. government;

 

   

changes in our charter or applicable legislative or regulatory requirements (including any restructuring or reorganization in the form of our company, whether we will remain a stockholder-owned company or continue to exist and whether we will be wound down or placed under receivership), regulations under the GSE Act, the Reform Act, or the Dodd-Frank Act, regulatory or legislative actions that require us to support non-mortgage market initiatives, changes to affordable housing goals regulation, reinstatement of regulatory capital requirements, or the exercise or assertion of additional regulatory or administrative authority;

 

   

changes in the federal government’s fiscal and monetary policy (including the completion, modification or termination of the Federal Reserve’s program of purchasing Treasury securities and agency mortgage-related securities, or any sales of such securities, and any resulting impact on interest rates, home prices and the national economy);

 

   

changes in the regulation of the mortgage, housing finance, and financial services industries, including changes caused by the Dodd-Frank Act, or any other legislative, regulatory, or judicial action at the federal, state, or local level;

 

   

actions against mortgage originators and servicers, mortgage insurers, and other mortgage industry participants by federal or state authorities;

 

   

the scope of various initiatives designed to help in the housing recovery (including the extent to which borrowers participate in HAMP, HARP, the non-HAMP standard loan modification initiative, and the recent short sale initiative), and the effect of such programs on our credit losses, expenses, and the size and composition of our mortgage-related investments portfolio;

 

   

the effect of the lengthening of the foreclosure timeline;

 

   

the ability of our financial, accounting, data processing, and other operating systems or infrastructure, and those of our vendors to process the complexity and volume of our transactions;

 

   

changes in accounting or tax guidance or in our accounting policies or estimates, and our ability to effectively implement any such changes in guidance, policies, or estimates;

 

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changes in general regional, national, or international economic, business, or market conditions and competitive pressures, including changes in employment rates and interest rates;

 

   

changes in the U.S. residential mortgage market, including changes in the rate of growth in total outstanding U.S. residential mortgage debt, the size of the U.S. residential mortgage market, and home prices;

 

   

our ability to effectively implement our business strategies, including any efforts to improve the supply and liquidity of, and demand for, our mortgage-related and debt securities, and restrictions on our ability to offer new products or engage in new activities;

 

   

our ability to recruit and retain executive officers and other key employees;

 

   

our ability to effectively identify and manage credit, interest-rate, operational, and other risks in our business, including changes to the credit environment and the levels and volatilities of interest rates, as well as the shape and slope of the yield curves;

 

   

the effects of internal control deficiencies and our ability to effectively identify, assess, evaluate, manage, mitigate, or remediate control deficiencies and risks, including material weaknesses and significant deficiencies, in our internal control over financial reporting and disclosure controls and procedures;

 

   

incomplete or inaccurate information provided by customers and counterparties;

 

   

consolidation among, or adverse changes in the financial condition of, our customers and counterparties;

 

   

the failure of our customers and counterparties to fulfill their obligations to us, and the potential cost and difficulty of legally enforcing those obligations. These obligations include, for example: (a) the obligation of seller/servicers to repurchase loans sold to us in breach of their representations and warranties, and (b) the obligation of mortgage insurers to pay our claims in full;

 

   

changes in our judgments, assumptions, forecasts, or estimates regarding the volume of our business and spreads we expect to earn;

 

   

the availability of options, interest-rate and currency swaps, and other derivative financial instruments of the types and quantities, on acceptable terms, and with acceptable counterparties needed for investment funding and risk management purposes;

 

   

changes in pricing, valuation or other methodologies, models, assumptions, judgments, estimates and/or other measurement techniques, or their respective reliability;

 

   

changes in mortgage-to-debt OAS;

 

   

the potential effect on the market for our securities resulting from any purchases or sales by any large investor, including the Federal Reserve, of Freddie Mac debt or mortgage-related securities;

 

   

adverse judgments or settlements in connection with legal proceedings, governmental investigations, and IRS examinations;

 

   

volatility of reported results due to changes in the fair value of certain instruments or assets;

 

   

the development of different types of mortgage servicing structures and servicing compensation;

 

   

preferences of originators in selling into the secondary mortgage market;

 

   

changes to our underwriting or servicing requirements (including servicing alignment efforts under the servicing alignment initiative), our practices with respect to the disposition of REO properties, or investment standards for mortgage-related products;

 

   

investor preferences for mortgage loans and mortgage-related and debt securities compared to other investments;

 

   

borrower preferences for fixed-rate mortgages versus ARMs;

 

   

the occurrence of a major natural or other disaster in geographic areas in which our offices or portions of our total mortgage portfolio are concentrated;

 

   

other factors and assumptions described in this Form 10-Q, our Form 10-Q for the quarter ended March 31, 2013, and our 2012 Annual Report, including in the “MD&A” sections;

 

   

our assumptions and estimates regarding the foregoing and our ability to anticipate the foregoing factors and their effects; and

 

   

market reactions to the foregoing.

 

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Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update any forward-looking statements we make to reflect events or circumstances occurring after the date of this Form 10-Q.

RISK MANAGEMENT AND DISCLOSURE COMMITMENTS

Under an agreement with FHFA, we have committed to provide certain disclosures, including the interest-rate risk and credit risk sensitivity disclosures discussed below. FHFA has suspended certain other disclosure commitments under the agreement. For more information, see “MD&A — RISK MANAGEMENT AND DISCLOSURE COMMITMENTS” in our 2012 Annual Report.

For disclosures concerning our PMVS and duration gap, see “QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK — Interest-Rate and Other Market Risks — PMVS and Duration Gap.” Our monthly average PMVS results, duration gap, and related disclosures are provided in our Monthly Volume Summary reports, which are available on our web site, www.freddiemac.com and in current reports on Form 8-K we file with the SEC. For disclosures concerning credit risk sensitivity, see “RISK MANAGEMENT — Credit Risk — Mortgage Credit Risk — Credit Risk Sensitivity.”

LEGISLATIVE AND REGULATORY MATTERS

Legislation Related to Freddie Mac and its Future Status

Our future structure and role will be determined by the Administration and Congress, and there are likely to be significant changes beyond the near-term. Congress continues to hold hearings and consider legislation on the future state of Freddie Mac, Fannie Mae and the housing finance system.

Recent developments include the following:

 

   

In June 2013, the “Let the GSEs Pay Us Back Act of 2013” was introduced in the House of Representatives. The bill would amend Freddie Mac and Fannie Mae’s Purchase Agreements with Treasury to:

 

  ¡    

terminate the dividends on the senior preferred stock;

 

  ¡    

treat the funds received by a GSE from Treasury under the Purchase Agreement (including funds received prior to the amendment) as a fully amortizing loan from Treasury to the GSE with a maturity of 30 years and an annual interest rate of 5%; and

 

  ¡    

credit the dividends previously paid by a GSE on the senior preferred stock as payments of principal and interest under such loan.

 

   

In June 2013, the “Housing Finance Reform and Taxpayer Protection Act of 2013” was introduced in the Senate with bi-partisan co-sponsors. The bill would substantially alter the current housing finance system. Among other things, the bill would:

 

  ¡    

require the wind down of Freddie Mac and Fannie Mae. The companies’ charters would be repealed within five years of enactment (except for charter provisions relating to the rights of holders of the companies’ outstanding debt and mortgage-backed security obligations), and the companies would then not have authority to conduct new business. A full faith and credit U.S. government guarantee would be extended to the then outstanding debt obligations of the companies and mortgage-backed securities guaranteed by the companies;

 

  ¡    

require that any proceeds from the wind down go first to Freddie Mac and Fannie Mae’s senior preferred shareholders, then preferred shareholders and then common shareholders, with the amount of proceeds to be paid to these shareholders to be determined by the U.S. government;

 

  ¡    

set certain requirements relating to the disposition of the functions, activities, infrastructure and property of Freddie Mac and Fannie Mae; and

 

  ¡    

decrease conforming loan limits in high cost areas and require the gradual reduction of Freddie Mac and Fannie Mae’s retained mortgage portfolios.

 

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In July 2013, the “Protect American Taxpayers and Homeowners Act of 2013” was approved by the House Financial Services Committee. The bill would also substantially alter the current housing finance system. Among other things, the bill would:

 

  ¡    

require FHFA to place Freddie Mac and Fannie Mae into receivership within five years of enactment (or potentially longer, in certain circumstances). The companies’ charters would be repealed at that time (except for charter provisions relating to the rights of holders of the companies’ outstanding debt and mortgage-backed security obligations), and the companies would then not have authority to conduct new business. A full faith and credit U.S. government guarantee would be extended to the then outstanding debt obligations of the companies and mortgage-backed securities guaranteed by the companies; and

 

  ¡    

place certain restrictions on Freddie Mac and Fannie Mae’s activities prior to being placed into receivership, including decreasing conforming loan limits in high cost areas, gradually reducing the size of Freddie Mac and Fannie Mae’s retained mortgage portfolios to $250 billion each, and requiring the companies to enter into additional risk sharing transactions to cover at least 10% of their new single-family business each year. Under the bill, the companies would likely be required to increase their guarantee fees.

We anticipate that other bills related to Freddie Mac, Fannie Mae and the future of the mortgage finance system will be introduced. We cannot predict whether any of such bills might be enacted.

For more information, see “RISK FACTORS — Conservatorship and Related Matters — The future status and role of Freddie Mac is uncertain and could be materially adversely affected by legislative and regulatory action that alters the ownership, structure, and mission of the company” in our 2012 Annual Report.

FHFA Advisory Bulletin

On April 9, 2012, FHFA issued an advisory bulletin, “Framework for Adversely Classifying Loans, Other Real Estate Owned, and Other Assets and Listing Assets for Special Mention,” which is applicable to Freddie Mac, Fannie Mae, and the FHLBs. The Advisory Bulletin establishes guidelines for adverse classification and identification of specified assets and off-balance sheet credit exposures. The Advisory Bulletin indicates that this guidance considers and is generally consistent with the Uniform Retail Credit Classification and Account Management Policy issued by the federal banking regulators in June 2000. Among other provisions, the advisory bulletin requires that we classify a single-family loan as “loss” when the loan is no more than 180 days delinquent. The advisory bulletin, and subsequent FHFA guidance, specify that, once a loan is classified as “loss,” we generally are required to charge off the portion of the loan balance that exceeds the fair value of the property, less costs to sell and other available cash flows.

FHFA has informed us that we are required to implement the advisory bulletin by phasing in the adverse classification and charge-off requirements in 2014 and 2015, respectively. On January 31, 2013, we submitted a comprehensive implementation plan for the advisory bulletin to FHFA. We are currently working on several technology enhancement projects outlined in the plan. We also plan for additional projects in 2014.

We continue to work with FHFA and Fannie Mae to determine how to apply the guidance to loans that reperform after having previously been 180 days or more delinquent. Our historical experience shows that a significant number of single-family loans that are 180 days or more delinquent will subsequently return to a current payment status either under the original loan’s terms or after a modification is completed. As a result, we are continuing to assess the operational and accounting impacts of this advisory bulletin.

Dodd-Frank Act

The Dodd-Frank Act, which was signed into law on July 21, 2010, significantly changed the regulation of the financial services industry, including by creating new standards related to regulatory oversight of systemically important financial companies, derivatives, capital requirements, asset-backed securitization, mortgage underwriting, and consumer financial protection. The Dodd-Frank Act has directly affected and will continue to directly affect the business and operations of Freddie Mac by subjecting us to new and additional regulatory oversight and standards, including with respect to our activities and products. We may also be affected by provisions of the Dodd-Frank Act and implementing regulations that affect the activities of servicers, banks, savings institutions, insurance companies, securities dealers, and other regulated entities that are our customers and counterparties.

 

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Recent developments with respect to Dodd-Frank rulemakings that may have a significant impact on Freddie Mac include a final rule published by the Office of the Comptroller of the Currency on June 25, 2013. This rule implements a Dodd-Frank Act provision that amends the statutory definition of “loans and extensions of credit” to include certain credit exposures arising from derivative transactions, repurchase agreements, reverse repurchase agreements, securities lending transactions, and securities borrowing transactions. This rule might limit the ability of certain counterparties to engage in derivatives and other credit transactions with us.

We continue to review and assess the impact of rulemakings and other activities under the Dodd-Frank Act. For more information, see “RISK FACTORS — Legal and Regulatory Risks — The Dodd-Frank Act and related regulation may adversely affect our business activities and financial results” in our 2012 Annual Report.

Litigation Against the U.S. Government Concerning Conservatorship and the Purchase Agreement

In the last two months, a number of lawsuits have been filed against the U.S. government and, in some cases, the Secretary of the Treasury and the Acting Director of FHFA challenging certain government actions related to the conservatorship (including actions taken in connection with the imposition of conservatorship) and the Purchase Agreement. Several of the lawsuits seek to invalidate the net worth sweep dividend provisions of the senior preferred stock, which were implemented pursuant to the August 2012 amendment to the Purchase Agreement. Another lawsuit seeks to require us to make payments to an affordable housing trust fund managed by HUD, as discussed in “ LEGAL PROCEEDINGS.” It is possible that similar lawsuits will be filed in the future. Freddie Mac is not a party to these lawsuits. However, several lawsuits were recently filed against Freddie Mac concerning the August 2012 amendment to the Purchase Agreement. See “NOTE 17: LEGAL CONTINGENCIES — Litigation Concerning the Purchase Agreement” for more information.

It is not possible for us to predict the outcome of these lawsuits, or the actions the U.S. government (including Treasury or FHFA) might take in response to any ruling or finding in any of these lawsuits or any future lawsuits. However, it is possible that we could be adversely affected by these events, including, for example, by changes to the Purchase Agreement, or any resulting actual or perceived changes in the level of U.S. government support for our business.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest-Rate Risk and Other Market Risks

Our investments in mortgage assets (i.e., mortgage loans and mortgage-related securities) expose us to interest-rate risk and other market risks arising primarily from the uncertainty as to when borrowers will pay the outstanding principal balance of mortgage loans and mortgage-related securities, known as prepayment risk, and the resulting potential mismatch in the timing of our receipt of cash flows related to our assets versus the timing of payment of cash flows related to the liabilities we use to fund those assets. See “QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK — Interest-Rate Risk and Other Market Risks” in our 2012 Annual Report for a discussion of our market risk exposures, including those related to derivatives, institutional counterparties, and other market risks.

PMVS and Duration Gap

Our primary interest-rate risk measures are PMVS and duration gap.

PMVS is an estimate of the change in the market value of our net assets and liabilities from an instantaneous 50 basis point shock to interest rates, assuming no rebalancing actions are undertaken and assuming the mortgage-to-LIBOR basis does not change. PMVS is measured in two ways, one measuring the estimated sensitivity of our portfolio market value to parallel movements in interest rates (PMVS-Level or PMVS-L) and the other to nonparallel movements (PMVS-YC).

Duration gap measures the difference in price sensitivity to interest rate changes between our assets and liabilities, and is expressed in months relative to the market value of assets. For example, assets with a six month duration and liabilities with a five month duration would result in a positive duration gap of one month. A duration gap of zero implies that the duration of our assets equals the duration of our liabilities.

The 50 basis point shift and 25 basis point change in slope of the LIBOR yield curve used for our PMVS measures reflect reasonably possible near-term changes that we believe provide a meaningful measure of our interest-rate risk sensitivity. Our PMVS measures assume instantaneous shocks. Therefore, these PMVS measures do not consider the effects on fair value of any rebalancing actions that we would typically expect to take to reduce our risk exposure.

 

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Limitations of Market Risk Measures

Our PMVS and duration gap estimates are determined using models that involve our best judgment of interest-rate and prepayment assumptions. Accordingly, while we believe that PMVS and duration gap are useful risk management tools, they should be understood as estimates rather than as precise measurements. While PMVS and duration gap estimate our exposure to changes in interest rates, they do not capture the potential impact of certain other market risks, such as changes in volatility, basis, and foreign-currency risk. The impact of these other market risks can be significant.

There are inherent limitations in any methodology used to estimate exposure to changes in market interest rates. Our sensitivity analyses for PMVS and duration gap contemplate only certain movements in interest rates and are performed at a particular point in time based on the estimated fair value of our existing portfolio. These sensitivity analyses do not consider other factors that may have a significant effect on our financial instruments, most notably business activities and strategic actions that management may take in the future to manage interest-rate risk. As such, these analyses are not intended to provide precise forecasts of the effect a change in market interest rates would have on the estimated fair value of our net assets.

In addition, it has been more difficult in recent years to measure and manage the interest-rate risk related to mortgage assets as risk for prepayment model error remains high due to the low interest rate environment and uncertainty regarding default rates, unemployment, government policy changes and programs, loan modifications, and the volatility and impact of home price movements on mortgage durations. Misestimation of prepayments could result in hedging-related losses.

Duration Gap and PMVS Results

The table below provides duration gap, estimated point-in-time and minimum and maximum PMVS-L and PMVS-YC results, and an average of the daily values and standard deviation for the three and six months ended June 30, 2013 and 2012. The table below also provides PMVS-L estimates assuming an immediate 100 basis point shift in the LIBOR yield curve. We do not hedge the entire prepayment risk exposure embedded in our mortgage assets. The interest-rate sensitivity of a mortgage portfolio varies across a wide range of interest rates. Therefore, the difference between PMVS at 50 basis points and 100 basis points is non-linear.

Our PMVS-L (50 basis points) exposure at June 30, 2013 was $239 million, which increased compared to December 31, 2012 primarily due to an increase in our convexity exposure. On an average basis for the three and six months ended June 30, 2013, our PMVS-L (50 basis points) was $335 million and $295 million, respectively, primarily resulting from our negative convexity exposure on our mortgage assets.

To improve the accuracy of our models, we make changes to the underlying assumptions or modeling techniques on a periodic basis.

 

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Table 58 — PMVS and Duration Gap Results

 

                         PMVS-YC     PMVS-L  
                         25 bps     50 bps      100 bps  
            (in millions)  

Assuming shifts of the LIBOR yield curve:

               

June 30, 2013

           $ 22     $ 239      $ 867  

December 31, 2012

           $ 61     $ 209      $ 737  
     Three Months Ended June 30,  
     2013      2012  
     Duration
Gap
    PMVS-YC
25 bps
     PMVS-L
50 bps
     Duration
Gap
    PMVS-YC
25 bps
     PMVS-L
50 bps
 
     (in months)     (dollars in millions)      (in months)     (dollars in millions)  

Average

     0.1     $ 23      $ 335        0.0      $ 18      $ 156  

Minimum

     (1.2   $ 1      $ 182         (0.5   $ 1      $ 58  

Maximum

     1.6     $ 68      $ 586        0.6     $ 55      $ 292  

Standard deviation

     0.6     $ 17      $ 74        0.2     $ 13      $ 53  
     Six Months Ended June 30,  
     2013      2012  
     Duration
Gap
    PMVS-YC
25 bps
     PMVS-L
50 bps
     Duration
Gap
    PMVS-YC
25 bps
     PMVS-L
50 bps
 
     (in months)     (dollars in millions)      (in months)     (dollars in millions)  

Average

     0.0      $ 23      $ 295        0.0      $ 17      $ 189  

Minimum

     (1.2   $      $ 152         (0.5   $ 1      $ 58  

Maximum

     1.6     $ 68      $ 586        0.6     $ 57      $ 379  

Standard deviation

     0.5     $ 15      $ 79        0.2     $ 13      $ 61  

Derivatives have historically enabled us to keep our interest-rate risk exposure at consistently low levels in a wide range of interest-rate environments. The table below shows that the PMVS-L risk levels for the periods presented would have been higher if we had not used derivatives. The derivative impact on our PMVS-L (50 basis points) was $(2.0) billion at June 30, 2013, an increase of $1.1 billion from December 31, 2012. The increase was primarily driven by hedging an increase in the duration of our mortgage assets caused by the increase in interest rates during 2013.

Table 59 — Derivative Impact on PMVS-L (50 bps)

 

     Before
Derivatives
     After
Derivatives
     Effect of
Derivatives
 
     (in millions)  

At:

        

June 30, 2013

   $ 2,244      $ 239      $ (2,005

December 31, 2012

   $ 1,102      $ 209      $ (893

The disclosure in our Monthly Volume Summary reports, which are available on our web site at www.freddiemac.com and in current reports on Form 8-K we file with the SEC, reflects the average of the daily PMVS-L, PMVS-YC and duration gap estimates for a given reporting period (a month, quarter or year).

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that the information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms and that such information is accumulated and communicated to management of the company, including the company’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing our disclosure controls and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and we must apply judgment in implementing possible controls and procedures.

Management, including the company’s Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2013. As a result of management’s evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of June 30, 2013, at a reasonable level of assurance, because we have not been able to update our disclosure controls and procedures to provide reasonable assurance that information known by FHFA on an ongoing basis is communicated from

 

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FHFA to Freddie Mac’s management in a manner that allows for timely decisions regarding our required disclosure. Based on discussions with FHFA and the structural nature of this continuing weakness, we believe it is likely that we will not remediate this material weakness while we are under conservatorship. We consider this situation to be a material weakness in our internal control over financial reporting. For more information, see “CONTROLS AND PROCEDURES — Management’s Report on Internal Control Over Financial Reporting” in our 2012 Annual Report.

Changes in Internal Control Over Financial Reporting During the Quarter Ended June 30, 2013

We evaluated the changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2013 and concluded that the following matter has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting:

 

   

David B. Lowman, our new Executive Vice President — Single-Family Business, joined Freddie Mac on May 6, 2013.

Mitigating Actions Related to the Material Weakness in Internal Control Over Financial Reporting

As described above in “Evaluation of Disclosure Controls and Procedures,” we have one material weakness in internal control over financial reporting as of June 30, 2013 that we have not remediated.

Given the structural nature of this material weakness, we believe it is likely that we will not remediate it while we are under conservatorship. However, both we and FHFA have continued to engage in activities and employ procedures and practices intended to permit accumulation and communication to management of information needed to meet our disclosure obligations under the federal securities laws. These include the following:

 

   

FHFA has established the Office of Conservatorship Operations, which is intended to facilitate operation of the company with the oversight of the Conservator.

 

   

We provide drafts of our SEC filings to FHFA personnel for their review and comment prior to filing. We also provide drafts of external press releases, statements and speeches to FHFA personnel for their review and comment prior to release.

 

   

FHFA personnel, including senior officials, review our SEC filings prior to filing, including this Form 10-Q, and engage in discussions regarding issues associated with the information contained in those filings. Prior to filing this Form 10-Q, FHFA provided us with a written acknowledgement that it had reviewed the Form 10-Q, was not aware of any material misstatements or omissions in the Form 10-Q, and had no objection to our filing the Form 10-Q.

 

   

The Acting Director of FHFA is in frequent communication with our Chief Executive Officer, typically meeting (in person or by phone) on at least a bi-weekly basis.

 

   

FHFA representatives hold frequent meetings with various groups within the company to enhance the flow of information and to provide oversight on a variety of matters, including accounting, capital markets management, external communications, and legal matters.

 

   

Senior officials within FHFA’s accounting group meet frequently with our senior financial executives regarding our accounting policies, practices, and procedures.

In view of our mitigating actions related to this material weakness, we believe that our interim consolidated financial statements for the quarter ended June 30, 2013 have been prepared in conformity with GAAP.

 

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ITEM 1. FINANCIAL STATEMENTS

 

 

 

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FREDDIE MAC

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (in millions, except share-related amounts)  

Interest income

        

Mortgage loans:

        

Held by consolidated trusts

   $ 14,097     $ 16,806     $ 28,601     $ 34,274  

Unsecuritized

     2,017       2,224       4,026       4,536  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total mortgage loans

     16,114       19,030       32,627       38,810  

Investments in securities

     2,019       2,777       4,176       5,715  

Other

     12       21       30       34  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total interest income

     18,145       21,828       36,833       44,559  
  

 

 

   

 

 

   

 

 

   

 

 

 

Interest expense

        

Debt securities of consolidated trusts

     (11,709     (14,625     (23,739     (29,878

Other debt

     (2,170     (2,660     (4,432     (5,476
  

 

 

   

 

 

   

 

 

   

 

 

 

Total interest expense

     (13,879     (17,285     (28,171     (35,354

Expense related to derivatives

     (122     (157     (253     (319
  

 

 

   

 

 

   

 

 

   

 

 

 

Net interest income

     4,144       4,386       8,409       8,886  

Benefit (provision) for credit losses

     623       (155     1,126       (1,980
  

 

 

   

 

 

   

 

 

   

 

 

 

Net interest income after benefit (provision) for credit losses

     4,767       4,231       9,535       6,906  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest income (loss)

        

Gains (losses) on extinguishment of debt securities of consolidated trusts

     28       (1     62       (5

Gains (losses) on retirement of other debt

     25       (45     (7     (66

Gains (losses) on debt recorded at fair value

     3       62       15       45  

Derivative gains (losses)

     1,362       (882     1,737       (1,938

Impairment of available-for-sale securities:

        

Total other-than-temporary impairment of available-for-sale securities

     (18     (135     (39     (610

Portion of other-than-temporary impairment recognized in AOCI

     (26     37       (48     (52
  

 

 

   

 

 

   

 

 

   

 

 

 

Net impairment of available-for-sale securities recognized in earnings

     (44     (98     (87     (662

Other gains (losses) on investment securities recognized in earnings

     (497     (356     (773     (644

Other income (loss)

     (199     569       133       1,003  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest income (loss)

     678       (751     1,080       (2,267
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest expense

        

Salaries and employee benefits

     (211     (227     (419     (403

Professional services

     (134     (81     (243     (152

Occupancy expense

     (14     (14     (27     (28

Other administrative expenses

     (85     (79     (187     (155
  

 

 

   

 

 

   

 

 

   

 

 

 

Total administrative expenses

     (444     (401     (876     (738

Real estate owned operations income (expense)

     110       30       104       (141

Other expenses

     (164     (165     (350     (253
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest expense

     (498     (536     (1,122     (1,132
  

 

 

   

 

 

   

 

 

   

 

 

 

Income before income tax benefit

     4,947       2,944       9,493       3,507  

Income tax benefit

     41       76       76       90  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income

     4,988       3,020       9,569       3,597  
  

 

 

   

 

 

   

 

 

   

 

 

 

Other comprehensive income (loss), net of taxes and reclassification adjustments:

        

Changes in unrealized gains (losses) related to available-for-sale securities

     (717     (238     1,563       909  

Changes in unrealized gains (losses) related to cash flow hedge relationships

     84       107       174       218  

Changes in defined benefit plans

     2       3       22       (43
  

 

 

   

 

 

   

 

 

   

 

 

 

Total other comprehensive income (loss), net of taxes and reclassification adjustments

     (631     (128     1,759       1,084  
  

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income

   $ 4,357     $ 2,892     $ 11,328     $ 4,681  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income

   $ 4,988     $ 3,020     $ 9,569     $ 3,597  

Undistributed net worth sweep and senior preferred stock dividends

     (4,357     (1,808     (11,328     (3,612
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) attributable to common stockholders

   $ 631     $ 1,212     $ (1,759   $ (15
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) per common share — basic and diluted

   $ 0.19     $ 0.37     $ (0.54   $  

Weighted average common shares outstanding (in thousands) — basic and diluted

     3,237,825       3,239,711       3,238,411       3,240,627  

The accompanying notes are an integral part of these consolidated financial statements.

 

  105   Freddie Mac


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FREDDIE MAC

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

 

     June 30, 2013     December 31, 2012  
    

(in millions,

except share-related amounts)

 

Assets

    

Cash and cash equivalents (includes $1 and $1, respectively, related to our consolidated VIEs)

   $ 13,867     $ 8,513  

Restricted cash and cash equivalents (includes $471 and $14,289, respectively, related to our consolidated VIEs)

     1,066       14,592  

Federal funds sold and securities purchased under agreements to resell (includes $27,150 and $19,250, respectively, related to our consolidated VIEs)

     40,149       37,563  

Investments in securities:

    

Available-for-sale, at fair value (includes $90 and $132, respectively, pledged as collateral that may be repledged)

     154,705       174,896  

Trading, at fair value (includes $314 and $0, respectively, pledged as collateral that may be repledged)

     42,626       41,492  
  

 

 

   

 

 

 

Total investments in securities

     197,331       216,388  

Mortgage loans:

    

Held-for-investment, at amortized cost:

    

By consolidated trusts (net of allowances for loan losses of $3,222 and $4,919, respectively)

     1,517,887       1,495,932  

Unsecuritized (net of allowances for loan losses of $23,068 and $25,788, respectively)

     161,022       176,177  
  

 

 

   

 

 

 

Total held-for-investment mortgage loans, net

     1,678,909       1,672,109  

Held-for-sale, at fair value

     11,696       14,238  
  

 

 

   

 

 

 

Total mortgage loans, net

     1,690,605       1,686,347  

Accrued interest receivable (includes $5,183 and $5,426, respectively, related to our consolidated VIEs)

     6,458       6,875  

Derivative assets, net

     1,175       657  

Real estate owned, net (includes $46 and $45, respectively, related to our consolidated VIEs)

     4,051       4,378  

Deferred tax assets, net

           778  

Other assets (Note 19) (includes $5,685 and $7,986, respectively, related to our consolidated VIEs)

     12,816       13,765  
  

 

 

   

 

 

 

Total assets

   $ 1,967,518     $ 1,989,856  
  

 

 

   

 

 

 

Liabilities and equity (deficit)

    

Liabilities

    

Accrued interest payable (includes $4,805 and $5,142, respectively, related to our consolidated VIEs)

   $ 7,151     $ 7,710  

Debt, net:

    

Debt securities of consolidated trusts held by third parties (includes $75 and $70 at fair value, respectively)

     1,424,732       1,419,524  

Other debt (includes $1,508 and $2,187 at fair value, respectively)

     521,184       547,518  
  

 

 

   

 

 

 

Total debt, net

     1,945,916       1,967,042  

Derivative liabilities, net

     871       178  

Other liabilities (Note 19) (includes $163 and $1, respectively, related to our consolidated VIEs)

     6,223       6,099  
  

 

 

   

 

 

 

Total liabilities

     1,960,161       1,981,029  
  

 

 

   

 

 

 

Commitments and contingencies (Notes 9, 14, and 17)

    

Equity (deficit)

    

Senior preferred stock, at redemption value

     72,336       72,336  

Preferred stock, at redemption value

     14,109       14,109  

Common stock, $0.00 par value, 4,000,000,000 shares authorized, 725,863,886 shares issued and 650,039,533 shares and 650,033,623 shares outstanding, respectively

            

Additional paid-in capital

     1       1  

Retained earnings (accumulated deficit)

     (74,025     (70,796

AOCI, net of taxes, related to:

    

Available-for-sale securities (includes $3,155 and $6,606, respectively, related to net unrealized losses on securities for which other-than-temporary impairment has been recognized in earnings)

     119       (1,444

Cash flow hedge relationships

     (1,142     (1,316

Defined benefit plans

     (156     (178
  

 

 

   

 

 

 

Total AOCI, net of taxes

     (1,179     (2,938

Treasury stock, at cost, 75,824,353 shares and 75,830,263 shares, respectively

     (3,885     (3,885
  

 

 

   

 

 

 

Total equity (deficit) (See NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT) for information on our dividend obligation to Treasury)

     7,357       8,827  
  

 

 

   

 

 

 

Total liabilities and equity (deficit)

   $ 1,967,518     $ 1,989,856  
  

 

 

   

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

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FREDDIE MAC

CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT)

(UNAUDITED)

 

    Shares Outstanding     Senior
Preferred

Stock, at
Redemption
Value
    Preferred
Stock, at
Redemption
Value
    Common
Stock, at
Par Value
    Additional
Paid-In
Capital
    Retained
Earnings
(Accumulated
Deficit)
    AOCI,
Net of
Tax
    Treasury
Stock, at
Cost
    Total
Equity
(Deficit)
 
    Senior
Preferred
Stock
    Preferred
Stock
    Common
Stock
                 
    (in millions)  

Balance as of December 31, 2011

    1       464       650     $ 72,171     $ 14,109     $     $ 3     $ (74,525   $ (7,995   $ (3,909   $ (146

Comprehensive income:

                     

Net income

                                              3,597                   3,597  

Other comprehensive income, net of taxes

                                                    1,084             1,084  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income

                                              3,597       1,084             4,681  

Increase in liquidation preference

                      165                                           165  

Stock-based compensation

                                        2                         2  

Income tax benefit from stock-based compensation

                                        1                         1  

Common stock issuances

                                        (24                 24        

Transfer from retained earnings (accumulated deficit) to additional paid-in capital

                                        19       (19                  

Senior preferred stock dividends declared

                                              (3,616                 (3,616

Dividend equivalent payments on expired stock options

                                              (1                 (1
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance at June 30, 2012

    1       464       650     $ 72,336     $ 14,109     $     $ 1     $ (74,564   $ (6,911   $ (3,885   $ 1,086  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance as of December 31, 2012

    1       464       650     $ 72,336     $ 14,109     $     $ 1     $ (70,796   $ (2,938   $ (3,885   $ 8,827  

Comprehensive income:

                     

Net income

                                              9,569                   9,569  

Other comprehensive income, net of taxes

                                                    1,759             1,759  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income

                                              9,569       1,759             11,328  

Senior preferred stock dividends declared

                                              (12,798                 (12,798
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance at June 30, 2013

    1       464       650     $ 72,336     $ 14,109     $     $ 1     $ (74,025   $ (1,179   $ (3,885   $ 7,357  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

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FREDDIE MAC

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

     Six Months Ended June 30,  
           2013                 2012        
     (in millions)  

Cash flows from operating activities

    

Net income

   $ 9,569     $ 3,597  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Derivative gains

     (3,574     (98

Asset related amortization — premiums, discounts, and basis adjustments

     2,868       1,862  

Debt related amortization — premiums and discounts on certain debt securities and basis adjustments

     (3,909     (2,231

Net discounts paid on retirements of other debt

     (1,453     (346

Net premiums received from issuance of debt securities of consolidated trusts

     2,092       2,416  

(Gains) losses on extinguishment of debt securities of consolidated trusts and other debt

     (55     71  

(Benefit) provision for credit losses

     (1,126     1,980  

Losses on investment activity

     1,413       882  

Gains on debt recorded at fair value

     (15     (45

Deferred income tax benefit

     (81     (101

Purchases of held-for-sale mortgage loans

     (12,875     (10,462

Sales of mortgage loans acquired as held-for-sale

     14,790       10,446  

Repayments of mortgage loans acquired as held-for-sale

     68       31  

Payments to servicers for pre-foreclosure expense and servicer incentive fees

     (620     (625

Change in:

  

 

Accrued interest receivable

     417       602  

Accrued interest payable

     (512     (510

Income taxes receivable or payable

     5       119  

Other, net

     (593     (1,022
  

 

 

   

 

 

 

Net cash provided by operating activities

     6,409       6,566  
  

 

 

   

 

 

 

Cash flows from investing activities

    

Purchases of trading securities

     (30,548     (12,005

Proceeds from sales of trading securities

     22,754       7,466  

Proceeds from maturities of trading securities

     4,208       14,896  

Purchases of available-for-sale securities

     (1,558     (2,821

Proceeds from sales of available-for-sale securities

     4,050       1,242  

Proceeds from maturities of available-for-sale securities

     18,610       19,049  

Purchases of held-for-investment mortgage loans

     (48,707     (32,837

Repayments of mortgage loans acquired as held-for-investment

     252,720       240,799  

Decrease in restricted cash

     13,526       17,823  

Net proceeds from mortgage insurance and acquisitions and dispositions of real estate owned

     4,752       5,886  

Net increase in federal funds sold and securities purchased under agreements to resell

     (2,586     (26,814

Derivative premiums and terminations and swap collateral, net

     3,641       53  
  

 

 

   

 

 

 

Net cash provided by investing activities

     240,862       232,737  
  

 

 

   

 

 

 

Cash flows from financing activities

    

Proceeds from issuance of debt securities of consolidated trusts held by third parties

     55,104       60,505  

Repayments of debt securities of consolidated trusts held by third parties

     (259,061     (226,720

Proceeds from issuance of other debt

     359,356       365,365  

Repayments of other debt

     (384,513     (444,255

Increase in liquidation preference of senior preferred stock

           165  

Payment of cash dividends on senior preferred stock

     (12,798     (3,616

Excess tax benefits associated with stock-based awards

           1  

Payments of low-income housing tax credit partnerships notes payable

     (5     (8
  

 

 

   

 

 

 

Net cash used in financing activities

     (241,917     (248,563
  

 

 

   

 

 

 

Net increase (decrease) in cash and cash equivalents

     5,354       (9,260

Cash and cash equivalents at beginning of period

     8,513       28,442  
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 13,867     $ 19,182  
  

 

 

   

 

 

 

Supplemental cash flow information

    

Cash paid (received) for:

    

Debt interest

   $ 34,408     $ 39,105  

Net derivative interest carry

     1,700       2,210  

Income taxes

           (108

Non-cash investing and financing activities:

    

Underlying mortgage loans related to guarantor swap transactions

     213,790       163,676  

Debt securities of consolidated trusts held by third parties established for guarantor swap transactions

     213,790       163,676  

Elimination of investments in securities and debt securities of consolidated trusts held by third parties related to consolidation of variable interest entities for which we are the primary beneficiary

     (1,891      

Transfers from held-for-investment mortgage loans to held-for-sale mortgage loans

     9        

The accompanying notes are an integral part of these consolidated financial statements.

 

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Freddie Mac was chartered by Congress in 1970 to stabilize the nation’s residential mortgage market and expand opportunities for home ownership and affordable rental housing. Our statutory mission is to provide liquidity, stability and affordability to the U.S. housing market. We are a GSE regulated by FHFA, the SEC, HUD, and Treasury, and are currently operating under the conservatorship of FHFA. For more information on the roles of FHFA and Treasury, see “NOTE 2: CONSERVATORSHIP AND RELATED MATTERS” in this Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2012, or our 2012 Annual Report.

We are involved in the U.S. housing market by participating in the secondary mortgage market. We do not participate directly in the primary mortgage market. Our participation in the secondary mortgage market includes providing our credit guarantee for mortgages originated by mortgage lenders in the primary mortgage market and investing in mortgage loans and mortgage-related securities.

Our operations consist of three reportable segments, which are based on the type of business activities each performs — Single-family Guarantee, Investments, and Multifamily. Our Single-family Guarantee segment reflects results from our single-family credit guarantee activities. In our Single-family Guarantee segment, we purchase single-family mortgage loans originated by our seller/servicers in the primary mortgage market. In most instances, we use the mortgage securitization process to package the loans into guaranteed mortgage-related securities. We guarantee the payment of principal and interest on the mortgage-related securities in exchange for management and guarantee fees. Our Investments segment reflects results from our investment, funding, and hedging activities. In our Investments segment, we invest principally in mortgage-related securities and single-family performing mortgage loans, which are funded by debt issuances and hedged using derivatives. Our Multifamily segment reflects results from our investment (both purchases and sales), securitization, and guarantee activities in multifamily mortgage loans and securities. In our Multifamily segment, our primary business strategy is to purchase multifamily mortgage loans for aggregation and then securitization. See “NOTE 13: SEGMENT REPORTING” in our 2012 Annual Report for additional information.

We are focused on the following primary business objectives: (a) providing credit availability for mortgages and maintaining foreclosure prevention activities; (b) minimizing our credit losses; (c) developing mortgage market enhancements in support of a new infrastructure for the secondary mortgage market; (d) maintaining sound credit quality on the loans we purchase or guarantee; (e) contracting the dominant presence of the GSEs in the marketplace; and (f) strengthening our infrastructure and improving overall efficiency. Our business objectives reflect direction we have received from the Conservator, including the 2013 Conservatorship Scorecard. For information regarding these objectives, see “NOTE 2: CONSERVATORSHIP AND RELATED MATTERS — Business Objectives.”

Throughout our consolidated financial statements and related notes, we use certain acronyms and terms which are defined in the “GLOSSARY.”

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and include our accounts as well as the accounts of other entities in which we have a controlling financial interest. All intercompany balances and transactions have been eliminated. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes in our 2012 Annual Report. We are operating under the basis that we will realize assets and satisfy liabilities in the normal course of business as a going concern and in accordance with the delegation of authority from FHFA to our Board of Directors and management. Certain financial statement information that is normally included in annual financial statements prepared in conformity with GAAP but is not required for interim reporting purposes has been condensed or omitted. Certain amounts in prior periods’ consolidated financial statements have been reclassified to conform to the current presentation. In the opinion of management, all adjustments, which include only normal recurring adjustments, have been recorded for a fair presentation of our unaudited consolidated financial statements.

We recorded the cumulative effect of the correction of certain miscellaneous errors related to previously reported periods in the three and six months ended June 30, 2013. We concluded that these errors are not material individually or in the aggregate to our previously issued consolidated financial statements for any of the periods affected, or to our estimated earnings for the full year ended December 31, 2013, or to the trend of earnings.

 

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Use of Estimates

The preparation of financial statements requires us to make estimates and assumptions that affect: (a) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and (b) the reported amounts of revenues and expenses and gains and losses during the reporting period. Management has made significant estimates in preparing the financial statements, including, but not limited to, establishing the allowance for loan losses and reserve for guarantee losses, valuing financial instruments and other assets and liabilities, assessing impairments on investments, and assessing our ability to realize net deferred tax assets. Actual results could be different from these estimates.

Single-Family Loan Loss Reserve Severity

During the second quarter of 2013, we updated our method of estimating loss severity rates for single-family loan loss reserves to change from the most recent six months of sales experience on our distressed property dispositions to the most recent three months of sales experience on our distressed property dispositions. This change did not have a material impact on our consolidated financial statements.

Earnings Per Common Share

The August 2012 amendment to the Purchase Agreement changed the manner in which the dividend on the senior preferred stock is determined. For each quarter from January 1, 2013 through and including December 31, 2017, the dividend payment will be the amount, if any, by which our Net Worth Amount at the end of the immediately preceding fiscal quarter, less the applicable Capital Reserve Amount, exceeds zero. See “NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT) — Senior Preferred Stock” for additional information regarding the Capital Reserve Amount. For each quarter beginning January 1, 2018, the dividend payment will be the amount, if any, by which our Net Worth Amount at the end of the immediately preceding fiscal quarter exceeds zero. The dividend is presented in the period in which it is determinable for the senior preferred stock as a reduction to net income (loss) available to common stockholders and net income (loss) per common share. The dividend is generally declared and paid in the following period and recorded as a reduction to equity in the period declared.

Because we have participating securities, we use the “two-class” method of computing earnings per common share. Basic earnings per common share is computed as net income attributable to common stockholders divided by the weighted average common shares outstanding for the period. The weighted average common shares outstanding for the period includes the weighted average number of shares that are associated with the warrant for our common stock issued to Treasury pursuant to the Purchase Agreement. This warrant is included since it is unconditionally exercisable by the holder at a minimal cost. See “NOTE 2: CONSERVATORSHIP AND RELATED MATTERS” in our 2012 Annual Report for further information.

Diluted earnings per common share is computed as net income attributable to common stockholders divided by the weighted average common shares outstanding during the period adjusted for the dilutive effect of common equivalent shares outstanding. For periods with net income attributable to common stockholders, the calculation includes the effect of the following common equivalent shares outstanding: (a) the weighted average shares related to stock options if the average market price during the period exceeds the exercise price; and (b) the weighted average of unvested restricted stock units. During periods in which a net loss attributable to common stockholders has been incurred, potential common equivalent shares outstanding are not included in the calculation because it would have an antidilutive effect. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Earnings Per Common Share” in our 2012 Annual Report for further discussion of our significant accounting policies regarding our calculation of earnings per common share and “NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT) — Stock-Based Compensation” in this Form 10-Q for additional information on our earnings-per-share calculation.

NOTE 2: CONSERVATORSHIP AND RELATED MATTERS

Business Objectives

We continue to operate under the conservatorship that commenced on September 6, 2008, conducting our business under the direction of FHFA, as our Conservator. The conservatorship and related matters have had a wide-ranging impact on us, including our regulatory supervision, management, business, financial condition and results of operations. Upon its appointment, FHFA, as Conservator, immediately succeeded to all rights, titles, powers and privileges of Freddie Mac, and

 

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of any stockholder, officer or director thereof, with respect to the company and its assets. The Conservator also succeeded to the title to all books, records, and assets of Freddie Mac held by any other legal custodian or third party. During the conservatorship, the Conservator has delegated certain authority to the Board of Directors to oversee, and management to conduct, day-to-day operations so that the company can continue to operate in the ordinary course of business. The directors serve on behalf of, and exercise authority as directed by, the Conservator.

We are also subject to certain constraints on our business activities by Treasury due to the terms of, and Treasury’s rights under, the Purchase Agreement. However, we believe that the support provided by Treasury pursuant to the Purchase Agreement currently enables us to maintain our access to the debt markets and to have adequate liquidity to conduct our normal business activities, although the costs of our debt funding could vary. Our ability to access funds from Treasury under the Purchase Agreement is critical to keeping us solvent.

The Conservator continues to determine, and direct the efforts of the Board of Directors and management to address, the strategic direction for the company. While the Conservator has delegated certain authority to management to conduct day-to-day operations, many management decisions are subject to review and approval by FHFA and Treasury. In addition, management frequently receives directions from FHFA on various matters involving day-to-day operations.

Our current business objectives reflect direction we have received from the Conservator (including the Conservatorship Scorecards), and have changed considerably since we entered into conservatorship. At the direction of the Conservator, we have made changes to certain business practices that are designed to provide support for the mortgage market in a manner that serves our public mission and other non-financial objectives but may not contribute to our profitability.

Certain of these objectives are intended to help homeowners and the mortgage market and may help to mitigate future credit losses. However, some of our initiatives are expected to have an adverse impact on our near- and long-term financial results. Given the important role the Administration and our Conservator have placed on Freddie Mac in addressing housing and mortgage market conditions and our public mission, we may be required to take additional actions that could have a negative impact on our business, operating results or financial condition.

The Conservator stated that it is taking actions in support of the objectives of gradual transition to greater private capital participation in housing finance and greater distribution of risk to participants other than the government. The Conservator also stated that it is focusing on retaining value in the business operations of Freddie Mac and Fannie Mae, overseeing remediation of identified weaknesses in corporate operations and risk management, and ensuring that sound corporate governance principles are followed.

On February 21, 2012, FHFA sent to Congress a strategic plan for the next phase of the conservatorships of Freddie Mac and Fannie Mae. The plan sets forth objectives and steps FHFA is taking or will take to meet FHFA’s obligations as Conservator. FHFA stated that the steps envisioned in the plan are consistent with each of the housing finance reform frameworks set forth in the report delivered by the Administration to Congress in February 2011, as well as with the leading congressional proposals previously introduced. FHFA indicated that the plan leaves open all options for Congress and the Administration regarding the resolution of the conservatorships and the degree of government involvement in supporting the secondary mortgage market in the future.

FHFA’s plan provides lawmakers and the public with an outline of how FHFA, as Conservator, intends to guide Freddie Mac and Fannie Mae over the next few years, and identifies three strategic goals:

 

   

Build. Build a new infrastructure for the secondary mortgage market;

 

   

Contract. Gradually contract Freddie Mac and Fannie Mae’s dominant presence in the marketplace while simplifying and shrinking their operations; and

 

   

Maintain. Maintain foreclosure prevention activities and credit availability for new and refinanced mortgages.

The Conservatorship Scorecards, instituted by FHFA, established objectives, performance targets and measures, and provided the implementation roadmap for FHFA’s strategic plan. We continue to align our resources and internal business plans to meet the goals and objectives provided to us by FHFA.

We regularly receive direction from our Conservator on how to pursue our objectives under conservatorship, including direction to focus our efforts on assisting homeowners in the housing and mortgage markets. The Conservator and Treasury have also, from time to time, not authorized us to engage in certain business activities and transactions, including the purchase or sale of certain assets, which we believe might have had a beneficial impact on our results of operations or

 

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financial condition, if executed. Our inability to execute such transactions may adversely affect our profitability, and thus contribute to our need to draw additional funds in the future under the Purchase Agreement.

There is significant uncertainty as to the ultimate impact that our efforts to aid the housing and mortgage markets, including our efforts in connection with the MHA Program, will have on our future capital or liquidity needs.

As a result of the net worth sweep dividend provisions of the senior preferred stock, we do not have the ability over the long term to build and retain the capital generated by our business operations, or return capital to stockholders other than Treasury. There is significant uncertainty as to whether or when we will emerge from conservatorship, as it has no specified termination date, and as to what changes may occur to our business structure during or following conservatorship, including whether we will continue to exist. The Acting Director of FHFA stated on November 15, 2011 that “the long-term outlook is that neither [Freddie Mac nor Fannie Mae] will continue to exist, at least in its current form, in the future.” We are not aware of any current plans of our Conservator to significantly change our business model or capital structure in the near-term. Our future structure and role will be determined by the Administration and Congress, and there are likely to be significant changes beyond the near-term. We have no ability to predict the outcome of these deliberations.

Impact of Conservatorship and Related Developments on the Mortgage-Related Investments Portfolio

The UPB of our mortgage-related investments portfolio, for purposes of the limit imposed by the Purchase Agreement, as amended on August 17, 2012, and FHFA regulation, may not exceed $553 billion at December 31, 2013 and was $521 billion at June 30, 2013. The annual 15% reduction in the size of our mortgage-related investments portfolio until it reaches $250 billion is calculated based on the maximum allowable size of the mortgage-related investments portfolio, rather than the actual UPB of the mortgage-related investments portfolio, as of December 31 of the preceding year. The limitation is determined without giving effect to the January 1, 2010 change in the accounting guidance related to transfers of financial assets and consolidation of VIEs. FHFA has stated that we will not be a substantial buyer or seller of mortgages for our mortgage-related investments portfolio. The 2013 Conservatorship Scorecard includes a goal to reduce the December 31, 2012 mortgage-related investments portfolio balance (exclusive of agency securities, multifamily held-for-sale loans, and single-family loans purchased for cash) by selling 5% of mortgage-related assets.

Government Support for our Business

We receive substantial support from Treasury and FHFA, as our Conservator and regulator, and are dependent upon their continued support in order to continue operating our business. This support includes our ability to access funds from Treasury under the Purchase Agreement, which is critical to: (a) keeping us solvent; (b) allowing us to focus on our primary business objectives under conservatorship; and (c) avoiding the appointment of a receiver by FHFA under statutory mandatory receivership provisions. At March 31, 2013, our assets exceeded our liabilities under GAAP; therefore FHFA did not request a draw on our behalf and, as a result, we did not receive any funding from Treasury under the Purchase Agreement during the three months ended June 30, 2013. Since conservatorship began through June 30, 2013, we have paid cash dividends of $36.6 billion to Treasury at the direction of the Conservator.

At June 30, 2013, our assets exceeded our liabilities under GAAP; therefore no draw is being requested from Treasury under the Purchase Agreement for the second quarter of 2013.

See “NOTE 8: DEBT SECURITIES AND SUBORDINATED BORROWINGS” and “NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT)” in our 2012 Annual Report for more information on the terms of the conservatorship and the Purchase Agreement.

NOTE 3: VARIABLE INTEREST ENTITIES

We use securitization trusts in our securities issuance process, and are required to evaluate the trusts for consolidation on an ongoing basis. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” and “NOTE 3: VARIABLE INTEREST ENTITIES” in our 2012 Annual Report for further information regarding the consolidation of certain VIEs, including our REMICs and Other Structured Securities, and Other Guarantee Transactions.

Based on our evaluation of whether we hold a controlling financial interest in these VIEs, we determined that we are the primary beneficiary of trusts that issue our single-family PCs and certain Other Guarantee Transactions. Therefore, we consolidate on our balance sheet the assets and liabilities of these trusts. At both June 30, 2013 and December 31, 2012, we were the primary beneficiary of, and therefore consolidated, single-family PC trusts with assets totaling $1.5 trillion, as

 

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measured using the UPB of issued PCs. In addition, we concluded that we are the primary beneficiary of Other Guarantee Transactions with underlying assets totaling $9.9 billion and $11.0 billion at June 30, 2013 and December 31, 2012, respectively.

VIEs for which We are not the Primary Beneficiary

The table below represents the carrying amounts and classification of the assets and liabilities recorded on our consolidated balance sheets related to our variable interests in non-consolidated VIEs, as well as our maximum exposure to loss as a result of our involvement with these VIEs. Our involvement with VIEs for which we are not the primary beneficiary generally takes one of two forms: (a) purchasing an investment in these entities; or (b) providing a guarantee to these entities. Our maximum exposure to loss for those VIEs in which we have purchased an investment is calculated as the maximum potential charge that we would recognize in earnings if that investment were to become worthless. This amount does not include other-than-temporary impairments or other write-downs that we previously recognized through earnings. Our maximum exposure to loss for those VIEs for which we have provided a guarantee represents the contractual amounts that could be lost under the guarantees if counterparties or borrowers defaulted, without consideration of possible recoveries under credit enhancement arrangements. We do not believe the maximum exposure to loss disclosed in the table below is representative of the actual loss we are likely to incur, based on our historical loss experience and after consideration of proceeds from related collateral liquidation, including possible recoveries under credit enhancement arrangements. See “NOTE 3: VARIABLE INTEREST ENTITIES” in our 2012 Annual Report for more information about VIEs for which we are not the primary beneficiary.

 

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Table 3.1 — Variable Interests in VIEs for which We are not the Primary Beneficiary

 

     June 30, 2013  
            Mortgage-Related
Security Trusts
             
     Asset-Backed
Investment
Trusts(1)
     Freddie  Mac
Securities(2)
    Non-Freddie  Mac
Securities(1)
    Unsecuritized
Multifamily
Loans (3)
    Other(1)  
     (in millions)  

Assets and Liabilities Recorded on our Consolidated Balance Sheets

           

Assets:

           

Restricted cash and cash equivalents

   $      $ 48     $     $ 18     $ 109  

Investments in securities:

           

Available-for-sale, at fair value

            46,493       103,931              

Trading, at fair value

     2        8,956       9,131              

Mortgage loans:

           

Held-for-investment, unsecuritized

                        56,754        

Held-for-sale

                        11,696        

Accrued interest receivable

            269       310       285       7  

Other assets

            677       1       748       467  

Liabilities:

           

Derivative liabilities, net

            (1                 (37

Other liabilities

            (800     (50     (25     (621

Maximum Exposure to Loss

   $ 2      $ 61,171     $ 115,792     $ 69,501     $ 10,669  

Total Assets of Non-Consolidated VIEs(4)

   $ 570      $ 71,522     $ 705,150     $ 118,269     $ 23,932  
     December 31, 2012  
            Mortgage-Related
Security Trusts
             
     Asset-Backed
Investment
Trusts(1)
     Freddie Mac
Securities(2)
    Non-Freddie Mac
Securities(1)
    Unsecuritized
Multifamily
Loans(3)
    Other(1)  
     (in millions)  

Assets and Liabilities Recorded on our Consolidated Balance Sheets

           

Assets:

           

Restricted cash and cash equivalents

   $      $ 24     $     $ 22     $ 119  

Investments in securities:

           

Available-for-sale, at fair value

            58,515       110,583              

Trading, at fair value

     292        10,354       10,617              

Mortgage loans:

           

Held-for-investment, unsecuritized

                        62,245        

Held-for-sale

                        14,238        

Accrued interest receivable

            324       350       326       7  

Derivative assets, net

                              1  

Other assets

            558       2       381       482  

Liabilities:

           

Derivative liabilities, net

            (1                 (40

Other liabilities

            (667     (2     (29     (635

Maximum Exposure to Loss

   $ 292      $ 51,045     $ 128,475     $ 77,213     $ 10,871  

Total Assets of Non-Consolidated VIEs(4)

   $ 10,901      $ 59,302     $ 768,704     $ 130,512     $ 25,004  

 

 

(1) For our involvement with non-consolidated asset-backed investment trusts, non-Freddie Mac security trusts and certain other VIEs where we do not provide a guarantee, our maximum exposure to loss is computed as the carrying amount if the security is classified as trading or the amortized cost if the security is classified as available-for-sale for our investments and related assets recorded on our consolidated balance sheets, including any unrealized amounts recorded in AOCI for securities classified as available-for-sale. See “NOTE 7: INVESTMENTS IN SECURITIES” in our 2012 Annual Report for additional information regarding our asset-backed investments and non-Freddie Mac securities.
(2) Freddie Mac securities include our variable interests in single-family multiclass REMICs and Other Structured Securities, multifamily PCs, multifamily Other Structured Securities, and Other Guarantee Transactions that we do not consolidate. Our investments in single-family REMICs and Other Structured Securities that are not consolidated do not give rise to any additional exposure to credit loss as we already consolidate the underlying collateral.
(3) For unsecuritized multifamily loans, our maximum exposure to loss includes accrued interest receivable associated with these loans. See “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” for additional information about our unsecuritized multifamily loans.
(4) Except for unsecuritized multifamily loans, this represents the remaining UPB of assets held by non-consolidated VIEs using the most current information available, where our continuing involvement is significant. For unsecuritized multifamily loans, this represents the fair value of the property serving as collateral for the loan. We do not include the assets of our non-consolidated trusts related to single-family REMICs and Other Structured Securities backed by our PCs in this amount as we already consolidate the underlying collateral of these trusts on our consolidated balance sheets.

 

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NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES

We own both single-family mortgage loans, which are secured by one to four unit residential properties, and multifamily mortgage loans, which are secured by properties with five or more residential rental units. Our single-family loans are predominately first lien, fixed-rate mortgages secured by the borrower’s primary residence. For a discussion of our significant accounting policies regarding our mortgage loans and loan loss reserves, see “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report.

The table below summarizes the types of loans on our consolidated balance sheets as of June 30, 2013 and December 31, 2012.

Table 4.1 — Mortgage Loans

 

     June 30, 2013     December 31, 2012  
     Unsecuritized     Held by
Consolidated
Trusts
    Total     Unsecuritized     Held by
Consolidated
Trusts
    Total  
     (in millions)  

Single-family:(1)

            

Fixed-rate

            

Amortizing

   $ 121,371     $ 1,383,214     $ 1,504,585     $ 131,061     $ 1,356,030     $ 1,487,091  

Interest-only

     1,949       6,354       8,303       2,445       8,874       11,319  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total fixed-rate

     123,320       1,389,568       1,512,888       133,506       1,364,904       1,498,410  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Adjustable-rate

            

Amortizing

     2,187       65,893       68,080       2,630       67,067       69,697  

Interest-only

     5,807       26,988       32,795       7,323       31,590       38,913  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total adjustable-rate

     7,994       92,881       100,875       9,953       98,657       108,610  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Other Guarantee Transactions

           9,389       9,389             10,407       10,407  

FHA/VA and other governmental

     1,106       2,966       4,072       1,285       3,062       4,347  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family

     132,420       1,494,804       1,627,224       144,744       1,477,030       1,621,774  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily:(1)

            

Fixed-rate

     59,090       446       59,536       66,384       448       66,832  

Adjustable-rate

     10,216             10,216       10,182             10,182  

Other governmental

     3             3       3             3  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total multifamily

     69,309       446       69,755       76,569       448       77,017  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total UPB of mortgage loans

     201,729       1,495,250       1,696,979       221,313       1,477,478       1,698,791  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Deferred fees, unamortized premiums, discounts and other cost basis adjustments

     (5,305     25,859       20,554       (5,376     23,373       17,997  

Fair value adjustments on loans held-for-sale(2)

     (638           (638     266             266  

Allowance for loan losses on mortgage loans held-for-investment

     (23,068     (3,222     (26,290     (25,788     (4,919     (30,707
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total mortgage loans, net

   $ 172,718     $ 1,517,887     $ 1,690,605     $ 190,415     $ 1,495,932     $ 1,686,347  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Mortgage loans, net:

            

Held-for-investment

   $ 161,022     $ 1,517,887     $ 1,678,909     $ 176,177     $ 1,495,932     $ 1,672,109  

Held-for-sale

     11,696             11,696       14,238             14,238  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total mortgage loans, net

   $ 172,718     $ 1,517,887     $ 1,690,605     $ 190,415     $ 1,495,932     $ 1,686,347  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Based on UPB and excluding mortgage loans traded, but not yet settled.
(2) Consists of fair value adjustments associated with multifamily mortgage loans for which we have made a fair value election.

During the three months ended June 30, 2013 and 2012, we purchased $126.9 billion and $86.8 billion, respectively, in UPB of single-family mortgage loans and $0.1 billion during each of these periods in UPB of multifamily loans that were classified as held-for-investment. During the six months ended June 30, 2013 and 2012, we purchased $256.6 billion and $189.6 billion, respectively, in UPB of single-family mortgage loans and $0.4 billion during each of these periods in UPB of multifamily loans that were classified as held-for-investment. Our sales of multifamily mortgage loans occur primarily through the issuance of multifamily K Certificates, which we categorize as Other Guarantee Transactions. See “NOTE 14: FINANCIAL GUARANTEES” for more information on our issuances of Other Guarantee Transactions. We did not have significant reclassifications of mortgage loans into held-for-sale from held-for-investment during the three and six months ended June 30, 2013.

 

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Credit Quality of Mortgage Loans

We evaluate the credit quality of single-family loans using different criteria than the criteria we use to evaluate multifamily loans. The current LTV ratio is one key factor we consider when estimating our loan loss reserves for single-family loans. As estimated current LTV ratios increase, the borrower’s equity in the home decreases, which negatively affects the borrower’s ability to refinance (outside of HARP) or to sell the property for an amount at or above the balance of the outstanding mortgage loan. A second-lien mortgage also reduces the borrower’s equity in the home, and has a similar negative effect on the borrower’s ability to refinance or sell the property for an amount at or above the combined balances of the first and second mortgages. As of both June 30, 2013 and December 31, 2012, based on data collected by us at loan delivery, approximately 14%, of loans in our single-family credit guarantee portfolio had second-lien financing by third parties at the time of origination of the first mortgage. However, borrowers are free to obtain second-lien financing after origination, and we are not entitled to receive notification when a borrower does so. Therefore, it is likely that additional borrowers have post-origination second-lien mortgages. For further information about concentrations of risk associated with our single-family and multifamily mortgage loans, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS.”

The table below presents information on the estimated current LTV ratios of single-family loans on our consolidated balance sheets, all of which are held-for-investment. Our current LTV ratio estimates are based on available data through the end of each respective period presented.

Table 4.2 — Recorded Investment of Held-For-Investment Mortgage Loans, by LTV Ratio

 

     As of June 30, 2013      As of December 31, 2012  
     Estimated Current LTV Ratio(1)             Estimated Current LTV Ratio(1)         
     £ 80      > 80 to 100      > 100(2)      Total      £ 80      > 80 to 100      > 100(2)      Total  
     (in millions)  

Single-family loans:

                       

20 and 30-year or more, amortizing fixed-rate(3)

   $ 744,698      $ 292,721      $ 162,499      $ 1,199,918      $ 699,386      $ 309,099      $ 188,048      $ 1,196,533  

15-year amortizing fixed-rate(3)

     263,016        25,178        6,860        295,054        249,666        18,473        5,433        273,572  

Adjustable-rate(4)

     53,696        8,351        2,845        64,892        50,764        10,341        4,845        65,950  

Alt-A, interest-only, and option ARM(5)

     29,568        22,929        35,432        87,929        27,642        24,030        52,057        103,729  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family loans

   $ 1,090,978      $ 349,179      $ 207,636        1,647,793      $ 1,027,458      $ 361,943      $ 250,383        1,639,784  
  

 

 

    

 

 

    

 

 

       

 

 

    

 

 

    

 

 

    

Multifamily loans

              57,406                 63,032  
           

 

 

             

 

 

 

Total recorded investment of held-for-investment loans

            $ 1,705,199               $ 1,702,816  
           

 

 

             

 

 

 

 

 

(1) The current LTV ratios are management estimates, which are updated on a monthly basis. Current market values are estimated by adjusting the value of the property at origination based on changes in the market value of homes in the same geographical area since that time. The value of a property at origination is based on: (a) for purchase mortgages, either the lesser of the appraised value of the property at the time of mortgage origination or the mortgage borrower’s purchase price; or (b) for refinance mortgages, a third-party appraisal. Changes in market value are derived from our internal index which measures price changes for repeat sales and refinancing activity on the same properties using Freddie Mac and Fannie Mae single-family mortgage acquisitions, including foreclosure sales. Estimates of the current LTV ratio include the credit-enhanced portion of the loan and exclude any secondary financing by third parties. The existence of a second lien reduces the borrower’s equity in the property and, therefore, can increase the risk of default.
(2) The serious delinquency rate for the total of single-family held-for-investment mortgage loans with estimated current LTV ratios in excess of 100% was 10.8% and 12.7% as of June 30, 2013 and December 31, 2012, respectively.
(3) The majority of our loan modifications result in new terms that include fixed interest rates after modification. As of June 30, 2013 and December 31, 2012, we have categorized UPB of approximately $44.0 billion and $43.4 billion, respectively, of modified loans as fixed-rate loans (instead of as adjustable rate loans), even though the modified loans have rate adjustment provisions. In these cases, while the terms of the modified loans provide for the interest rate to adjust in the future, such future rates are determined at the time of modification rather than at a subsequent date.
(4) Includes balloon/reset mortgage loans and excludes option ARMs.
(5) We have discontinued our purchases of Alt-A, interest-only, and option ARM loans. For reporting purposes: (a) loans within the Alt-A category continue to be presented in that category following modification, even though the borrower may have provided full documentation of assets and income to complete the modification; and (b) loans within the option ARM category continue to be presented in that category following modification, even though the modified loan no longer provides for optional payment provisions.

For information about the payment status of single-family and multifamily mortgage loans, including the amount of such loans we deem impaired, see “NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS.” For a discussion of certain indicators of credit quality for the multifamily loans on our consolidated balance sheets, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Multifamily Mortgage Portfolio.”

 

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Allowance for Loan Losses and Reserve for Guarantee Losses, or Loan Loss Reserves

Our loan loss reserve consists of: (a) our allowance for loan losses on mortgage loans that we classify as held-for-investment on our consolidated balance sheets; and (b) our reserve for guarantee losses associated with Freddie Mac mortgage-related securities backed by multifamily loans, certain single-family Other Guarantee Transactions, and other guarantee commitments, for which we have incremental credit risk.

A significant portion of the unsecuritized single-family loans on our consolidated balance sheets are seriously delinquent and/or TDR loans that we previously removed from our PC pools. These seriously delinquent and TDR loans typically have a higher associated allowance for loan loss than loans that remain in consolidated trusts. Single-family loans that remain in consolidated trusts are generally aggregated and measured collectively for impairment based on similar risk characteristics of the loans.

The table below presents our loan loss reserves activity for the single-family and multifamily loans that we own or guarantee.

 

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Table 4.3 — Detail of Loan Loss Reserves

 

     Three Months Ended June 30,  
     2013     2012  
     Allowance for Loan Losses                 Allowance for Loan Losses              
     Unsecuritized     Held By
Consolidated
Trusts
    Reserve  for
Guarantee
Losses(1)
    Total     Unsecuritized     Held By
Consolidated
Trusts
    Reserve  for
Guarantee
Losses(1)
    Total  
     (in millions)  

Single-family:

                

Beginning balance

   $ 24,089     $ 4,089     $ 121     $ 28,299     $ 30,436     $ 7,139     $ 196     $ 37,771  

Provision (benefit) for credit losses

     (591     77       (4     (518     (1,157     1,334             177  

Charge-offs(2)

     (2,193     (142     (3     (2,338     (3,074     (226     (3     (3,303

Recoveries(2)

     504       24             528       456       29             485  

Transfers, net(3)

     1,053       (826     (1     226       2,188       (2,018     (2     168  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 22,862     $ 3,222     $ 113     $ 26,197     $ 28,849     $ 6,258     $ 191     $ 35,298  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily:

                

Beginning balance

   $ 308     $ 1     $ 31     $ 340     $ 489     $     $ 36     $ 525  

Provision (benefit) for credit losses

     (103     (1     (1     (105     (33           11       (22

Charge-offs(2)

     1                   1       (7                 (7
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 206     $     $ 30     $ 236     $ 449     $     $ 47     $ 496  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total:

                

Beginning balance

   $ 24,397     $ 4,090     $ 152     $ 28,639     $ 30,925     $ 7,139     $ 232     $ 38,296  

Provision (benefit) for credit losses

     (694     76       (5     (623     (1,190     1,334       11       155  

Charge-offs(2)

     (2,192     (142     (3     (2,337     (3,081     (226     (3     (3,310

Recoveries(2)

     504       24             528       456       29             485  

Transfers, net(3)

     1,053       (826     (1     226       2,188       (2,018     (2     168  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 23,068     $ 3,222     $ 143     $ 26,433     $ 29,298     $ 6,258     $ 238     $ 35,794  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
     Six Months Ended June 30,  
     2013     2012  
     Allowance for Loan Losses                 Allowance for Loan Losses              
     Unsecuritized     Held By
Consolidated
Trusts
    Reserve for
Guarantee
Losses(1)
    Total     Unsecuritized     Held By
Consolidated
Trusts
    Reserve for
Guarantee
Losses(1)
    Total  
     (in millions)  

Single-family:

                

Beginning balance

   $ 25,449     $ 4,918     $ 141     $ 30,508     $ 30,406     $ 8,351     $ 159     $ 38,916  

Provision (benefit) for credit losses

     (1,654     687       (20     (987     (888     2,867       42       2,021  

Charge-offs(2)

     (4,677     (312     (5     (4,994     (6,499     (475     (6     (6,980

Recoveries(2)

     1,127       59             1,186       955       45             1,000  

Transfers, net(3)

     2,617       (2,130     (3     484       4,875       (4,530     (4     341  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 22,862     $ 3,222     $ 113     $ 26,197     $ 28,849     $ 6,258     $ 191     $ 35,298  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily:

                

Beginning balance

   $ 339     $ 1     $ 42     $ 382     $ 506     $     $ 39     $ 545  

Provision (benefit) for credit losses

     (133     (1     (5     (139     (49           8       (41

Charge-offs(2)

     (1                 (1     (8                 (8

Recoveries(2)

     1                   1                          

Transfers, net

                 (7     (7                        
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 206     $     $ 30     $ 236     $ 449     $     $ 47     $ 496  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total:

                

Beginning balance

   $ 25,788     $ 4,919     $ 183     $ 30,890     $ 30,912     $ 8,351     $ 198     $ 39,461  

Provision (benefit) for credit losses

     (1,787     686       (25     (1,126     (937     2,867       50       1,980  

Charge-offs(2)

     (4,678     (312     (5     (4,995     (6,507     (475     (6     (6,988

Recoveries(2)

     1,128       59             1,187       955       45             1,000  

Transfers, net(3)

     2,617       (2,130     (10     477       4,875       (4,530     (4     341  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 23,068     $ 3,222     $ 143     $ 26,433     $ 29,298     $ 6,258     $ 238     $ 35,794  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total loan loss reserve as a percentage of the total mortgage portfolio, excluding non-Freddie Mac securities

           1.46           1.94

 

 

(1) Loans associated with our reserve for guarantee losses are those loans that underlie our non-consolidated securitization trusts and other guarantee commitments and are evaluated for impairment on a collective basis. Our reserve for guarantee losses is included in other liabilities on our consolidated balance sheets.
(2) Charge-offs represent the amount of a loan that has been discharged to remove the loan from our consolidated balance sheet principally due to either foreclosure transfers or short sales. Charge-offs exclude $68 million and $74 million for the three months ended June 30, 2013 and 2012, respectively, and $125 million and $175 million for the six months ended June 30, 2013 and 2012, respectively, recorded as losses on loans purchased within other expenses on our consolidated statements of comprehensive income, which relate to certain loans purchased under financial guarantees. We record charge-offs and recoveries on loans held by consolidated trusts when a loss event (such as a foreclosure transfer or foreclosure alternative) occurs on a loan while it remains in a consolidated trust. Recoveries of charge-offs primarily result from foreclosure alternatives and REO acquisitions on loans where: (a) a share of default risk has been assumed by mortgage insurers, servicers, or other third parties through credit enhancements; or (b) we received a reimbursement of our losses from a seller/servicer associated with a repurchase request on a loan that experienced a foreclosure transfer or a foreclosure alternative.
(3) Consists of: (a) approximately $0.8 billion and $2.0 billion during the three months ended June 30, 2013 and 2012, respectively, and $2.1 billion and $4.5 billion during the six months ended June 30, 2013 and 2012, respectively, of reclassified single-family reserves related to our removal of loans previously held by consolidated trusts; (b) approximately $219 million and $159 million during the three months ended June 30, 2013 and 2012, respectively, and $476 million and $330 million during the six months ended June 30, 2013 and 2012, respectively, attributable to capitalization of past due interest on modified mortgage loans; and (c) $8 million and $9 million during the three months ended June 30, 2013 and 2012, respectively, and $8 million and $10 million during the six months ended June 30, 2013 and 2012, respectively, of other transfers.

 

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The table below presents our allowance for loan losses and our recorded investment in mortgage loans, held-for-investment, by impairment evaluation methodology.

Table 4.4 — Net Investment in Mortgage Loans

 

     June 30, 2013     December 31, 2012  
     Single-family     Multifamily     Total     Single-family     Multifamily     Total  
     (in millions)  

Recorded investment:

            

Collectively evaluated

   $ 1,555,065     $ 55,557     $ 1,610,622     $ 1,550,493     $ 60,836     $ 1,611,329  

Individually evaluated

     92,728       1,849       94,577       89,291       2,196       91,487  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total recorded investment

     1,647,793       57,406       1,705,199       1,639,784       63,032       1,702,816  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance of the allowance for loan losses:

            

Collectively evaluated

     (7,979     (73     (8,052     (12,432     (135     (12,567

Individually evaluated

     (18,105     (133     (18,238     (17,935     (205     (18,140
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total ending balance of the allowance

     (26,084     (206     (26,290     (30,367     (340     (30,707
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net investment in mortgage loans

   $ 1,621,709     $ 57,200     $ 1,678,909     $ 1,609,417     $ 62,692     $ 1,672,109  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

A significant number of unsecuritized single-family mortgage loans on our consolidated balance sheets are individually evaluated for impairment and substantially all single-family mortgage loans held by our consolidated trusts are collectively evaluated for impairment. The ending balance of the allowance for loan losses associated with our held-for-investment unsecuritized mortgage loans represented approximately 12.5% and 12.8% of the recorded investment in such loans at June 30, 2013 and December 31, 2012, respectively. The ending balance of the allowance for loan losses associated with mortgage loans held by our consolidated trusts represented approximately 0.2% and 0.3% of the recorded investment in such loans as of June 30, 2013 and December 31, 2012, respectively.

Credit Protection and Other Forms of Credit Enhancement

In connection with many of our mortgage loans held-for-investment and other mortgage-related guarantees, we have credit protection in the form of primary mortgage insurance, pool insurance, recourse to lenders, and other forms of credit enhancements.

The table below presents the UPB of loans on our consolidated balance sheets or underlying our financial guarantees with credit protection and the maximum amounts of potential loss recovery by type of credit protection.

 

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Table 4.5 — Recourse and Other Forms of Credit Protection(1)

 

     UPB at      Maximum Coverage(2) at  
     June 30, 2013      December 31, 2012      June 30, 2013      December 31, 2012  
     (in millions)  

Single-family:

           

Primary mortgage insurance

   $ 195,699      $ 188,419      $ 48,585      $ 46,685  

Lender recourse and indemnifications

     7,439        7,875        7,157        7,718  

Pool insurance(3)

     5,722        7,307        1,294        1,355  

HFA indemnification(4)

     4,596        6,270        3,323        3,323  

Subordination(5)

     2,797        2,960        441        503  

Other credit enhancements

     53        62        53        62  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 216,306      $ 212,893      $ 60,853      $ 59,646  
  

 

 

    

 

 

    

 

 

    

 

 

 

Multifamily:

           

HFA indemnification(4)

   $ 940      $ 1,112      $ 699      $ 699  

Subordination(5)

     52,367        40,549        8,920        6,698  

Other credit enhancements

     6,956        7,235        2,098        2,263  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 60,263      $ 48,896      $ 11,717      $ 9,660  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Includes the credit protection associated with unsecuritized mortgage loans, loans held by our consolidated trusts as well as our non-consolidated mortgage guarantees and excludes FHA/VA and other governmental loans. Except for subordination coverage, these amounts exclude credit protection associated with $12.7 billion and $13.8 billion in UPB of single-family loans underlying Other Guarantee Transactions as of June 30, 2013 and December 31, 2012, respectively, for which the information was not available.
(2) Except for subordination, this represents the remaining amount of loss recovery that is available subject to terms of counterparty agreements.
(3) Maximum coverage amounts presented have been limited to the remaining UPB at period end. Excludes approximately $2.3 billion and $3.3 billion in UPB at June 30, 2013 and December 31, 2012, respectively, where the related loans are also covered by primary mortgage insurance.
(4) Represents the amount of potential reimbursement of losses on securities we have guaranteed that are backed by state and local HFA bonds related to the HFA initiative, under which Treasury bears initial losses on these securities up to 35% of the original UPB issued under the HFA initiative on a combined program-wide basis. Treasury will also bear losses of unpaid interest.
(5) Represents Freddie Mac issued mortgage-related securities with subordination protection, excluding those backed by state and local HFA bonds related to the HFA initiative. Excludes mortgage-related securities where subordination coverage was exhausted. Maximum coverage amounts are limited to the remaining UPB.

Primary mortgage insurance is the most prevalent type of credit enhancement protecting our single-family credit guarantee portfolio, and is typically provided on a loan-level basis. Pool insurance contracts provide insurance on a group of mortgage loans up to a stated aggregate loss limit. We have not purchased pool insurance on single-family loans since March 2008. We also reached the maximum limit of recovery on certain pool insurance contracts. For information about counterparty risk associated with mortgage insurers, see “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS — Mortgage Insurers.”

We also have credit enhancements protecting our multifamily mortgage portfolio. Subordination, primarily through our K Certificates, is the most prevalent type, whereby we mitigate our credit risk exposure by structuring our securities to shift a significant portion of expected credit losses to private investors through the sale of subordinate tranches.

We also have credit protection for certain of the mortgage loans on our consolidated balance sheets that are covered by insurance or partial guarantees issued by federal agencies (such as FHA, VA, and USDA). The total UPB of these loans was $4.1 billion and $4.3 billion as of June 30, 2013 and December 31, 2012, respectively.

NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS

Individually Impaired Loans

Individually impaired single-family loans include performing and non-performing TDRs, as well as loans acquired under our financial guarantees with deteriorated credit quality. Individually impaired multifamily loans include performing and non-performing TDRs, loans three monthly payments or more past due, and loans that are impaired based on management judgment. For a discussion of our significant accounting policies regarding impaired and non-performing loans, which are applied consistently for multifamily loans and single-family loan classes, see “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report.

Total loan loss reserves consist of a specific valuation allowance related to individually impaired mortgage loans, and a general reserve for other probable incurred losses. Our recorded investment in individually impaired mortgage loans and the related specific valuation allowance are summarized in the table below by product class (for single-family loans).

 

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Table 5.1 — Individually Impaired Loans

 

     Balance at
June 30, 2013
    For The Three Months Ended
June 30, 2013
    For The Six Months Ended
June 30, 2013
 
     UPB     Recorded
Investment
    Associated
Allowance
    Net
Investment
    Average
Recorded
Investment
    Interest
Income
Recognized
    Interest
Income
Recognized
On Cash
Basis(1)
    Average
Recorded
Investment
    Interest
Income
Recognized
    Interest
Income
Recognized
On Cash
Basis(1)
 
     (in millions)  

Single-family —

                    

With no specific allowance recorded(2):

                    

20 and 30-year or more, amortizing fixed-rate(3)

   $ 6,262     $ 3,363     $     $ 3,363     $ 3,342     $ 107     $ 10     $ 3,304     $ 206     $ 20  

15-year amortizing fixed-rate(3)

     62       31             31       30       2             30       3       1  

Adjustable rate(4)

     21       14             14       13                   13              

Alt-A, interest-only, and option ARM(5)

     1,814       1,010             1,010       974       19       3       927       36       5  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total with no specific allowance recorded

     8,159       4,418             4,418       4,359       128       13       4,274       245       26  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

With specific allowance recorded:(6)

                    

20 and 30-year or more, amortizing fixed-rate(3)

     70,711       69,625       (13,895     55,730       68,830       540       84       68,128       1,053       155  

15-year amortizing fixed-rate(3)

     1,162       1,156       (43     1,113       1,087       12       3       1,085       24       6  

Adjustable rate(4)

     907       900       (91     809       844       5       2       840       11       3  

Alt-A, interest-only, and option ARM(5)

     16,964       16,629       (4,076     12,553       16,484       97       27       16,505       188       42  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total with specific allowance recorded

     89,744       88,310       (18,105     70,205       87,245       654       116       86,558       1,276       206  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Combined single-family:

                    

20 and 30-year or more, amortizing fixed-rate(3)

     76,973       72,988       (13,895     59,093       72,172       647       94       71,432       1,259       175  

15-year amortizing fixed-rate(3)

     1,224       1,187       (43     1,144       1,117       14       3       1,115       27       7  

Adjustable rate(4)

     928       914       (91     823       857       5       2       853       11       3  

Alt-A, interest-only, and option ARM(5)

     18,778       17,639       (4,076     13,563       17,458       116       30       17,432       224       47  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family(7)

   $ 97,903     $ 92,728     $ (18,105   $ 74,623     $ 91,604     $ 782     $ 129     $ 90,832     $ 1,521     $ 232  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily —

                    

With no specific allowance recorded(8)

   $ 1,010     $ 983     $     $ 983     $ 985     $ 13     $ 6     $ 1,076     $ 27     $ 12  

With specific allowance recorded

     868       866       (133     733       866       12       9       907       24       19  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total multifamily

   $ 1,878     $ 1,849     $ (133   $ 1,716     $ 1,851     $ 25     $ 15     $ 1,983     $ 51     $ 31  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family and multifamily

   $ 99,781     $ 94,577     $ (18,238   $ 76,339     $ 93,455     $ 807     $ 144     $ 92,815     $ 1,572     $ 263  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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Table of Contents
     Balance at
December 31, 2012
    For The Three Months Ended
June 30, 2012
    For The Six Months Ended
June 30, 2012
 
     UPB     Recorded
Investment
    Associated
Allowance
    Net
Investment
    Average
Recorded
Investment
    Interest
Income
Recognized
    Interest
Income
Recognized
On Cash
Basis(1)
    Average
Recorded
Investment
    Interest
Income
Recognized
    Interest
Income
Recognized
On Cash
Basis(1)
 
     (in millions)  

Single-family —

                    

With no specific allowance recorded(2):

                    

20 and 30-year or more, amortizing fixed-rate(3)

   $ 6,582     $ 3,236     $     $ 3,236     $ 3,025     $ 82     $ 12     $ 3,075     $ 161     $ 25  

15-year amortizing fixed-rate(3)

     64       30             30       21       2              21       3        

Adjustable rate(4)

     19       12             12       5                     5              

Alt-A, interest-only, and option ARM(5)

     1,799       857             857       826       13       4       841       29       6  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total with no specific allowance recorded

     8,464       4,135             4,135       3,877       97       16       3,942       193       31  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

With specific allowance recorded:(6)

                    

20 and 30-year or more, amortizing fixed-rate(3)

     67,473       66,501       (13,522     52,979       47,700       335       83       46,360       646       138  

15-year amortizing fixed-rate(3)

     1,134       1,125       (55     1,070       359       4       2       345       8       3  

Adjustable rate(4)

     883       874       (107     767       289       1       1       273       3       2  

Alt-A, interest-only, and option ARM(5)

     16,946       16,656       (4,251     12,405       12,554       63       23       12,234       132       37  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total with specific allowance recorded

     86,436       85,156       (17,935     67,221       60,902       403       109       59,212       789       180  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Combined single-family:

                    

20 and 30-year or more, amortizing fixed-rate(3)

     74,055       69,737       (13,522     56,215       50,725       417       95       49,435       807       163  

15-year amortizing fixed-rate(3)

     1,198       1,155       (55     1,100       380       6       2       366       11       3  

Adjustable rate (4)

     902       886       (107     779       294       1       1       278       3       2  

Alt-A, interest-only, and option ARM(5)

     18,745       17,513       (4,251     13,262       13,380       76       27       13,075       161       43  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family(7)

   $ 94,900     $ 89,291     $ (17,935   $ 71,356     $ 64,779     $ 500     $ 125     $ 63,154     $ 982     $ 211  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Multifamily —

                    

With no specific allowance recorded(8)

   $ 978     $ 966     $     $ 966     $ 1,109     $ 15     $ 9     $ 1,263     $ 31     $ 18  

With specific allowance recorded

     1,248       1,230       (205     1,025       1,404       18       14       1,498       36       29  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total multifamily

   $ 2,226     $ 2,196     $ (205   $ 1,991     $ 2,513     $ 33     $ 23     $ 2,761     $ 67     $ 47  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total single-family and multifamily

   $ 97,126     $ 91,487     $ (18,140   $ 73,347     $ 67,292     $ 533     $ 148     $ 65,915     $ 1,049     $ 258  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Consists of income recognized during the period related to loans categorized as non-accrual.
(2) Individually impaired loans with no specific related valuation allowance primarily represent mortgage loans purchased out of PC pools and accounted for in accordance with the accounting guidance for loans and debt securities acquired with deteriorated credit quality that have not experienced further deterioration.
(3) See endnote (3) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”
(4) Includes balloon/reset mortgage loans and excludes option ARMs.
(5) See endnote (5) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”
(6) Consists primarily of mortgage loans classified as TDRs.
(7) As of June 30, 2013 and December 31, 2012 includes $89.7 billion and $86.4 billion, respectively, of UPB associated with loans for which we have recorded a specific allowance, and $8.2 billion and $8.5 billion, respectively, of UPB associated with loans that have no specific allowance recorded. See endnote (2) for additional information.
(8) Individually impaired multifamily loans with no specific related valuation allowance primarily represent those loans for which the collateral value is sufficiently in excess of the loan balance to result in recovery of the entire recorded investment if the property were foreclosed upon or otherwise subject to disposition.

 

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Interest income foregone on individually impaired loans was $0.6 billion and $1.3 billion for the three and six months ended June 30, 2013, respectively, compared to $0.6 billion and $1.1 billion for the three and six months ended June 30, 2012, respectively.

Mortgage Loan Performance

We do not accrue interest on loans three months or more past due.

The table below presents the recorded investment of our single-family and multifamily mortgage loans, held-for-investment, by payment status.

Table 5.2 — Payment Status of Mortgage Loans(1)

 

     June 30, 2013  
     Current      One
Month
Past Due
     Two
Months
Past Due
     Three Months or
More Past Due,
or in Foreclosure
     Total      Non-accrual  
     (in millions)  

Single-family —

                 

20 and 30-year or more, amortizing fixed-rate(2)

   $ 1,137,239      $ 20,976      $ 6,656      $ 35,047      $ 1,199,918      $ 34,904  

15-year amortizing fixed-rate(2)

     292,419        1,334        284        1,017        295,054        1,015  

Adjustable-rate(3)

     63,021        576        156        1,139        64,892        1,136  

Alt-A, interest-only, and option ARM(4)

     70,645        3,163        1,234        12,887        87,929        12,850  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family

     1,563,324        26,049        8,330        50,090        1,647,793        49,905  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total multifamily

     57,374        5                27        57,406        1,154  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family and multifamily

   $ 1,620,698      $ 26,054      $ 8,330      $ 50,117      $ 1,705,199      $ 51,059  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
     December 31, 2012  
     Current      One
Month
Past Due
     Two
Months
Past Due
     Three Months or
More Past Due,
or in Foreclosure
     Total      Non-accrual  
     (in millions)  

Single-family —

                 

20 and 30-year or more, amortizing fixed-rate(2)

   $ 1,125,996      $ 21,509      $ 8,051      $ 40,977      $ 1,196,533      $ 40,833  

15-year amortizing fixed-rate(2)

     270,730        1,320        338        1,184        273,572        1,177  

Adjustable-rate(3)

     63,736        614        212        1,388        65,950        1,383  

Alt-A, interest-only, and option ARM(4)

     82,438        3,439        1,582        16,270        103,729        16,237  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family

     1,542,900        26,882        10,183        59,819        1,639,784        59,630  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total multifamily

     63,000                2        30        63,032        1,457  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family and multifamily

   $ 1,605,900      $ 26,882      $ 10,185      $ 59,849      $ 1,702,816      $ 61,087  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Based on recorded investment in the loan. Mortgage loans that have been modified are not counted as past due as long as the borrower is current under the modified terms. The payment status of a loan may be affected by temporary timing differences, or lags, in the reporting of this information to us by our servicers.
(2) See endnote (3) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”
(3) Includes balloon/reset mortgage loans and excludes option ARMs.
(4) See endnote (5) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”

We have the option under our PC agreements to remove mortgage loans that underlie our PCs under certain circumstances to resolve an existing or impending delinquency or default. Our practice generally has been to remove loans from PC trusts when the loans have been delinquent for 120 days or more. As of June 30, 2013, there were $1.3 billion in UPB of loans underlying our PCs that were 120 days or more delinquent, and that met our criteria for removing the loan from the PC trust. Generally, we remove these delinquent loans from the PC trust, and thereby extinguish the related PC debt, at the next scheduled PC payment date, unless the loans proceed to foreclosure transfer, complete a foreclosure alternative or are paid in full by the borrower before such date.

When we remove mortgage loans from PC trusts, we reclassify the loans from mortgage loans held-for-investment by consolidated trusts to unsecuritized mortgage loans held-for-investment and record an extinguishment of the corresponding portion of the debt securities of the consolidated trusts. We removed $4.8 billion and $10.6 billion in UPB of loans from PC trusts (or purchased delinquent loans associated with other guarantee commitments) during the three and six months ended June 30, 2013, respectively, compared to $7.5 billion and $16.7 billion during the three and six months ended June 30, 2012, respectively.

The table below summarizes the delinquency rates of mortgage loans within our single-family credit guarantee and multifamily mortgage portfolios.

 

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Table 5.3 — Delinquency Rates(1)

 

     June 30, 2013     December 31, 2012  

Single-family:

    

Non-credit-enhanced portfolio (excluding Other Guarantee Transactions):

    

Serious delinquency rate

     2.27     2.62

Total number of seriously delinquent loans

     210,368       244,533  

Credit-enhanced portfolio (excluding Other Guarantee Transactions):

    

Serious delinquency rate

     5.63     6.83

Total number of seriously delinquent loans

     74,047       90,747  

Other Guarantee Transactions:(2)

    

Serious delinquency rate

     10.34     10.60

Total number of seriously delinquent loans

     15,770       17,580  

Total single-family:

    

Serious delinquency rate

     2.79     3.25

Total number of seriously delinquent loans

     300,185       352,860  

Multifamily:(3)

    

Non-credit-enhanced portfolio:

    

Delinquency rate

     0.04     0.10

UPB of delinquent loans (in millions)

   $ 29     $ 76  

Credit-enhanced portfolio:

    

Delinquency rate

     0.15     0.36

UPB of delinquent loans (in millions)

   $ 88     $ 172  

Total Multifamily:

    

Delinquency rate

     0.09     0.19

UPB of delinquent loans (in millions)

   $ 117     $ 248  

 

 

(1) Single-family mortgage loans that have been modified are not counted as seriously delinquent if the borrower is less than three monthly payments past due under the modified terms. Serious delinquencies on single-family mortgage loans underlying certain REMICs and Other Structured Securities, Other Guarantee Transactions, and other guarantee commitments may be reported on a different schedule due to variances in industry practice.
(2) Single-family Other Guarantee Transactions generally have underlying mortgage loans with higher risk characteristics, but some single-family Other Guarantee Transactions may provide inherent credit protections from losses due to underlying subordination, excess interest, overcollateralization and other features.
(3) Multifamily delinquency performance is based on UPB of mortgage loans that are two monthly payments or more past due or those in the process of foreclosure and includes multifamily Other Guarantee Transactions. Excludes mortgage loans that have been modified as long as the borrower is less than two monthly payments past due under the modified contractual terms.

We continue to implement a number of initiatives to modify and restructure loans, including the MHA Program. As part of accomplishing certain of these initiatives, we pay various incentives to servicers and borrowers. We bear the full costs associated with these loan workout and foreclosure alternatives on mortgages that we own or guarantee, including the cost of any monthly payment reductions, and do not receive any reimbursement from Treasury.

Troubled Debt Restructurings

Single-Family TDRs

For information about our loss mitigation activities that can result in our granting a concession to a borrower, including our participation in HAMP, see “NOTE 5: INDIVIDUALLY IMPAIRED AND NON-PERFORMING LOANS” in our 2012 Annual Report.

During the three and six months ended June 30, 2013, approximately 57% and 56% of completed single-family loan modifications that were classified as TDRs involved interest rate reductions and term extensions and approximately 37% and 39%, respectively, involved principal forbearance in addition to interest rate reductions and term extensions. During the three and six months ended June 30, 2013, the average term extension was 156 and 151 months and the average interest rate reduction was 2.2% and 2.3%, respectively, on completed single-family loan modifications classified as TDRs.

TDR Activity and Performance

The table below presents the volume of single-family and multifamily loans that were newly classified as TDRs during the three and six months ended June 30, 2013 and 2012, based on the original category of the loan before the loan was classified as a TDR. Loans classified as a TDR in one period may be subject to further action (such as a modification or remodification) in a subsequent period. In such cases, the subsequent action would not be reflected in the table below since the loan would already have been classified as a TDR.

 

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Table 5.4 — TDR Activity, by Segment

 

     Three Months Ended June 30,      Six Months Ended June 30,  
     2013      2012      2013      2012  
     # of Loans      Post-TDR
Recorded
Investment
     # of Loans      Post-TDR
Recorded
Investment
     # of Loans      Post-TDR
Recorded
Investment
     # of Loans      Post-TDR
Recorded
Investment
 
     (dollars in millions)  

Single-family(1)

                       

20 and 30-year or more, amortizing fixed-rate(2)

     21,911      $ 3,538        20,492      $ 3,642        44,392      $ 7,233        35,564      $ 6,285  

15-year amortizing fixed-rate

     2,709        187        1,103        105        4,597        330        2,065        192  

Adjustable-rate(3)

     989        142        558        107        1,678        260        1,009        192  

Alt-A, interest-only, and option ARM(4)

     4,040        920        4,931        1,239        8,707        2,008        8,656        2,200  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Single-family

     29,649        4,787        27,084        5,093        59,374        9,831        47,294        8,869  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Multifamily

     2        42        10        95        5        73        14        117  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

     29,651      $ 4,829        27,094      $ 5,188        59,379      $ 9,904        47,308      $ 8,986  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) The pre-TDR recorded investment for single-family loans initially classified as TDR during the three and six months ended June 30, 2013 was $4.8 billion and $9.8 billion, respectively, compared to $5.1 billion and $8.8 billion during the three and six months ended June 30, 2012, respectively.
(2) See endnote (3) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”
(3) Includes balloon/reset mortgage loans.
(4) See endnote (5) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”

The table below presents the volume of payment defaults (i.e., loans that became two months delinquent or completed a loss event) of our TDR modifications based on the original category of the loan before modification and excludes loans subject to other loss mitigation activity that were classified as TDRs during the period. Substantially all of our completed single-family loan modifications classified as a TDR during the six months ended June 30, 2013 resulted in a modified loan with a fixed interest rate.

Table 5.5 — Payment Defaults of Completed TDR Modifications, by Segment(1)

 

     Three Months Ended June 30,      Six Months Ended June 30,  
     2013      2012      2013      2012  
     # of Loans      Post-TDR
Recorded
Investment(2)
     # of Loans      Post-TDR
Recorded
Investment(2)
     # of Loans      Post-TDR
Recorded
Investment(2)
     # of Loans      Post-TDR
Recorded
Investment(2)
 
     (dollars in millions)  

Single-family

                       

20 and 30-year or more, amortizing fixed-rate(3)

     3,612      $ 670        4,149      $ 765        6,783      $ 1,263        9,037      $ 1,684  

15-year amortizing fixed-rate

     127        15        205        21        217        24        437        45  

Adjustable-rate

     49        9        102        22        103        20        200        44  

Alt-A, interest-only, and option ARM(4)

     551        147        840        221        1,062        282        1,888        499  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total single-family

     4,339      $ 841        5,296      $ 1,029        8,165      $ 1,589        11,562      $ 2,272  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Multifamily

           $         1      $ 6              $         2      $ 8  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Represents TDR loans that experienced a payment default during the period and had completed a modification during the year preceding the payment default. A payment default occurs when a borrower either: (a) became two or more months delinquent; or (b) completed a loss event, such as a short sale or foreclosure transfer. We only include payment defaults for a single loan once during each quarterly period within a year; however, a single loan will be reflected more than once if the borrower experienced another payment default in a subsequent quarterly period.
(2) Represents the recorded investment at the end of the period in which the loan was modified and does not represent the recorded investment as of June 30.
(3) See endnote (3) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”
(4) See endnote (5) of “Table 4.2 — Recorded Investment of Held-for-Investment Mortgage Loans, by LTV Ratio.”

In addition to modifications, loans may be initially classified as TDRs as a result of other loss mitigation activities (i.e., repayment plans, forbearance agreements, or trial period modifications). During the six months ended June 30, 2013 and 2012, 4,158 and 4,676 of such loans, respectively, with a post-TDR recorded investment of $693 million and $747 million, respectively, experienced a payment default.

Loans may also be initially classified as TDRs because the borrowers’ debts were discharged in Chapter 7 bankruptcy (and the loan was not already classified as TDR for other reasons). During the six months ended June 30, 2013, 10,327 of such loans (with a post-TDR recorded investment of $1.7 billion) experienced a payment default.

 

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NOTE 6: REAL ESTATE OWNED

We obtain REO properties: (a) when we are the highest bidder at foreclosure sales of properties that collateralize non-performing single-family and multifamily mortgage loans owned by us; or (b) when a delinquent borrower chooses to transfer the mortgaged property to us in lieu of going through the foreclosure process. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report for a discussion of our significant accounting policies for REO.

The table below provides a summary of the change in the carrying value of our combined single-family and multifamily REO balances. For the periods presented in the table below, the weighted average holding period for our disposed properties was less than one year.

Table 6.1 — REO(1)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (in millions)  

Beginning balance — REO

   $ 4,365     $ 5,544     $ 4,407     $ 5,827  

Additions

     1,427       1,640       2,988       3,640  

Dispositions

     (1,719     (2,345     (3,322     (4,628
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance — REO

     4,073       4,839       4,073       4,839  
  

 

 

   

 

 

   

 

 

   

 

 

 

Beginning balance, valuation allowance

     (42     (90     (29     (147

Change in valuation allowance

     20       60       7       117  
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance, valuation allowance

     (22     (30     (22     (30
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance — REO, net

   $ 4,051     $ 4,809     $ 4,051     $ 4,809  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) In the fourth quarter of 2012, we revised our presentation of REO activity to include the initial estimated costs to sell within REO activities rather than within the change in valuation allowance. Prior period amounts have been revised to conform to current period presentation.

The REO balance, net at June 30, 2013 and December 31, 2012 associated with single-family properties was $4.0 billion and $4.3 billion, respectively, and the balance associated with multifamily properties was $54 million and $64 million, respectively. The Southeast region represented approximately 34% and 30% of our single-family REO additions during the three months ended June 30, 2013 and 2012, respectively, based on the number of properties, and the North Central region represented approximately 31% and 34% of our single-family REO additions during these periods. Our single-family REO inventory consisted of 44,623 properties and 49,071 properties at June 30, 2013 and December 31, 2012, respectively. In recent years, the foreclosure process has been significantly slowed in many geographical areas due to lengthening of the foreclosure process, particularly in states that require a judicial foreclosure process, which extends the time it takes for loans to be foreclosed upon and the underlying property to transition to REO. See “NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS” for additional information about regional concentrations in our portfolio.

Our REO operations expenses include: (a) REO property expenses; (b) net gains or losses incurred on disposition of REO properties; (c) adjustments to the holding period allowance associated with REO properties to record them at the lower of their carrying amount or fair value less the estimated costs to sell; and (d) recoveries from insurance and other credit enhancements. An allowance for estimated declines in the REO fair value during the period properties are held reduces the carrying value of REO property. Excluding holding period valuation adjustments and recoveries, we recognized gains of $237 million and $181 million on REO dispositions during the three months ended June 30, 2013 and 2012, respectively, and $396 million and $261 million on REO dispositions during the six months ended June 30, 2013 and 2012, respectively. We increased (decreased) our valuation allowance for properties in our REO inventory by $(6) million and $(26) million during the three months ended June 30, 2013 and 2012, respectively, and $17 million and $(24) million during the six months ended June 30, 2013 and 2012, respectively.

REO property acquisitions that result from extinguishment of our mortgage loans held on our consolidated balance sheets are treated as non-cash transfers. The amount of non-cash acquisitions of REO properties during the six months ended June 30, 2013 and 2012 was $2.8 billion and $3.5 billion, respectively.

 

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NOTE 7: INVESTMENTS IN SECURITIES

The table below summarizes amortized cost, estimated fair values, and corresponding gross unrealized gains and gross unrealized losses for available-for-sale securities by major security type. At June 30, 2013 and December 31, 2012, all available-for-sale securities are mortgage-related securities.

Table 7.1 — Available-For-Sale Securities

 

June 30, 2013

   Amortized
Cost
     Gross
Unrealized
Gains
     Gross
Unrealized
Losses
    Fair
Value
 
     (in millions)  

Available-for-sale securities:

          

Freddie Mac

   $ 43,919      $ 2,692      $ (118   $ 46,493  

Fannie Mae

     11,807        809        (3     12,613  

Ginnie Mae

     163        22              185  

CMBS

     43,221        2,821        (285     45,757  

Subprime

     33,058        228        (5,282     28,004  

Option ARM

     7,047        224        (635     6,636  

Alt-A and other

     10,384        308        (637     10,055  

Obligations of states and political subdivisions

     4,253        50        (22     4,281  

Manufactured housing

     671        32        (22     681  
  

 

 

    

 

 

    

 

 

   

 

 

 

Total available-for-sale securities

   $ 154,523      $ 7,186      $ (7,004   $ 154,705  
  

 

 

    

 

 

    

 

 

   

 

 

 

December 31, 2012

                          

Available-for-sale securities:

          

Freddie Mac

   $ 53,965      $ 4,602      $ (52   $ 58,515  

Fannie Mae

     14,183        1,099        (2     15,280  

Ginnie Mae

     183        26              209  

CMBS

     47,606        3,882        (181     51,307  

Subprime

     35,503        83        (9,129     26,457  

Option ARM

     7,454        48        (1,785     5,717  

Alt-A and other

     11,861        244        (1,201     10,904  

Obligations of states and political subdivisions

     5,647        154        (3     5,798  

Manufactured housing

     716        24        (31     709  
  

 

 

    

 

 

    

 

 

   

 

 

 

Total available-for-sale securities

   $ 177,118      $ 10,162      $ (12,384   $ 174,896  
  

 

 

    

 

 

    

 

 

   

 

 

 

Available-For-Sale Securities in a Gross Unrealized Loss Position

The table below shows the fair value of available-for-sale securities in a gross unrealized loss position, and whether they have been in that position less than 12 months, or 12 months or greater, including the non-credit-related portion of other-than-temporary impairments, which have been recognized in AOCI.

 

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Table 7.2 — Available-For-Sale Securities in a Gross Unrealized Loss Position

 

     Less than 12 Months     12 Months or Greater     Total  
           Gross Unrealized Losses           Gross Unrealized Losses           Gross Unrealized Losses  

June 30, 2013

   Fair
Value
    Other-Than-
Temporary
Impairment(1)
    Temporary
Impairment(2)
    Total     Fair
Value
    Other-Than-
Temporary
Impairment(1)
    Temporary
Impairment(2)
    Total     Fair
Value
    Other-Than-
Temporary
Impairment(1)
    Temporary
Impairment(2)
    Total  
     (in millions)  

Available-for-sale securities:

                        

Freddie Mac

   $ 3,381     $     $ (82   $ (82   $ 1,645     $     $ (36   $ (36   $ 5,026     $     $ (118   $ (118

Fannie Mae

     398             (1     (1     20             (2     (2     418             (3     (3

CMBS

     1,296             (68     (68     2,152       (16     (201     (217     3,448       (16     (269     (285

Subprime

     924       (50           (50     25,280       (4,464     (768     (5,232     26,204       (4,514     (768     (5,282

Option ARM

     449       (13           (13     3,722       (608     (14     (622     4,171       (621     (14     (635

Alt-A and other

     1,552       (28     (10     (38     4,826       (448     (151     (599     6,378       (476     (161     (637

Obligations of states and political subdivisions

     816       (2     (16     (18     32             (4     (4     848       (2     (20     (22

Manufactured housing

     129       (2     (1     (3     118       (15     (4     (19     247       (17     (5     (22
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total available-for-sale securities in a gross unrealized loss position

   $ 8,945     $ (95   $ (178   $ (273   $ 37,795     $ (5,551   $ (1,180   $ (6,731   $ 46,740     $ (5,646   $ (1,358   $ (7,004
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
     Less than 12 Months     12 Months or Greater     Total  
           Gross Unrealized Losses           Gross Unrealized Losses           Gross Unrealized Losses  

December 31, 2012

   Fair
Value
    Other-Than-
Temporary
Impairment(1)
    Temporary
Impairment(2)
    Total     Fair
Value
    Other-Than-
Temporary
Impairment(1)
    Temporary
Impairment(2)
    Total     Fair
Value
    Other-Than-
Temporary
Impairment(1)
    Temporary
Impairment(2)
    Total  
     (in millions)  

Available-for-sale securities:

                        

Freddie Mac

   $ 1,811     $     $ (25   $ (25   $ 1,872     $     $ (27   $ (27   $ 3,683     $     $ (52   $ (52

Fannie Mae

     170                         55             (2     (2     225             (2     (2

CMBS

     340             (3     (3     3,425       (22     (156     (178     3,765       (22     (159     (181

Subprime

     298       (23           (23     25,676       (7,830     (1,276     (9,106     25,974       (7,853     (1,276     (9,129

Option ARM

     82       (3           (3     5,182       (1,759     (23     (1,782     5,264       (1,762     (23     (1,785

Alt-A and other

     50       (4           (4     7,938       (961     (236     (1,197     7,988       (965     (236     (1,201

Obligations of states and political subdivisions

     37             (1     (1     45             (2     (2     82             (3     (3

Manufactured housing

     46                         222       (26     (5     (31     268       (26     (5     (31
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total available-for-sale securities in a gross unrealized loss position

   $ 2,834     $ (30   $ (29   $ (59   $ 44,415     $ (10,598   $ (1,727   $ (12,325   $ 47,249     $ (10,628   $ (1,756   $ (12,384
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Represents the gross unrealized losses for securities for which we have previously recognized other-than-temporary impairments in earnings.
(2) Represents the gross unrealized losses for securities for which we have not previously recognized other-than-temporary impairments in earnings.

At June 30, 2013, total gross unrealized losses on available-for-sale securities were $7.0 billion. The gross unrealized losses relate to 1,122 individual lots representing 1,065 separate securities, including securities with non-credit-related other-than-temporary impairments recognized in AOCI. We purchase multiple lots of individual securities at different times and at different costs. We determine gross unrealized gains and gross unrealized losses by specifically evaluating investment positions at the lot level; therefore, some of the lots we hold for a single security may be in an unrealized gain position while other lots for that security may be in an unrealized loss position, depending upon the amortized cost of the specific lot.

Impairment Recognition on Investments in Securities

We recognize impairment losses on available-for-sale securities within our consolidated statements of comprehensive income as net impairment of available-for-sale securities recognized in earnings when we conclude that a decrease in the fair value of a security is other-than-temporary.

See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” and “NOTE 7: INVESTMENTS IN SECURITIES” in our 2012 Annual Report for information on our accounting policy for impairment recognition on investments in securities and our methodologies for measuring impairment on investments in securities, respectively.

As noted in “Table 7.4 — Net Impairment of Available-For-Sale Securities Recognized in Earnings,” our net impairment on available-for-sale securities during the three and six months ended June 30, 2013 includes certain securities that we have the intent to sell prior to the recovery of the unrealized loss. In cases where we have the intent to sell or it is more likely than not that we will be required to sell the security before recovery of its amortized cost, the security’s entire decline in fair value would be deemed to be other-than-temporary and is recorded within our consolidated statements of

 

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comprehensive income as net impairment of available-for-sale securities recognized in earnings. For the remaining available-for-sale securities in an unrealized loss position at June 30, 2013, we have asserted that we have no intent to sell and that we believe it is not more likely than not that we will be required to sell the security before recovery of its amortized cost basis.

The table below presents the modeled attributes, including default rates, prepayment rates, and severities, without regard to subordination, that are used to determine whether our interests in certain available-for-sale non-agency mortgage-related securities will experience a cash shortfall.

Table 7.3 — Significant Modeled Attributes for Certain Available-For-Sale Non-Agency Mortgage-Related Securities

 

     June 30, 2013  
                 Alt-A(1)  
     Subprime First
Lien(2)
    Option ARM     Fixed Rate     Variable Rate     Hybrid Rate  
     (dollars in millions)  

Issuance Date

          

2004 and prior:

          

UPB

   $ 1,033     $ 102     $ 641     $ 406     $ 1,420  

Weighted average collateral defaults(3)

     38     28     13     35     23

Weighted average collateral severities(4)

     61     51     48     46     39

Weighted average voluntary prepayment rates(5)

     6     7     11     7     8

Average credit enhancement(6)

     39     6     14     16     13

2005:

          

UPB

   $ 4,207     $ 2,376     $ 848     $ 681     $ 3,306  

Weighted average collateral defaults(3)

     50     39     22     46     29

Weighted average collateral severities(4)

     63     55     49     51     43

Weighted average voluntary prepayment rates(5)

     3     7     9     6     8

Average credit enhancement(6)

     47     4     1     22     2

2006:

          

UPB

   $ 17,318     $ 5,216     $ 433     $ 891     $ 972  

Weighted average collateral defaults(3)

     58     50     30     54     31

Weighted average collateral severities(4)

     65     57     50     57     41

Weighted average voluntary prepayment rates(5)

     2     5     8     5     9

Average credit enhancement(6)

     7     (4 )%      1     (7 )%      (3 )% 

2007:

          

UPB

   $ 19,050     $ 3,496     $ 144     $ 1,135     $ 241  

Weighted average collateral defaults(3)

     58     51     48     52     49

Weighted average collateral severities(4)

     65     57     55     54     51

Weighted average voluntary prepayment rates(5)

     2     5     6     6     6

Average credit enhancement(6)

     7     6         (17 )%     

Total:

          

UPB

   $ 41,608     $ 11,190     $ 2,066     $ 3,113     $ 5,939  

Weighted average collateral defaults(3)

     56     48     23     49     29

Weighted average collateral severities(4)

     65     57     49     53     42

Weighted average voluntary prepayment rates(5)

     2     5     9     6     8

Average credit enhancement(6)

     12     1     5     (1 )%      4

 

 

(1) Excludes non-agency mortgage-related securities backed by other loans, which are primarily comprised of securities backed by home equity lines of credit.
(2) Excludes non-agency mortgage-related securities backed exclusively by subprime second liens. Certain securities identified as subprime first lien may be backed in part by subprime second-lien loans, as the underlying loans of these securities were permitted to include a small percentage of subprime second-lien loans.
(3) The expected cumulative default rate is expressed as a percentage of the current collateral UPB.
(4) The expected average loss given default is calculated as the ratio of cumulative loss over cumulative default for each security.
(5) The security’s voluntary prepayment rate represents the average of the monthly voluntary prepayment rate weighted by the security’s outstanding UPB.
(6) Reflects the amount of subordination and other financial support (excluding credit enhancement provided by bond insurance) that will incur losses in the securitization structure before any losses are allocated to securities that we own. Percentage generally calculated based on: (a) the total UPB of securities subordinate to the securities we own; divided by (b) the total UPB of all of the securities issued by the trust (excluding notional balances). Negative values are shown when collateral losses that have yet to be applied to the tranches exceed the remaining credit enhancement, if any. The level of credit enhancement, including those securities with negative values, has been considered in our assessment of other-than temporary impairment.

Other-Than-Temporary Impairments on Available-for-Sale Securities

The table below summarizes our net impairment of available-for-sale securities recognized in earnings by security type.

 

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Table 7.4 — Net Impairment of Available-For-Sale Securities Recognized in Earnings

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (in millions)  

Available-for-sale securities:(1)

        

CMBS

   $      $ (19   $ (10   $ (35

Subprime

     (13     (58     (46     (499

Option ARM

     (5     (18     (5     (66

Alt-A and other

     (25     (2     (25     (59

Manufactured housing

     (1     (1     (1     (3
  

 

 

   

 

 

   

 

 

   

 

 

 

Total net impairment of available-for-sale securities recognized in earnings

   $ (44   $ (98   $ (87   $ (662
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Includes $16 million of other-than-temporary impairments recognized in earnings for the three and six months ended June 30, 2013, as we had the intent to sell the related securities before recovery of their amortized cost basis.

The table below presents the changes in the unrealized credit-related other-than-temporary impairment component of the amortized cost related to available-for-sale securities: (a) that we have written down for other-than-temporary impairment; and (b) for which the credit component of the loss has been recognized in earnings. The credit-related other-than-temporary impairment component of the amortized cost represents the difference between the present value of expected future cash flows, including the estimated proceeds from bond insurance, and the amortized cost basis of the security prior to considering credit losses. The beginning balances represent the other-than-temporary impairment credit loss components related to available-for-sale securities for which other-than-temporary impairment occurred prior to April 1, 2013, April 1, 2012, January 1, 2013, and January 1, 2012, respectively, but will not be realized until the securities are sold, written off, or mature. Net impairment of available-for-sale securities recognized in earnings is presented as additions in two components based upon whether the current period is: (a) the first time the debt security was credit-impaired; or (b) not the first time the debt security was credit-impaired. The credit loss component is reduced if we sell, intend to sell or believe we will be required to sell previously credit-impaired available-for-sale securities. Additionally, the credit loss component is reduced by the amortization resulting from significant increases in cash flows expected to be collected that are recognized over the remaining life of the security.

Table 7.5 — Other-Than-Temporary Impairments Related to Credit Losses on Available-For-Sale Securities

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013     2012     2013     2012  
     (in millions)  

Credit-related other-than-temporary impairments on available-for-sale securities recognized in earnings:

        

Beginning balance — remaining credit losses on available-for-sale securities where other-than-temporary impairments were recognized in earnings

   $ 16,332     $ 16,214     $ 16,745     $ 15,988  

Additions:

        

Amounts related to credit losses for which an other-than-temporary impairment was not previously recognized

            27       16       40  

Amounts related to credit losses for which an other-than-temporary impairment was previously recognized

     28       71       55       622  

Reductions:

        

Amounts related to securities which were sold, written off or matured

     (389     (384     (805     (656

Amounts for which we intend to sell the security or it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis

     (109     (1     (109     (15

Amounts related to amortization resulting from significant increases in cash flows expected to be collected and/or due to the passage of time that are recognized over the remaining life of the security

     (90     (64     (130     (116
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance — remaining credit losses on available-for-sale securities where other-than-temporary impairments were recognized in earnings(1)

   $ 15,772     $ 15,863     $ 15,772     $ 15,863  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Excludes other-than-temporary impairments on securities that we intend to sell or it is more likely than not that we will be required to sell before recovery of the unrealized losses.

Realized Gains and Losses on Sales of Available-For-Sale Securities

The table below illustrates the gross realized gains and gross realized losses received from the sale of available-for-sale securities.

 

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Table 7.6 — Gross Realized Gains and Gross Realized Losses on Sales of Available-For-Sale Securities

 

     Three Months Ended
June 30,
     Six Months Ended
June 30,
 
     2013     2012      2013     2012  
     (in millions)  

Gross realized gains

         

Mortgage-related securities:

         

Freddie Mac

   $ 76     $ 34      $ 76     $ 34  

Fannie Mae

           1        16       13  

CMBS

     124       6        207       82  

Option ARM

           3              3  

Alt-A and other

     46              46        

Obligations of states and political subdivisions

     10              12       1  
  

 

 

   

 

 

    

 

 

   

 

 

 

Total mortgage-related securities gross realized gains

     256       44        357       133  
  

 

 

   

 

 

    

 

 

   

 

 

 

Gross realized gains

     256       44        357       133  
  

 

 

   

 

 

    

 

 

   

 

 

 

Gross realized losses

         

Mortgage related securities:

         

Subprime

     (2            (2      
  

 

 

   

 

 

    

 

 

   

 

 

 

Total mortgage-related securities gross realized losses

     (2            (2      
  

 

 

   

 

 

    

 

 

   

 

 

 

Gross realized losses

     (2            (2      
  

 

 

   

 

 

    

 

 

   

 

 

 

Net realized gains (losses)

   $ 254     $ 44      $ 355     $ 133  
  

 

 

   

 

 

    

 

 

   

 

 

 

Maturities of Available-For-Sale Securities

The table below summarizes the remaining contractual maturities of available-for-sale securities.

Table 7.7 — Maturities of Available-For-Sale Securities(1)

 

June 30, 2013

   Amortized Cost      Fair Value  
     (in millions)  

Available-for-sale securities:

     

Due within 1 year or less

   $ 54      $ 54  

Due after 1 through 5 years

     1,960        2,089  

Due after 5 through 10 years

     1,162        1,225  

Due after 10 years

     151,347        151,337  
  

 

 

    

 

 

 

Total available-for-sale securities

   $ 154,523      $ 154,705  
  

 

 

    

 

 

 

 

 

(1) Maturity information provided is based on contractual maturities, which may not represent the expected life as obligations underlying these securities may be prepaid at any time without penalty.

Trading Securities

The table below summarizes the estimated fair values by major security type for trading securities. Our trading securities mainly consist of Treasury securities, agency fixed-rate and variable-rate pass-through mortgage-related securities, and agency REMICs, including inverse floating rate, interest-only and principal-only securities.

Table 7.8 — Trading Securities

 

     June 30, 2013      December 31, 2012  
     (in millions)  

Mortgage-related securities:

     

Freddie Mac

   $ 8,956      $ 10,354  

Fannie Mae

     8,860        10,338  

Ginnie Mae

     113        131  

Other

     165        156  
  

 

 

    

 

 

 

Total mortgage-related securities

     18,094        20,979  
  

 

 

    

 

 

 

Non-mortgage-related securities:

     

Asset-backed securities

     2        292  

Treasury bills

            1,160  

Treasury notes

     24,530        19,061  
  

 

 

    

 

 

 

Total non-mortgage-related securities

     24,532        20,513  
  

 

 

    

 

 

 

Total fair value of trading securities

   $ 42,626      $ 41,492  
  

 

 

    

 

 

 

 

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With the exception of principal-only securities, our agency securities, classified as trading, were valued at a net premium (i.e., net fair value was higher than UPB) as of June 30, 2013.

For the three and six months ended June 30, 2013, we recorded net unrealized losses on trading securities held at those dates of $0.7 billion and $1.1 billion, respectively. For the three and six months ended June 30, 2012, we recorded net unrealized losses on trading securities held at those dates of $0.4 billion and $0.8 billion, respectively.

Total trading securities include $1.0 billion and $1.2 billion of hybrid financial assets as defined by the derivative and hedging accounting guidance regarding certain hybrid financial instruments as of June 30, 2013 and December 31, 2012, respectively. Gains (losses) on trading securities on our consolidated statements of comprehensive income include losses of $(65) million and $(87) million related to these hybrid financial securities for the three and six months ended June 30, 2013, respectively. Gains (losses) on trading securities on our consolidated statements of comprehensive income include losses of $(38) million and $(89) million related to these hybrid financial securities for the three and six months ended June 30, 2012, respectively.

NOTE 8: DEBT SECURITIES AND SUBORDINATED BORROWINGS

Debt securities that we issue are classified on our consolidated balance sheets as either debt securities of consolidated trusts held by third parties or other debt. We issue other debt to fund our operations.

Under the Purchase Agreement, without the prior written consent of Treasury, we may not incur indebtedness that would result in the par value of our aggregate indebtedness exceeding 120% of the amount of mortgage assets we are allowed to own on December 31 of the immediately preceding calendar year. Because of this debt limit, we may be restricted in the amount of debt we are allowed to issue to fund our operations. Under the Purchase Agreement, the amount of our “indebtedness” is determined without giving effect to the January 1, 2010 change in the accounting guidance related to transfers of financial assets and consolidation of VIEs. Therefore, “indebtedness” does not include debt securities of consolidated trusts held by third parties. We also cannot become liable for any subordinated indebtedness without the prior consent of Treasury. See “NOTE 2: CONSERVATORSHIP AND RELATED MATTERS” for information regarding restrictions on the amount of mortgage-related securities that we may own.

Our debt cap under the Purchase Agreement is $780.0 billion in 2013 and will decline to $663.0 billion on January 1, 2014. As of June 30, 2013, we estimate that the par value of our aggregate indebtedness totaled $525.8 billion, which was approximately $254.2 billion below the applicable debt cap. Our aggregate indebtedness is calculated as the par value of other debt.

In the tables below, the categories of short-term debt (due within one year) and long-term debt (due after one year) are based on the original contractual maturity of the debt instruments classified as other debt.

The table below summarizes the interest expense and the balances of total debt, net.

Table 8.1 — Total Debt, Net

 

     Interest Expense For The                
     Three Months Ended
June 30,
     Six Months Ended
June 30,
     Balance, Net(1)  
     2013      2012      2013      2012      June 30, 2013      December 31, 2012  
     (in millions)      (in millions)  

Other debt:

                 

Short-term debt

   $ 45      $ 43      $ 89      $ 83      $ 135,984      $ 117,889  

Long-term debt:

                 

Senior debt

     2,118        2,610        4,328        5,379        384,807        429,245  

Subordinated debt

     7        7        15        14        393        384  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total long-term debt

     2,125        2,617        4,343        5,393        385,200        429,629  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total other debt

     2,170        2,660        4,432        5,476        521,184        547,518  

Debt securities of consolidated trusts held by third parties

     11,709        14,625        23,739        29,878        1,424,732        1,419,524  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total debt, net

   $ 13,879      $ 17,285      $ 28,171      $ 35,354      $ 1,945,916      $ 1,967,042  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) Represents par value, net of associated discounts, premiums, and hedge-related basis adjustments, with $1.5 billion and $2.2 billion, respectively, of other long-term debt that represents the fair value of debt securities with the fair value option elected at June 30, 2013 and December 31, 2012.

 

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During the three months ended June 30, 2013 and 2012, we recognized fair value gains (losses) of $0 million and $62 million, respectively, on our foreign-currency denominated debt, of which $(6) million and $55 million, respectively, are gains (losses) related to foreign-currency translation. During the six months ended June 30, 2013 and 2012, we recognized fair value gains (losses) of $9 million and $45 million, respectively, on our foreign-currency denominated debt, of which $(1) million and $36 million, respectively, are gains (losses) related to foreign-currency translation.

Other Debt

The table below summarizes the balances and effective interest rates for other debt. We had no balances in federal funds purchased and securities sold under agreements to repurchase at either June 30, 2013 or December 31, 2012.

Table 8.2 — Other Debt

 

     June 30, 2013     December 31, 2012  
     Par Value      Balance,  Net(1)      Weighted Average
Effective Rate(2)
    Par Value      Balance,  Net(1)      Weighted Average
Effective Rate(2)
 
     (dollars in millions)  

Other short-term debt:

                

Reference Bills® securities and discount notes

   $ 132,530      $ 132,484        0.13   $ 117,930      $ 117,889        0.15

Medium-term notes

     3,500        3,500        0.16                      
  

 

 

    

 

 

      

 

 

    

 

 

    

Total other short-term debt

   $ 136,030      $ 135,984        0.13     $ 117,930      $ 117,889        0.15  
  

 

 

    

 

 

      

 

 

    

 

 

    

Other long-term debt:

                

Original maturities on or before December 31,

                

2013

   $ 49,706      $ 49,720        1.59   $ 115,577      $ 115,527        1.66

2014

     79,951        79,846        1.87       85,798        85,665        1.78  

2015

     56,886        56,868        1.76       52,968        52,927        1.91  

2016

     49,138        49,223        2.58       38,882        38,954        3.14  

2017

     51,968        51,978        2.16       57,664        57,676        2.08  

Thereafter

     102,106        97,565        2.54       83,653        78,880        2.97  
  

 

 

    

 

 

      

 

 

    

 

 

    

Total other long-term debt(3)

     389,755        385,200        2.12       434,542        429,629        2.15  
  

 

 

    

 

 

      

 

 

    

 

 

    

Total other debt

   $ 525,785      $ 521,184        $ 552,472      $ 547,518     
  

 

 

    

 

 

      

 

 

    

 

 

    

 

 

(1) Represents par value, net of associated discounts or premiums and hedge-related basis adjustments.
(2) Represents the weighted average effective rate that remains constant over the life of the instrument, which includes the amortization of discounts or premiums, issuance costs, and hedge-related basis adjustments.
(3) Balance, net for other long-term debt includes callable debt of $102.3 billion and $102.1 billion at June 30, 2013 and December 31, 2012, respectively.

Debt Securities of Consolidated Trusts Held by Third Parties

Debt securities of consolidated trusts held by third parties represents our liability to third parties that hold beneficial interests in our consolidated securitization trusts (i.e., single-family PC trusts and certain single-family and multifamily Other Guarantee Transactions).

The table below summarizes the debt securities of consolidated trusts held by third parties based on underlying mortgage product type.

 

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Table 8.3 — Debt Securities of Consolidated Trusts Held by Third Parties

 

    

June 30, 2013

   

December 31, 2012

 
    

Contractual
Maturity(1)

   UPB      Balance,
Net(2)
     Weighted
Average
Coupon(1)
   

Contractual
Maturity(1)

   UPB      Balance,
Net(2)
     Weighted
Average
Coupon(1)
 
     (dollars in millions)     (dollars in millions)  

Single-family:(3)

                      

30-year or more, fixed-rate

   2013 – 2048    $ 953,925      $ 978,776        4.26   2013 – 2048    $ 960,176      $ 982,718        4.53

20-year fixed-rate

   2013 – 2033      75,248        77,660        3.89     2013 – 2033      73,902        76,079        4.09  

15-year fixed-rate

   2013 – 2028      270,356        277,205        3.32     2013 – 2028      257,083        263,244        3.59  

Adjustable-rate

   2013 – 2047      62,156        63,442        2.72     2013 – 2047      62,424        63,649        2.88  

Interest-only(4)

   2026 – 2041      25,623        25,677        4.03     2026 – 2041      31,588        31,642        4.37  

FHA/VA

   2013 – 2041      1,431        1,452        5.68     2013 – 2041      1,638        1,663        5.67  
     

 

 

    

 

 

         

 

 

    

 

 

    

Total single-family

        1,388,739        1,424,212             1,386,811        1,418,995     

Multifamily(5)

   2018 – 2019      446        520        4.96     2018 – 2019      448        529        4.96  
     

 

 

    

 

 

         

 

 

    

 

 

    

Total debt securities of consolidated trusts held by third parties(6)

      $ 1,389,185      $ 1,424,732           $ 1,387,259      $ 1,419,524     
     

 

 

    

 

 

         

 

 

    

 

 

    

 

 

(1) Based on the contractual maturity and interest rate of debt securities of our consolidated trusts held by third parties.
(2) Represents par value, net of associated discounts, premiums, and other basis adjustments.
(3) Debt securities of consolidated trusts held by third parties are prepayable as the loans that collateralize the debt may prepay without penalty at any time.
(4) Includes interest-only securities and interest-only mortgage loans that allow the borrowers to pay only interest for a fixed period of time before the loans begin to amortize.
(5) Balance, Net includes interest-only securities recorded at fair value.
(6) The effective rate for debt securities of consolidated trusts held by third parties was 3.21% and 3.49% as of June 30, 2013 and December 31, 2012, respectively.

Line of Credit

At both June 30, 2013 and December 31, 2012, we had one secured, uncommitted intraday line of credit with a third party totaling $10 billion. We use this line of credit regularly to provide us with additional liquidity to fund our intraday payment activities through the Fedwire system in connection with the Federal Reserve’s payments system risk policy, which restricts or eliminates daylight overdrafts by the GSEs. No amounts were drawn on this line of credit at June 30, 2013 and December 31, 2012. We expect to continue to use the current facility to satisfy our intraday financing needs; however, as the line is uncommitted, we may not be able to draw on it if and when needed.

Subordinated Debt Interest and Principal Payments

The terms of certain of our subordinated debt securities provide for us to defer payments of interest in the event we fail to maintain specified capital levels. However, in a September 23, 2008 statement concerning the conservatorship, the Director of FHFA stated that we would continue to make interest and principal payments on our subordinated debt, even if we fail to maintain required capital levels.

NOTE 9: DERIVATIVES

Use and Types of Derivatives

We use derivatives primarily to:

 

   

hedge forecasted issuances of debt;

 

   

synthetically create callable and non-callable funding;

 

   

adjust or rebalance our funding mix in response to changes in the interest-rate characteristics of our mortgage-related assets; and

 

   

hedge foreign-currency exposure.

We principally use the following types of derivatives:

 

   

LIBOR- and Euribor-based interest-rate swaps;

 

   

LIBOR- and Treasury-based options (including swaptions);

 

   

LIBOR- and Treasury-based exchange-traded futures; and

 

   

Foreign-currency swaps.

 

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In addition to swaps, futures, and purchased options, our derivative positions include written options and swaptions, commitments, swap guarantee, and credit derivatives.

We classify these derivatives into three categories: (a) exchange-traded derivatives; (b) cleared derivatives; and (c) OTC derivatives. Cleared derivatives refer to those interest-rate swaps that the U.S. Commodity Futures Trading Commission has determined are subject to the central clearing requirement of the Dodd-Frank Act. OTC derivatives refer to those derivatives that are neither exchange-traded derivatives nor cleared derivatives.

For additional information regarding our use of derivatives, and the types of derivatives that we use, see “NOTE 10: DERIVATIVES” in our 2012 Annual Report. For a discussion of our significant accounting policies related to derivatives, see “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Derivatives” in our 2012 Annual Report.

Derivative Assets and Liabilities at Fair Value

The table below presents the location and fair value of derivatives reported on our consolidated balance sheets.

Table 9.1 — Derivative Assets and Liabilities at Fair Value

 

     At June 30, 2013     At December 31, 2012  
     Notional or
Contractual
Amount
     Derivatives at Fair Value     Notional or
Contractual
Amount
     Derivatives at Fair Value  
        Assets(1)     Liabilities(1)        Assets(1)     Liabilities(1)  
     (in millions)  

Total derivative portfolio

              

Derivatives not designated as hedging instruments under the accounting guidance for derivatives and hedging

              

Interest-rate swaps:

              

Receive-fixed

   $ 287,264      $ 6,820     $ (2,296   $ 275,099      $ 13,782     $ (97

Pay-fixed

     283,249        3,742       (17,814     270,092        177       (30,147

Basis (floating to floating)

     300        3             2,300        6        
  

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total interest-rate swaps

     570,813        10,565       (20,110     547,491        13,965       (30,244

Option-based:

              

Call swaptions

              

Purchased

     38,288        3,726             37,650        7,360        

Written

     6,195              (366     6,195              (749

Put Swaptions

              

Purchased

     26,050        386             43,200        288        

Other option-based derivatives(2)

     28,339        1,143       (1     31,540        2,449       (1
  

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total option-based

     98,872        5,255       (367     118,585        10,097       (750

Futures

     25,219        24       (8     41,123        37       (2

Foreign-currency swaps

     498        10             1,167        73       (6

Commitments

     38,271        309       (394     25,530        20       (47

Credit derivatives

     6,032              (4     8,307        1       (5

Swap guarantee derivatives

     3,594              (33     3,628              (35
  

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total derivatives not designated as hedging instruments

     743,299        16,163       (20,916     745,831        24,193       (31,089

Netting adjustments(3)

        (14,988     20,045          (23,536     30,911  
  

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

Total derivative portfolio, net

   $ 743,299      $ 1,175     $ (871   $ 745,831      $ 657     $ (178
  

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

 

 

 

(1) The value of derivatives on our consolidated balance sheets is reported as derivative assets, net and derivative liabilities, net. Excludes $460 million and $501 million of non-cash collateral held at June 30, 2013 and December 31, 2012, respectively.
(2) Primarily includes purchased interest-rate caps and floors.
(3) Represents counterparty netting, cash collateral netting, net trade/settle receivable or payable, and net derivative interest receivable or payable. The net cash collateral posted and net trade/settle receivable (payable) were $6.0 billion and $(8) million, respectively, at June 30, 2013. The net cash collateral posted and net trade/settle receivable were $8.2 billion and $0 million, respectively, at December 31, 2012. The net interest receivable (payable) of derivative assets and derivative liabilities was $(1.0) billion and $(0.8) billion at June 30, 2013 and December 31, 2012, respectively, which was mainly related to interest-rate swaps.

The carrying value of our derivatives on our consolidated balance sheets is equal to their fair value, including net derivative interest receivable or payable and net trade/settle receivable or payable, and is net of cash collateral held or posted, where allowable by a master netting agreement. Derivatives in a net asset position are reported as derivative assets, net. Similarly, derivatives in a net liability position are reported as derivative liabilities, net.

Non-cash collateral held is not recognized on our consolidated balance sheets as we do not obtain effective control over the collateral, and non-cash collateral posted is not de-recognized from our consolidated balance sheets as we do not relinquish effective control over the collateral. Therefore, non-cash collateral held or posted is not presented as an offset against derivative assets or derivative liabilities on our consolidated balance sheets, even where a master netting agreement is in effect. See “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES — Collateral Pledged” for

 

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more information about collateral held and posted. We are subject to collateral posting thresholds based on the credit rating of our long-term senior unsecured debt securities from S&P or Moody’s. The lowering or withdrawal of our credit rating by S&P or Moody’s may increase our obligation to post collateral, depending on the amount of the counterparty’s exposure to Freddie Mac with respect to the derivative transactions.

At June 30, 2013 and December 31, 2012, there were no amounts of cash collateral that were not offset against derivative assets, net or derivative liabilities, net, as applicable, related to OTC derivatives. See “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES” for further information related to our derivative counterparties.

Gains and Losses on Derivatives

The table below presents the gains and losses on derivatives reported in our consolidated statements of comprehensive income.

Table 9.2 — Gains and Losses on Derivatives

 

Derivatives not designated as hedging

instruments under the accounting

guidance for derivatives and hedging

   Derivative Gains (Losses)(1)  
   Three Months Ended
June 30,
    Six Months Ended
June 30,
 
       2013             2012             2013             2012      
     (in millions)  

Interest-rate swaps:

        

Receive-fixed

        

Foreign-currency denominated

   $ (4   $ (10   $ (11   $ (15

U.S. dollar denominated

     (5,975     5,454       (8,258     2,871  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total receive-fixed swaps

     (5,979     5,444       (8,269     2,856  

Pay-fixed

     9,704       (7,953     13,568       (4,161

Basis (floating to floating)

     (3     3       (3     7  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total interest-rate swaps

     3,722       (2,506     5,296       (1,298
  

 

 

   

 

 

   

 

 

   

 

 

 

Option based:

        

Call swaptions

        

Purchased

     (1,342     2,538       (1,860     1,344  

Written

     273       (447     382       (77

Put swaptions

        

Purchased

     75       (188     128       (222

Written

           4             6  

Other option-based derivatives(2)

     (228     369       (309     148  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total option-based

     (1,222     2,276       (1,659     1,199  

Futures

     17       136       55       71  

Foreign-currency swaps

     5       (56           (47

Commitments

     (230     229       (121     172  

Swap guarantee derivatives

     3       1       5       3  
  

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

     2,295       80       3,576       100  

Accrual of periodic settlements:(3)

        

Receive-fixed interest-rate swaps(4)

     888       864       1,826       1,643  

Pay-fixed interest-rate swaps

     (1,821     (1,828     (3,666     (3,686

Foreign-currency swaps

           1             4  

Other

           1       1       1  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total accrual of periodic settlements

     (933     (962     (1,839     (2,038
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 1,362     $ (882   $ 1,737     $ (1,938
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Gains (losses) are reported as derivative gains (losses) on our consolidated statements of comprehensive income.
(2) Primarily includes purchased interest-rate caps and floors.
(3) For derivatives not in qualifying hedge accounting relationships, the accrual of periodic cash settlements is recorded in derivative gains (losses) on our consolidated statements of comprehensive income.
(4) Includes imputed interest on zero-coupon swaps.

Hedge Designation of Derivatives

At June 30, 2013 and December 31, 2012, we did not have any derivatives in hedge accounting relationships; however, there are deferred net losses recorded in AOCI related to closed cash flow hedges. Derivatives that meet specific criteria may be accounted for as cash flow hedges. Net deferred gains and losses on closed cash flow hedges (i.e., where the derivative is either terminated or redesignated) are included in AOCI until the related forecasted transaction affects earnings or is determined to be probable of not occurring. For the three and six months ended June 30, 2013 and 2012, no amounts of gains or (losses) were recognized in AOCI on derivatives (effective portion) and in other income (ineffective portion and amount

 

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excluded from effectiveness testing). Amounts reported in AOCI linked to interest payments on long-term debt are recorded in other debt interest expense and amounts not linked to interest payments on long-term debt are recorded in expense related to derivatives. In the three months ended June 30, 2013 and 2012, we reclassified from AOCI into earnings (effective portion) a loss of $123 million and $158 million, respectively, related to closed cash flow hedges. In the six months ended June 30, 2013 and 2012, we reclassified from AOCI into earnings (effective portion) a loss of $255 million and $323 million, respectively, related to closed cash flow hedges. See “NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT) — Accumulated Other Comprehensive Income — Future Reclassifications from AOCI to Net Income Related to Closed Cash Flow Hedges” for information about future reclassifications of deferred net losses related to closed cash flow hedges to net income.

NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES

Derivative Portfolio

Derivative Counterparties

Our use of exchange-traded derivatives, cleared derivatives, and OTC derivatives exposes us to institutional credit risk. The requirement that we post initial and maintenance margin with our clearing firm in connection with exchange-traded derivatives and cleared derivatives, such as futures contracts and cleared swaps, exposes us to institutional credit risk in the event that our clearing firm or the exchange’s financial clearinghouse fail to meet their obligations. The use of exchange-traded derivatives and cleared derivatives mitigates our institutional credit risk exposure to individual counterparties because a central counterparty is substituted for individual counterparties. OTC derivatives, however, expose us to institutional credit risk to individual counterparties because transactions are executed and settled between us and each counterparty, exposing us to potential losses if a counterparty fails to meet its obligations.

Our use of OTC interest-rate swaps, option-based derivatives, and foreign-currency swaps is subject to internal credit and legal reviews. All of our OTC derivative counterparties are major financial institutions and are experienced participants in the OTC derivatives market.

On an ongoing basis, we review the credit fundamentals of all of our OTC derivative counterparties, clearing organizations, and clearing firms to confirm that they continue to meet our internal risk management standards.

Master Netting and Collateral Agreements

We use master netting and collateral agreements to reduce our credit risk exposure to our derivative counterparties for OTC interest-rate swap, option-based, and foreign-currency swap derivatives. Master netting agreements provide for the netting of amounts receivable and payable from an individual counterparty, which reduces our exposure to a single counterparty in the event of default. On a daily basis, the market value of each counterparty’s derivatives outstanding is calculated to determine the amount of our net credit exposure, which is equal to derivatives in a net gain position by counterparty after giving consideration to collateral posted. Our collateral agreements require most counterparties to post collateral to us for the amount of our net exposure to them above the counterparty’s collateral posting threshold. Collateral posting thresholds are tied to a counterparty’s credit rating. Bilateral collateral agreements are in place for all of our active OTC derivative counterparties. Collateral is typically transferred within one business day based on the values of the related derivatives. This time lag in posting collateral can affect our net uncollateralized exposure to derivative counterparties.

Collateral posted by a derivative counterparty is typically in the form of cash, although U.S. Treasury securities and Freddie Mac mortgage-related securities may also be posted. In the event a counterparty defaults on its obligations under the derivatives agreement and the default is not remedied in the manner prescribed in the agreement, we have the right under the agreement to direct the custodian bank to transfer the collateral to us or, in the case of non-cash collateral, to sell the collateral and transfer the proceeds to us.

Our net uncollateralized exposure to derivative counterparties for OTC interest-rate swap, option-based, and foreign-currency swap derivatives was $24 million and $69 million at June 30, 2013 and December 31, 2012, respectively. In the event that all of our counterparties for these derivatives were to have defaulted simultaneously on June 30, 2013, our maximum loss for accounting purposes after applying netting agreements and collateral on an individual counterparty basis would have been approximately $24 million. Four counterparties each accounted for greater than 10% and collectively accounted for 96% of our net uncollateralized exposure to derivative counterparties, excluding exchange-traded and cleared derivatives, commitments, swap guarantee derivatives, certain written options, and certain credit derivatives at June 30, 2013. These counterparties were Toronto Dominion Bank, HSBC Bank USA, JPMorgan Chase Bank and Royal Bank of Scotland,

 

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all of which were rated “A-” or above using the lower of S&P’s or Moody’s rating stated in terms of the S&P equivalent as of July 24, 2013.

The total exposure on our forward purchase and sale commitments, which are treated as derivatives, was $309 million and $20 million at June 30, 2013 and December 31, 2012, respectively. We do not require master netting and collateral agreements for the counterparties of these commitments. However, the typical maturity of our forward purchase and sale commitments is less than 60 days, and we monitor the credit fundamentals of the counterparties to these commitments on an ongoing basis to ensure that they continue to meet our internal risk-management standards.

The table below displays information related to derivatives and securities purchased under agreements to resell on our consolidated balance sheets.

Table 10.1 — Offsetting of Financial Assets and Liabilities

 

     June 30, 2013  
     Gross
Amount
Recognized(1)
    Amount Offset
in the Consolidated
Balance Sheets
    Net Amount
Presented in
the Consolidated
Balance Sheets(2)
    Gross Amount
Not Offset in
the Consolidated
Balance Sheets
    Net
Amount
 
     (in millions)  

Assets:

          

Derivatives:

          

Over-the-counter interest-rate and foreign-currency swaps, and option-based derivatives

   $ 16,716     $ (16,232   $ 484     $ (460   $ 24  

Other(3)

     691             691             691  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total derivatives

     17,407       (16,232     1,175        (460     715  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Securities purchased under agreements to resell

     40,149             40,149        (40,149      
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 57,556     $ (16,232   $ 41,324     $ (40,609   $ 715  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities:

          

Derivatives:

          

Over-the-counter interest-rate and foreign-currency swaps, and option-based derivatives

   $ (22,457   $ 22,266     $ (191   $     $ (191

Other(3)

     (680           (680           (680
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ (23,137   $ 22,266     $ (871   $     $ (871
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
     December 31, 2012  
     Gross
Amount
Recognized(1)
    Amount Offset in
the Consolidated
Balance Sheets
    Net Amount
Presented in the
Consolidated
Balance Sheets(2)
    Gross Amount
Not Offset in the
Consolidated
Balance Sheets
    Net
Amount
 
     (in millions)  

Assets:

          

Derivatives:

          

Over-the-counter interest-rate and foreign-currency swaps, and option-based derivatives

   $ 25,515     $ (24,945   $ 570     $ (501   $ 69  

Other(3)

     87             87             87  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total derivatives

     25,602       (24,945     657        (501     156  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Securities purchased under agreements to resell

     37,563             37,563        (37,563      
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 63,165     $ (24,945   $ 38,220     $ (38,064   $ 156  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities:

          

Derivatives:

          

Over-the-counter interest-rate and foreign-currency swaps, and option-based derivatives

   $ (33,233   $ 33,150     $ (83   $     $ (83

Other(3)

     (95           (95           (95
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ (33,328   $ 33,150     $ (178   $     $ (178
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) For derivatives, includes interest receivable or payable and trade/settle receivable or payable.
(2) For derivatives, includes cash collateral posted or held in excess of exposure.
(3) Includes exchange-traded and cleared derivatives, commitments, swap guarantee derivatives, certain written options and credit derivatives.

 

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Collateral Pledged

Collateral Pledged to Freddie Mac

Our counterparties are required to pledge collateral for transactions involving securities purchased under agreements to resell. Also, most derivative instruments are subject to collateral posting thresholds as prescribed by the collateral agreements with our counterparties. Under the derivative collateral agreements, U.S. Treasury securities, Freddie Mac mortgage-related securities, and cash may be pledged. We consider the types of securities being pledged to us as collateral when determining how much we lend in transactions involving securities purchased under agreements to resell. Additionally, we regularly review the market values of these securities compared to amounts loaned and derivative counterparty collateral posting thresholds in an effort to minimize our exposure to losses. We had cash and cash equivalents pledged to us related to OTC derivative instruments of $1.0 billion and $1.5 billion at June 30, 2013 and December 31, 2012, respectively. At June 30, 2013 and December 31, 2012, we had $460 million and $501 million, respectively, of collateral in the form of securities pledged to and held by us related to OTC derivative instruments. Although it is our practice not to repledge assets held as collateral, a portion of the collateral may be repledged based on master netting agreements related to our derivative instruments. Also, at June 30, 2013 and December 31, 2012, we had $1.0 billion and $1.5 billion, respectively, of securities pledged to us for transactions involving securities purchased under agreements to resell that we had the right to repledge. From time to time we may obtain pledges of collateral from certain seller/servicers as additional security for certain of their obligations to us, including their obligations to repurchase mortgages sold to us in breach of representations and warranties. This collateral may, at our discretion, take the form of cash, cash equivalents, or agency securities.

In addition, we hold cash and cash equivalents as collateral in connection with certain of our multifamily guarantees and mortgage loans as credit enhancements. The cash and cash equivalents held as collateral related to these transactions at June 30, 2013 and December 31, 2012 was $168 million and $158 million, respectively.

We consider federal funds sold to be overnight unsecured trades executed with commercial banks that are members of the Federal Reserve System. We did not hold any federal funds sold at June 30, 2013 and December 31, 2012.

Collateral Pledged by Freddie Mac

We are required to pledge collateral for margin requirements with third-party custodians in connection with secured financings and derivative transactions with some counterparties. The amount of collateral pledged related to our derivative instruments is determined after giving consideration to our credit rating. As of June 30, 2013, we had one secured, uncommitted intraday line of credit with a third party in connection with the Federal Reserve’s payments system risk policy, which restricts or eliminates daylight overdrafts by the GSEs, in connection with our use of the Fedwire system. In certain circumstances, the line of credit agreement gives the secured party the right to repledge the securities underlying our financing to other third parties, including the Federal Reserve Bank. We pledge collateral to meet our collateral requirements under the line of credit agreement upon demand by the counterparty.

The table below summarizes all securities pledged as collateral by us, including assets that the secured party may repledge and those that may not be repledged.

Table 10.2 — Collateral in the Form of Securities Pledged

 

     June 30, 2013      December 31, 2012  
     (in millions)  

Securities pledged with the ability for the secured party to repledge:

     

Debt securities of consolidated trusts held by third parties(1)

   $ 10,586      $ 10,390  

Available-for-sale securities

     90        132  

Trading securities

     314         

Securities pledged without the ability for the secured party to repledge:

     

Debt securities of consolidated trusts held by third parties(1)

            148  
  

 

 

    

 

 

 

Total securities pledged

   $ 10,990      $ 10,670  
  

 

 

    

 

 

 

 

 

(1) Represents PCs held by us in our Investments segment mortgage investments portfolio and pledged as collateral which are recorded as a reduction to debt securities of consolidated trusts held by third parties on our consolidated balance sheets.

 

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Securities Pledged with the Ability of the Secured Party to Repledge

At June 30, 2013, we pledged securities with the ability of the secured party to repledge of $11.0 billion, of which $10.5 billion was collateral posted in connection with our secured uncommitted intraday line of credit with a third party as discussed above. Of the remainder at June 30, 2013, we pledged $0.5 billion in connection with derivative transactions.

At December 31, 2012, we pledged securities with the ability of the secured party to repledge of $10.5 billion, of which $10.5 billion was collateral posted in connection with our secured uncommitted intraday line of credit with a third party as discussed above. Of the remainder at December 31, 2012, we pledged $65 million in connection with derivative transactions.

Securities Pledged without the Ability of the Secured Party to Repledge

At June 30, 2013 and December 31, 2012, we pledged securities, without the ability of the secured party to repledge, of $0 million and $148 million, respectively, at a clearinghouse in connection with our securities transactions.

Cash Pledged

At June 30, 2013, we pledged $7.5 billion of collateral in the form of cash and cash equivalents, of which $7.1 billion related to our OTC derivative agreements as we had $7.2 billion of such derivatives in a net loss position. At December 31, 2012, we pledged $9.8 billion of collateral in the form of cash and cash equivalents, of which $9.7 billion related to our OTC derivative agreements as we had $9.7 billion of such derivatives in a net loss position. The remaining $420 million and $110 million was posted at clearinghouses in connection with our securities and derivatives transactions at June 30, 2013 and December 31, 2012, respectively. The aggregate fair value of all OTC derivative instruments with credit-risk-related contingent features that were in a liability position on June 30, 2013, was $7.2 billion for which we posted collateral of $7.1 billion in the normal course of business. If the credit-risk-related contingent features underlying these agreements were triggered on June 30, 2013, we would be required to post an additional $0.1 billion of collateral to our counterparties.

NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT)

Senior Preferred Stock

No cash was received from Treasury under the Purchase Agreement in the second quarter of 2013, because we had positive net worth at March 31, 2013 and, consequently, FHFA did not request a draw on our behalf. At June 30, 2013, our assets exceeded our liabilities under GAAP; therefore no draw is being requested from Treasury under the Purchase Agreement. Our quarterly senior preferred stock dividend is the amount, if any, by which our Net Worth Amount at the end of the immediately preceding fiscal quarter exceeds the applicable Capital Reserve Amount, which was established at $3.0 billion for 2013 and declines to zero in 2018. Based on our Net Worth Amount at June 30, 2013, our dividend obligation to Treasury in September 2013 will be $4.4 billion. See “NOTE 2: CONSERVATORSHIP AND RELATED MATTERS — Government Support for our Business” in our 2012 Annual Report for additional information. The aggregate liquidation preference on the senior preferred stock owned by Treasury was $72.3 billion and $72.3 billion as of June 30, 2013 and December 31, 2012, respectively. See “NOTE 18: REGULATORY CAPITAL” for additional information.

Stock-Based Compensation

We did not repurchase or issue any of our common shares or non-cumulative preferred stock during the three or six months ended June 30, 2013. For a discussion regarding our stock-based compensation plans, see “NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT)” in our 2012 Annual Report.

For purposes of the earnings-per-share calculation, all stock-based compensation plan options outstanding at June 30, 2013 and 2012 were out of the money and excluded from the computation of dilutive potential common shares for the three and six months ended June 30, 2013 and 2012, respectively. The weighted average common shares outstanding for the period includes the weighted average number of shares that are associated with the warrant for our common stock issued to Treasury pursuant to the Purchase Agreement.

Dividends Declared

No common dividends were declared during the six months ended June 30, 2013. During the three months ended March 31, 2013 and June 30, 2013, we paid dividends of $5.8 billion and $7.0 billion, respectively, in cash on the senior

 

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preferred stock at the direction of our Conservator. We did not declare or pay dividends on any other series of Freddie Mac preferred stock outstanding during the six months ended June 30, 2013.

Accumulated Other Comprehensive Income

The table below presents changes in AOCI after the effects of our 35% federal statutory tax rate related to available-for-sale securities, closed cash flow hedges, and our defined benefit plans.

Table 11.1 — Changes in AOCI by Component, Net of Tax

 

     Six Months Ended June 30, 2013  
     AOCI Related
to Available-
For-Sale
Securities(1)
    AOCI Related
to Cash Flow
Hedge
Relationships(2)
    AOCI Related
to Defined
Benefit Plans
    Total  
     (in millions)  

Beginning balance

   $ (1,444   $ (1,316   $ (178   $ (2,938

Other comprehensive income before reclassifications(3)

     1,738             18       1,756  

Amounts reclassified from accumulated other comprehensive income

     (175     174       4       3  
  

 

 

   

 

 

   

 

 

   

 

 

 

Changes in AOCI by component

     1,563       174       22       1,759  
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ 119     $ (1,142   $ (156   $ (1,179
  

 

 

   

 

 

   

 

 

   

 

 

 
     Six Months Ended June 30, 2012  
     AOCI Related
to Available-
For-Sale
Securities(1)
    AOCI Related
to Cash Flow
Hedge
Relationships(2)
    AOCI Related
to Defined
Benefit Plans
    Total  
     (in millions)  

Beginning balance

   $ (6,213   $ (1,730   $ (52   $ (7,995

Other comprehensive income before reclassifications(3)

     566             (47     519  

Amounts reclassified from accumulated other comprehensive income(4)

     343       218       4       565  
  

 

 

   

 

 

   

 

 

   

 

 

 

Changes in AOCI by component

     909       218       (43     1,084  
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   $ (5,304   $ (1,512   $ (95   $ (6,911
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) The amounts reclassified from AOCI represent the gain or loss recognized in earnings due to a sale of an available-for-sale security or the recognition of a net impairment recognized in earnings. See “NOTE 7: INVESTMENTS IN SECURITIES” for more information.
(2) The amounts reclassified from AOCI represent the AOCI amount that was recognized in earnings as the originally hedged forecasted transactions affected earnings, unless it was deemed probable that the forecasted transaction would not occur. If it is probable that the forecasted transaction will not occur, then the deferred gain or loss associated with the hedge related to the forecasted transaction would be reclassified into earnings immediately. See “NOTE 9: DERIVATIVES” for more information about our derivatives.
(3) For the six months ended June 30, 2013 and 2012, net of tax expense of $936 million and $304 million, respectively, for AOCI related to available-for-sale securities.
(4) For the six months ended June 30, 2012, net of tax benefit of $185 million for AOCI related to available-for-sale securities and net of tax benefit of $105 million for AOCI related to cash flow hedge relationships.

Reclassifications from AOCI to Net Income

The table below presents reclassifications from AOCI to net income, including the affected line item in our consolidated statements of comprehensive income.

 

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Table 11.2 — Reclassifications from AOCI to Net Income

 

Details about Accumulated Other

Comprehensive Income Components

   Three Months Ended
June 30, 2013
    Six Months Ended
June 30, 2013
   

Affected Line Item in the Consolidated

Statements of Comprehensive Income

     (in millions)      

AOCI related to available-for-sale  securities

      
   $ 254     $ 355     Other gains (losses) on investment securities recognized in earnings
     (44     (87   Net impairment of available-for-sale securities recognized in earnings
  

 

 

   

 

 

   
     210       268     Total before tax
     (72     (93   Tax (expense) or benefit
  

 

 

   

 

 

   
     138       175     Net of tax
  

 

 

   

 

 

   

AOCI related to cash flow hedge relationships

      
     (1     (2   Interest expense — Other debt
     (122     (253   Expense related to derivatives
  

 

 

   

 

 

   
     (123     (255   Total before tax
     39       81     Tax (expense) or benefit
  

 

 

   

 

 

   
     (84     (174   Net of tax
  

 

 

   

 

 

   

AOCI related to defined benefit plans

      
     (2     (4   Salaries and employee benefits
               Tax (expense) or benefit
  

 

 

   

 

 

   
     (2     (4   Net of tax
  

 

 

   

 

 

   

Total reclassifications in the period

   $ 52     $ (3   Net of tax
  

 

 

   

 

 

   

Future Reclassifications from AOCI to Net Income Related to Closed Cash Flow Hedges

As shown in “Table 11.1 — Changes in AOCI by Component, Net of Tax,” the total AOCI related to derivatives designated as cash flow hedges was a loss of $1.1 billion and $1.5 billion at June 30, 2013 and 2012, respectively, composed of deferred net losses on closed cash flow hedges. Closed cash flow hedges involve derivatives that have been terminated or are no longer designated as cash flow hedges. Fluctuations in prevailing market interest rates have no effect on the deferred portion of AOCI relating to losses on closed cash flow hedges.

The previous deferred amount related to closed cash flow hedges remains in our AOCI balance and will be recognized into earnings over the expected time period for which the forecasted transactions affect earnings. Over the next 12 months, we estimate that approximately $251 million, net of taxes, of the $1.1 billion of cash flow hedge losses in AOCI at June 30, 2013 will be reclassified into earnings. The maximum remaining length of time over which we have hedged the exposure related to the variability in future cash flows on forecasted transactions, primarily forecasted debt issuances, is 21 years. However, over 70% and 90% of AOCI relating to closed cash flow hedges at June 30, 2013 will be reclassified to earnings over the next five and ten years, respectively.

NOTE 12: INCOME TAXES

Income Tax Benefit

For the three months ended June 30, 2013 and 2012, we reported an income tax benefit of $41 million and $76 million, respectively, resulting in effective tax rates of (0.8)% and (2.6)%, respectively. For the six months ended June 30, 2013 and 2012, we reported an income tax benefit of $76 million and $90 million, respectively, resulting in effective tax rates of (0.8)% and (2.6)%, respectively. Our effective tax rate was different from the statutory rate of 35% primarily due to the valuation allowance on our net deferred tax assets.

Deferred Tax Assets and Liabilities

At June 30, 2013, our valuation allowance on our net deferred tax assets was $28.6 billion. The remaining $64 million of net deferred tax liability represents the tax effect of net unrealized gains on our available-for-sale securities.

The table below presents the balances of significant deferred tax assets, liabilities, and the valuation allowance at June 30, 2013 and December 31, 2012.

 

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Table 12.1 — Deferred Tax Assets and Liabilities

 

     June 30, 2013     December 31, 2012  
     (in millions)  

Deferred tax assets:

    

Deferred fees

   $ 4,464     $ 4,330  

Basis differences related to derivative instruments

     8,601       10,294  

Credit related items and allowance for loan losses

     4,968       6,785  

Unrealized (gains) losses related to available-for-sale securities

           778  

LIHTC and AMT credit carryforward

     3,640       3,408  

Net operating loss carryforward

     8,986       11,479  

Other items, net

     137       146  
  

 

 

   

 

 

 

Total deferred tax assets

     30,796       37,220  
  

 

 

   

 

 

 

Deferred tax liabilities:

    

Basis differences related to assets held for investment(1)

     (2,095     (4,609

Unrealized (gains) losses related to available-for-sale securities

     (64      

Basis differences related to debt

     (149     (149
  

 

 

   

 

 

 

Total deferred tax liabilities

     (2,308     (4,758

Valuation allowance

     (28,552     (31,684
  

 

 

   

 

 

 

Deferred tax assets (liabilities), net

   $ (64   $ 778  
  

 

 

   

 

 

 

 

 

(1) The deferred tax liability balance for basis differences related to assets held for investment includes a basis adjustment on seriously delinquent loans. This deferred tax liability offsets a portion of the deferred tax asset for credit related items and the allowance for loan losses.

Valuation Allowance on Net Deferred Tax Assets

On a quarterly basis, we determine whether a valuation allowance is necessary on our net deferred tax assets. In doing so, we consider all evidence currently available, both positive and negative, in determining whether, based on the weight of the evidence, it is more likely than not that the deferred tax assets will be realized. In conducting our assessment, we evaluate certain objective evidence including: (a) our cumulative income position for the past three years; (b) the trend of our financial and tax results; (c) our significant tax net operating loss and low income housing tax credit carryforwards; and (d) our access to capital under the agreements associated with the conservatorship. Additionally, we evaluate certain subjective evidence including: (a) difficulty in predicting unsettled circumstances related to the conservatorship; (b) our estimated 2012 taxable income (loss), which is expected to be breakeven; and (c) forecasts of future book and tax income. Our consideration of the evidence requires significant judgments, estimates and assumptions about inherently uncertain matters, particularly about our future business structure and financial condition.

As a result of our evaluation this quarter, we determined that the negative evidence supporting maintaining a valuation allowance outweighed the positive evidence supporting a release of the valuation allowance. As a result, we have concluded that at June 30, 2013, it is not more likely than not that we will be able to realize our net deferred tax assets, and we continue to record a valuation allowance related to our net deferred tax assets. As a result of maintaining a valuation allowance on our net deferred tax assets, there remains a net deferred tax liability associated with gains on our available-for-sale securities as of June 30, 2013.

IRS Examinations and Unrecognized Tax Benefits

The IRS is currently auditing our income tax returns for tax years 2008 through 2011. As of June 30, 2013, we have evaluated all income tax positions and determined that no reserves are currently needed. For additional information, see “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” and “NOTE 12: INCOME TAXES” in our 2012 Annual Report, and “NOTE 17: LEGAL CONTINGENCIES.”

NOTE 13: SEGMENT REPORTING

We evaluate segment performance and allocate resources based on a Segment Earnings approach, subject to the conduct of our business under the direction of the Conservator. See “NOTE 2: CONSERVATORSHIP AND RELATED MATTERS” for additional information about the conservatorship.

We present Segment Earnings by: (a) reclassifying certain investment-related activities and credit guarantee-related activities between various line items on our GAAP consolidated statements of comprehensive income; and (b) allocating certain revenues and expenses, including certain returns on assets and funding costs, and all administrative expenses to our

 

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three reportable segments. These reclassifications and allocations are described in “NOTE 13: SEGMENT REPORTING” in our 2012 Annual Report.

We do not consider our assets by segment when evaluating segment performance or allocating resources. We conduct our operations solely in the U.S. and its territories. Therefore, we do not generate any revenue from geographic locations outside of the U.S. and its territories.

Segments

Our operations consist of three reportable segments, which are based on the type of business activities each performs — Investments, Single-family Guarantee, and Multifamily. See “NOTE 13: SEGMENT REPORTING” in our 2012 Annual Report for a description of our reportable segments and the activities and items included in each.

Segment Earnings

The financial performance of our Single-family Guarantee segment and Multifamily segment are measured based on each segment’s contribution to GAAP net income (loss). Our Investments segment is measured on its contribution to GAAP comprehensive income (loss), which consists of the sum of its contribution to: (a) GAAP net income (loss); and (b) GAAP total other comprehensive income (loss), net of taxes.

The sum of Segment Earnings for each segment and the All Other category equals GAAP net income (loss). Likewise, the sum of comprehensive income (loss) for each segment and the All Other category equals GAAP comprehensive income (loss). However, the accounting principles we apply to present certain financial statement line items in Segment Earnings for our reportable segments, in particular Segment Earnings net interest income and management and guarantee income, differ significantly from those applied in preparing the comparable line items in our consolidated financial statements prepared in accordance with GAAP. Accordingly, the results of such line items differ significantly from, and should not be used as a substitute for, the comparable line items as determined in accordance with GAAP. For reconciliations of the Segment Earnings line items to the comparable line items in our consolidated financial statements prepared in accordance with GAAP, see “Table 13.2 — Segment Earnings and Reconciliation to GAAP Results.”

Segment Adjustments

In presenting Segment Earnings net interest income and management and guarantee income, we make adjustments to better reflect how management measures and assesses the performance of each segment and the company as a whole. These adjustments relate to amounts that are not reflected in net income (loss) as determined in accordance with GAAP. These adjustments are reversed through the segment adjustments line item within Segment Earnings, so that Segment Earnings (loss) for each segment equals GAAP net income (loss) for each segment. Segment adjustments consist of the following:

 

   

We adjust our Segment Earnings net interest income for the Investments segment to include the amortization of cash premiums and discounts, as well as buy-up fees, on the consolidated Freddie Mac mortgage-related securities we purchase as investments. As of June 30, 2013, the unamortized balance of such premiums and discounts, net was $3.9 billion and the unamortized balance of buy-up fees was $0.6 billion. These adjustments are necessary to reflect the effective yield realized on investments in consolidated Freddie Mac mortgage-related securities purchased at a premium or discount or with buy-up fees.

 

   

We adjust our Segment Earnings management and guarantee income for the Single-family Guarantee segment to include the amortization of buy-down fees and credit delivery fees recorded in periods prior to the January 1, 2010 adoption of accounting guidance for the transfers of financial assets and the consolidation of VIEs. As of June 30, 2013, the unamortized balance of buy-down fees was $0.4 billion and the unamortized balance of credit delivery fees was $1.1 billion. We consider such fees to be part of the effective rate of the guarantee fee on guaranteed mortgage loans. These adjustments are necessary to better reflect the realization of revenue associated with guarantee contracts over the life of the underlying loans.

The table below presents Segment Earnings by segment.

 

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Table 13.1 — Summary of Segment Earnings and Comprehensive Income (Loss)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2013      2012     2013     2012  
     (in millions)  

Segment Earnings (loss), net of taxes:

         

Investments

   $ 3,254      $ 2,468     $ 6,092     $ 4,096  

Single-family Guarantee

     1,341        241       2,527       (1,434

Multifamily

     393        318       978       942  

All Other

             (7     (28     (7
  

 

 

    

 

 

   

 

 

   

 

 

 

Total Segment Earnings, net of taxes

     4,988        3,020       9,569       3,597  
  

 

 

    

 

 

   

 

 

   

 

 

 

Net income

   $ 4,988      $ 3,020     $ 9,569     $ 3,597  
  

 

 

    

 

 

   

 

 

   

 

 

 

Comprehensive income (loss) of segments:

         

Investments

   $ 2,887      $ 2,495     $ 7,681     $ 4,458  

Single-family Guarantee

     1,342        242       2,539       (1,456

Multifamily

     128        162       1,136       1,686  

All Other

             (7     (28     (7
  

 

 

    

 

 

   

 

 

   

 

 

 

Comprehensive income of segments

     4,357        2,892       11,328       4,681  
  

 

 

    

 

 

   

 

 

   

 

 

 

Comprehensive income

   $ 4,357      $ 2,892     $ 11,328     $ 4,681  
  

 

 

    

 

 

   

 

 

   

 

 

 

The table below presents detailed reconciliations between our GAAP financial statements and Segment Earnings by financial statement line item for our reportable segments and All Other.

 

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Table 13.2 — Segment Earnings and Reconciliation to GAAP Results

 

     Three Months Ended June 30, 2013  
                                   Reconciliation to Consolidated Statements of
Comprehensive Income
       
     Investments     Single-family
Guarantee
    Multifamily     All
Other
    Total Segment
Earnings (Loss),
Net of Taxes
    Reclassifications(1)     Segment
Adjustments(2)
    Total
Reconciling
Items
    Total per
Consolidated
Statements of
Comprehensive
Income
 
     (in millions)  

Net interest income

   $ 839     $ 3     $ 320     $     $ 1,162     $ 2,686     $ 296     $ 2,982     $ 4,144  

Benefit (provision) for credit losses

           345       105             450       173             173       623  

Non-interest income (loss):

                  

Management and guarantee income(3)

           1,298       49             1,347       (1,070     (214     (1,284     63  

Net impairment of available-for-sale securities recognized in earnings

     49                         49       (93           (93     (44

Derivative gains (losses)

     2,380             7             2,387       (1,025           (1,025     1,362  

Gains (losses) on trading securities

     (732           (19           (751                       (751

Gains (losses) on sale of mortgage loans

     5             176             181                         181  

Gains (losses) on mortgage loans recorded at fair value

     (449           (295           (744                       (744

Other non-interest income (loss)

     958       208       116             1,282       (671           (671     611  

Non-interest expense:

                  

Administrative expenses

     (132     (252     (60           (444                       (444

REO operations income (expense)

           109       1             110                         110  

Other non-interest expense

     (1     (156     (7           (164                       (164

Segment adjustments(2)

     296       (214                 82             (82     (82      

Income tax benefit

     41                         41                         41  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income

     3,254       1,341       393             4,988                         4,988  

Total other comprehensive income (loss), net of taxes

     (367     1       (265           (631                       (631
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income

   $ 2,887     $ 1,342     $ 128     $     $ 4,357     $     $     $     $ 4,357  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
     Six Months Ended June 30, 2013  
                                   Reconciliation to Consolidated Statements of
Comprehensive Income
       
     Investments     Single-family
Guarantee
    Multifamily     All
Other
    Total Segment
Earnings (Loss),
Net of Taxes
    Reclassifications(1)     Segment
Adjustments(2)
    Total
Reconciling
Items
    Total per
Consolidated
Statements of
Comprehensive
Income
 
     (in millions)  

Net interest income

   $ 1,869     $ 97     $ 623     $     $ 2,589     $ 5,235     $ 585     $ 5,820     $ 8,409  

Benefit (provision) for credit losses

           589       139             728       398             398       1,126  

Non-interest income (loss):

                  

Management and guarantee income(3)

           2,541       95             2,636       (2,071     (442     (2,513     123  

Net impairment of available-for-sale securities recognized in earnings

     57             (11           46       (133           (133     (87

Derivative gains (losses)

     3,767             9             3,776       (2,039           (2,039     1,737  

Gains (losses) on trading securities

     (1,124           (4           (1,128                       (1,128

Gains (losses) on sale of mortgage loans

     (11           243             232                         232  

Gains (losses) on mortgage loans recorded at fair value

     (606           (180           (786                       (786

Other non-interest income (loss)

     1,717       449       213             2,379       (1,390           (1,390     989  

Non-interest expense:

                  

Administrative expenses

     (244     (493     (139           (876                       (876

REO operations income (expense)

           101       3             104                         104  

Other non-interest expense

     (1     (310     (12     (27     (350                       (350

Segment adjustments(2)

     585       (442                 143             (143     (143      

Income tax (expense) benefit

     83       (5     (1     (1     76                         76  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     6,092       2,527       978       (28     9,569                         9,569  

Total other comprehensive income, net of taxes

     1,589       12       158             1,759                         1,759  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income (loss)

   $ 7,681     $ 2,539     $ 1,136     $ (28   $ 11,328     $     $     $     $ 11,328  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

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     Three Months Ended June 30, 2012  
                                   Reconciliation to Consolidated Statements of
Comprehensive Income
       
     Investments     Single-family
Guarantee
    Multifamily     All
Other
    Total Segment
Earnings (Loss),
Net of Taxes
    Reclassifications(1)     Segment
Adjustments(2)
    Total
Reconciling
Items
    Total per
Consolidated
Statements of
Comprehensive
Income
 
     (in millions)  

Net interest income

   $ 1,528     $ (1   $ 330     $     $ 1,857     $ 2,365     $ 164     $ 2,529     $ 4,386  

Benefit (provision) for credit losses

           (462     22             (440     285             285       (155

Non-interest income (loss):

                  

Management and guarantee income(3)

           1,026       36             1,062       (821     (192     (1,013     49  

Net impairment of available-for-sale securities recognized in earnings

     (14           (19           (33     (65           (65     (98

Derivative gains (losses)

     236             5             241       (1,123           (1,123     (882

Gains (losses) on trading securities

     (413           13             (400                       (400

Gains (losses) on sale of mortgage loans

     6             38             44                         44  

Gains (losses) on mortgage loans recorded at fair value

     257             (56           201                         201  

Other non-interest income (loss)

     704       171       101             976       (641           (641     335  

Non-interest expense:

                  

Administrative expenses

     (108     (232     (61           (401                       (401

REO operations income (expense)

           34       (4           30                         30  

Other non-interest expense

           (82     (83           (165                       (165

Segment adjustments(2)

     164       (192                 (28           28       28        

Income tax (expense) benefit

     108       (21     (4     (7     76                         76  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     2,468       241       318       (7     3,020                         3,020  

Total other comprehensive income (loss), net of taxes

     27       1       (156           (128                       (128
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income (loss)

   $ 2,495     $ 242     $ 162     $ (7   $ 2,892     $     $     $     $ 2,892  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
     Six Months Ended June 30, 2012  
                                   Reconciliation to Consolidated Statements of
Comprehensive Income
       
     Investments     Single-family
Guarantee
    Multifamily     All
Other
    Total Segment
Earnings (Loss),
Net of Taxes
    Reclassifications(1)     Segment
Adjustments(2)
    Total
Reconciling
Items
    Total per
Consolidated
Statements of
Comprehensive
Income
 
     (in millions)  

Net interest income

   $ 3,252     $ (33   $ 648     $     $ 3,867     $ 4,700     $ 319     $ 5,019     $ 8,886  

Benefit (provision) for credit losses

           (2,646     41             (2,605     625             625       (1,980

Non-interest income (loss):

                  

Management and guarantee income(3)

           2,037       69             2,106       (1,624     (388     (2,012     94  

Net impairment of available-for-sale securities recognized in earnings

     (510           (35           (545     (117           (117     (662

Derivative gains (losses)

     436             4             440       (2,378           (2,378     (1,938

Gains (losses) on trading securities

     (811           34             (777                       (777

Gains (losses) on sale of mortgage loans

     (8           92             84                         84  

Gains (losses) on mortgage loans recorded at fair value

     219             121             340                         340  

Other non-interest income (loss)

     1,256       352       190             1,798       (1,206           (1,206     592  

Non-interest expense:

                  

Administrative expenses

     (200     (425     (113           (738                       (738

REO operations expense

           (138     (3           (141                       (141

Other non-interest expense

           (155     (98           (253                       (253

Segment adjustments(2)

     319       (388                 (69           69       69        

Income tax (expense) benefit

     143       (38     (8     (7     90                         90  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     4,096       (1,434     942       (7     3,597                         3,597  

Total other comprehensive income (loss), net of taxes

     362       (22     744             1,084                         1,084  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income (loss)

   $ 4,458     $ (1,456   $ 1,686     $ (7   $ 4,681     $     $     $     $ 4,681  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) See “NOTE 13: SEGMENT REPORTING — Segment Earnings — Investment Activity-Related Reclassifications” and “— Credit Guarantee Activity-Related Reclassifications” in our 2012 Annual Report for information regarding these reclassifications.
(2) See “Segment Earnings — Segment Adjustments” for information regarding these adjustments.
(3) Management and guarantee income total per consolidated statements of comprehensive income is included in other income on our GAAP consolidated statements of comprehensive income.

 

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The table below presents comprehensive income (loss) by segment.

Table 13.3 — Comprehensive Income (Loss) of Segments

 

     Three Months Ended June 30, 2013  
           Other Comprehensive Income (Loss), Net of Taxes              
     Net Income
(Loss)
    Changes in
Unrealized Gains
(Losses) Related to
Available-For-Sale
Securities
    Changes in
Unrealized Gains
(Losses) Related to
Cash Flow Hedge
Relationships
     Changes in Defined
Benefit Plans
    Total Other
Comprehensive
Income (Loss),
Net of Taxes
    Comprehensive Income
(Loss)
 
     (in millions)  

Total comprehensive income (loss) of segments:

             

Investments

   $ 3,254     $ (452   $ 84      $ 1     $ (367   $ 2,887  

Single-family Guarantee

     1,341                      1       1       1,342  

Multifamily

     393        (265                    (265     128  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total per consolidated statements of comprehensive income

   $ 4,988     $ (717   $ 84      $ 2     $ (631   $ 4,357  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 
     Six Months Ended June 30, 2013  
           Other Comprehensive Income (Loss), Net of Taxes              
     Net Income
(Loss)
    Changes in
Unrealized Gains
(Losses) Related to
Available-For-Sale
Securities
    Changes in
Unrealized Gains
(Losses) Related to
Cash Flow Hedge
Relationships
     Changes in Defined
Benefit Plans
    Total Other
Comprehensive
Income (Loss),
Net of Taxes
    Comprehensive Income
(Loss)
 
     (in millions)  

Total comprehensive income (loss) of segments:

             

Investments

   $ 6,092     $ 1,407     $ 174      $ 8     $ 1,589     $ 7,681  

Single-family Guarantee

     2,527                      12       12       2,539  

Multifamily

     978       156               2       158       1,136  

All Other

     (28                                  (28
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total per consolidated statements of comprehensive income

   $ 9,569     $ 1,563     $ 174      $ 22     $ 1,759     $ 11,328  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 
     Three Months Ended June 30, 2012  
           Other Comprehensive Income (Loss), Net of Taxes              
     Net Income
(Loss)
    Changes in
Unrealized Gains
(Losses) Related to
Available-For-Sale
Securities
    Changes in
Unrealized Gains
(Losses) Related to
Cash Flow Hedge
Relationships
     Changes in Defined
Benefit Plans
    Total Other
Comprehensive
Income (Loss),
Net of Taxes
    Comprehensive Income
(Loss)
 
     (in millions)  

Total comprehensive income (loss) of segments:

             

Investments

   $ 2,468     $ (81   $ 107      $ 1     $ 27     $ 2,495  

Single-family Guarantee

     241                      1       1       242  

Multifamily

     318        (157             1        (156     162  

All Other

     (7                                  (7
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total per consolidated statements of comprehensive income

   $ 3,020     $ (238   $ 107      $ 3     $ (128   $ 2,892  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 
     Six Months Ended June 30, 2012  
           Other Comprehensive Income (Loss), Net of Taxes              
     Net Income
(Loss)
    Changes in
Unrealized Gains
(Losses) Related to
Available-For-Sale
Securities
    Changes in
Unrealized Gains
(Losses) Related to
Cash Flow Hedge
Relationships
     Changes in Defined
Benefit Plans
    Total Other
Comprehensive
Income (Loss),
Net of Taxes
    Comprehensive Income
(Loss)
 
     (in millions)  

Total comprehensive income (loss) of segments:

             

Investments

   $ 4,096     $ 161     $ 218      $ (17   $ 362     $ 4,458  

Single-family Guarantee

     (1,434                    (22     (22     (1,456

Multifamily

     942       748               (4     744       1,686  

All Other

     (7                                  (7
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total per consolidated statements of comprehensive income

   $ 3,597     $ 909     $ 218      $ (43   $ 1,084     $ 4,681  
  

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

 

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NOTE 14: FINANCIAL GUARANTEES

When we securitize single-family mortgages that we purchase, we issue mortgage-related securities that can be sold to investors or held by us. During the three and six months ended June 30, 2013, we issued approximately $130.5 billion and $264.0 billion, respectively, compared to $98.0 billion and $206.3 billion for the three and six months ended June 30, 2012, respectively, in UPB of Freddie Mac mortgage-related securities backed by single-family mortgage loans (excluding those backed by HFA bonds). We do not recognize a financial guarantee for such arrangements as we instead recognize both the mortgage loans and the debt securities of these securitization trusts on our consolidated balance sheets. See “NOTE 9: FINANCIAL GUARANTEES” in our 2012 Annual Report for a description of the nature of the transactions that give rise to our financial guarantees.

For securities issued by non-consolidated securitization trusts and other guarantee commitments for which we are exposed to incremental credit risk, we recognize a guarantee asset, guarantee obligation and a reserve for guarantee losses, as necessary. Our guarantee obligation represents the recognized liability, net of cumulative amortization, associated with our guarantee.

The table below presents our maximum potential exposure, our recognized liability, and the maximum remaining term of our financial guarantees that are not consolidated on our balance sheets.

Table 14.1 — Financial Guarantees

 

     June 30, 2013      December 31, 2012  
     Maximum
Exposure(1)
     Recognized
Liability
     Maximum
Remaining
Term
     Maximum
Exposure(1)
     Recognized
Liability
     Maximum
Remaining
Term
 
     (dollars in millions, terms in years)  

Non-consolidated Freddie Mac securities(2)

   $ 60,904      $ 575        40      $ 50,715      $ 430        41  

Other guarantee commitments

     26,139        682        36        23,455        575        37  

Derivative instruments(3)

     9,717        404        32        10,306        789        33  

Servicing-related premium guarantees

     248                5        210                5  

 

 

(1) Maximum exposure represents the contractual amounts that could be lost under the non-consolidated guarantees if counterparties or borrowers defaulted, without consideration of possible recoveries under credit enhancement arrangements, such as recourse provisions, third-party insurance contracts, or from collateral held or pledged. The maximum exposure disclosed above is not representative of the actual loss we are likely to incur, based on our historical loss experience and after consideration of proceeds from related collateral liquidation. The maximum exposure for our liquidity guarantees is not mutually exclusive of our default guarantees on the same securities; therefore, these amounts are included within the maximum exposure of non-consolidated Freddie Mac securities and other guarantee commitments.
(2) In addition to our guarantee of principal and interest, we also provide liquidity guarantees for certain multifamily housing revenue bonds included in this category. However, no advances under these liquidity guarantees were outstanding at June 30, 2013 and December 31, 2012.
(3) See “NOTE 9: DERIVATIVES” for information about these derivative guarantees.

Non-Consolidated Freddie Mac Securities

During the three and six months ended June 30, 2013 we issued approximately $7.4 billion and $12.2 billion, respectively, compared to $5.3 billion and $8.4 billion during the three and six months ended June 30, 2012, respectively, in UPB of non-consolidated Freddie Mac securities primarily backed by multifamily mortgage loans, for which a guarantee asset and guarantee obligation were recognized.

We recognize a reserve for guarantee losses, which is included within other liabilities on our consolidated balance sheets, which totaled $143 million and $183 million at June 30, 2013 and December 31, 2012, respectively. For many of the loans underlying our non-consolidated guarantees, there are credit protections from third parties, including subordination, covering a portion of our exposure. See “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” for information about credit protections on loans we guarantee.

Other Guarantee Commitments

We provide long-term standby commitments to certain of our customers, which obligate us to purchase seriously delinquent loans that are covered by those agreements. During the six months ended June 30, 2013 and 2012, we issued and guaranteed $5.1 billion and $4.1 billion, respectively, in UPB of long-term standby commitments. These long-term standby commitments totaled $15.6 billion and $12.4 billion of UPB at June 30, 2013 and December 31, 2012, respectively. We also had other guarantee commitments on multifamily housing revenue bonds that were issued by HFAs of $9.3 billion and $9.4 billion in UPB at June 30, 2013 and December 31, 2012, respectively. In addition, as of June 30, 2013 and

 

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December 31, 2012, we had issued guarantees under the TCLFP on securities backed by HFA bonds with UPB of $1.2 billion and $1.7 billion, respectively.

NOTE 15: CONCENTRATION OF CREDIT AND OTHER RISKS

Single-Family Credit Guarantee Portfolio

Our business activity is to participate in and support the residential mortgage market in the United States, which we pursue by both issuing guaranteed mortgage securities and investing in mortgage loans and mortgage-related securities.

The table below summarizes the concentration by year of origination and geographical area of the approximately $1.6 trillion UPB of our single-family credit guarantee portfolio at both June 30, 2013 and December 31, 2012. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” in our 2012 Annual Report and “NOTE 4: MORTGAGE LOANS AND LOAN LOSS RESERVES” and “NOTE 7: INVESTMENTS IN SECURITIES” for more information about credit risk associated with loans and mortgage-related securities that we hold.

Table 15.1 — Concentration of Credit Risk — Single-Family Credit Guarantee Portfolio

 

     June 30, 2013     December 31, 2012     Percent of Credit Losses(1)
Six Months Ended
 
     Percentage  of
Portfolio(2)
    Serious
Delinquency
Rate
    Percentage  of
Portfolio(2)
    Serious
Delinquency
Rate
       June 30,   
2013
       June 30,   
2012
 

Year of Origination

            

2013

     12         N/A        N/A            N/A   

2012

     24       0.1       22     0.1     1      

2011

     12       0.4       14       0.3       1       <1   

2010

     12       0.6       15       0.5       2       1  

2009

     10       1.0       12       0.9       2       2  

2008

     4       7.1       6       6.8       9       9  

2007

     6       12.0       7       12.4       33       36  

2006

     4       11.0       5       11.4       24       26  

2005

     5       7.1       6       7.2       18       17  

2004 and prior

     11       3.3       13       3.2       10       9  
  

 

 

     

 

 

     

 

 

   

 

 

 

Total

     100     2.8     100     3.3     100     100
  

 

 

     

 

 

     

 

 

   

 

 

 

Region(3)

            

West

     28     2.2     28     2.8     31     44

Northeast

     26       3.6       25       3.8       12       8  

North Central

     18       2.1       18       2.5       22       19  

Southeast

     17       4.2       17       5.0       31       24  

Southwest

     11       1.5       12       1.7       4       5  
  

 

 

     

 

 

     

 

 

   

 

 

 

Total

     100     2.8     100     3.3     100     100
  

 

 

     

 

 

     

 

 

   

 

 

 

State(4)

            

California

     16     1.7     16     2.3     17     24

Florida

     6       8.2       6       9.9       25       16  

Illinois

     5       3.4       5       4.1       11       8  

Arizona

     2       1.7       2       2.5       4       8  

Nevada

     1       6.4       1       8.1       5       7  

Ohio

     3       2.3       3       2.7       3       2  

Washington

     3       2.9       3       3.5       3       3  

All other

     64       2.4       64       2.7       32       32  
  

 

 

     

 

 

     

 

 

   

 

 

 

Total

     100     2.8     100     3.3     100     100
  

 

 

     

 

 

     

 

 

   

 

 

 

 

 

(1) Credit losses consist of the aggregate amount of charge-offs, net of recoveries, and REO operations expense in each of the respective periods and exclude foregone interest on non-performing loans and other market-based losses recognized on our consolidated statements of comprehensive income.
(2) Based on the UPB of our single-family credit guarantee portfolio, which includes unsecuritized single-family mortgage loans held by us on our consolidated balance sheets and those underlying Freddie Mac mortgage-related securities, or covered by our other guarantee commitments.
(3) Region designation: West (AK, AZ, CA, GU, HI, ID, MT, NV, OR, UT, WA); Northeast (CT, DE, DC, MA, ME, MD, NH, NJ, NY, PA, RI, VT, VA, WV); North Central (IL, IN, IA, MI, MN, ND, OH, SD, WI); Southeast (AL, FL, GA, KY, MS, NC, PR, SC, TN, VI); Southwest (AR, CO, KS, LA, MO, NE, NM, OK, TX, WY).
(4) States presented are those with the highest percentage of credit losses during the six months ended June 30, 2013. Our top seven states based on the highest percentage of UPB as of June 30, 2013 are: California (16%), Florida (6%), Illinois (5%), New York (5%), Texas (4%), New Jersey (4%), and Virginia (4%), which collectively comprised 44% of our single-family credit guarantee portfolio as of June 30, 2013.

 

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Credit Performance of Certain Higher Risk Single-Family Loan Categories

Participants in the mortgage market often characterize single-family loans based upon their overall credit quality at the time of origination, generally considering them to be prime or subprime. Many mortgage market participants classify single-family loans with credit characteristics that range between their prime and subprime categories as Alt-A because these loans have a combination of characteristics of each category, may be underwritten with lower or alternative income or asset documentation requirements compared to a full documentation mortgage loan, or both. However, there is no universally accepted definition of subprime or Alt-A. Although we discontinued new purchases of mortgage loans with lower documentation standards for assets or income beginning March 1, 2009, we continued to purchase certain amounts of these mortgages in cases where the loan was either: (a) purchased pursuant to a previously issued other guarantee commitment; (b) part of our relief refinance mortgage initiative; or (c) in another refinance mortgage initiative and the pre-existing mortgage (including Alt-A loans) was originated under less than full documentation standards. In the event we purchase a refinance mortgage and the original loan had been previously identified as Alt-A, such refinance loan may no longer be categorized or reported as Alt-A in the table below because the new refinance loan replacing the original loan would not be identified by the seller/servicer as an Alt-A loan. As a result, our reported Alt-A balances may be lower than would otherwise be the case had such refinancing not occurred.

Although we do not categorize single-family mortgage loans we purchase or guarantee as prime or subprime, we recognize that there are a number of mortgage loan types with certain characteristics that indicate a higher degree of credit risk. For example, a borrower’s credit score is a useful measure for assessing the credit quality of the borrower. Statistically, borrowers with higher credit scores are more likely to repay or have the ability to refinance than those with lower scores.

Presented below is a summary of the serious delinquency rates of certain higher-risk categories (based on characteristics of the loan at origination) of single-family loans in our single-family credit guarantee portfolio. The table includes a presentation of each higher-risk category in isolation. A single loan may fall within more than one category (for example, an interest-only loan may also have an original LTV ratio greater than 90%). Loans with a combination of these attributes will have an even higher risk of delinquency than those with an individual attribute.

Table 15.2 — Certain Higher-Risk Categories in the Single-Family Credit Guarantee Portfolio(1)

 

     Percentage of Portfolio(1)     Serious Delinquency Rate  
     June 30, 2013     December 31, 2012     June 30, 2013     December 31, 2012  

Interest-only

     2     3     14.6     16.3

Option ARM(2)

     <1        <1        14.3       16.3  

Alt-A(3)

     4       5       10.7       11.4  

Original LTV ratio greater than 90%(4)

     15       13       3.8       4.8  

Lower FICO scores at origination (less than 620)

     3       3       11.0       12.2  

 

 

(1) Based on UPB.
(2) For reporting purposes, loans within the option ARM category continue to be reported in that category following modification, even though the modified loan no longer provides for optional payment provisions.
(3) Alt-A loans may not include those loans that were previously classified as Alt-A and that have been refinanced as either a relief refinance mortgage or in another refinance mortgage initiative.
(4) Includes HARP loans, which we are required to purchase as part of our participation in the MHA Program.

The percentage of borrowers in our single-family credit guarantee portfolio, based on UPB, with estimated current LTV ratios greater than 100% was 13% and 15% at June 30, 2013 and December 31, 2012, respectively. As estimated current LTV ratios increase, the borrower’s equity in the home decreases, which negatively affects the borrower’s ability to refinance (outside of HARP) or to sell the property for an amount at or above the balance of the outstanding mortgage loan. The serious delinquency rate for single-family loans with estimated current LTV ratios greater than 100% was 10.9% and 12.7% as of June 30, 2013 and December 31, 2012, respectively. Loans originated in 2005 through 2008 have been more affected by declines in home prices since 2006 than loans originated in other years. Loans originated in 2005 through 2008 comprised approximately 19% of our single-family credit guarantee portfolio, based on UPB at June 30, 2013, and these loans accounted for approximately 84% and 88% of our credit losses during the six months ended June 30, 2013 and 2012, respectively.

We categorize our investments in non-agency mortgage-related securities as subprime, option ARM, or Alt-A if the securities were identified as such based on information provided to us when we entered into these transactions. We have not identified option ARM, CMBS, obligations of states and political subdivisions, and manufactured housing securities as either subprime or Alt-A securities. See “NOTE 7: INVESTMENTS IN SECURITIES” for further information on these categories and other concentrations in our investments in securities.

 

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Multifamily Mortgage Portfolio

The table below summarizes the concentration of multifamily mortgages in our multifamily mortgage portfolio by certain attributes. Information presented for multifamily mortgage loans includes certain categories based on loan or borrower characteristics present at origination. The table includes a presentation of each category in isolation. A single loan may fall within more than one category (for example, a non-credit enhanced loan may also have an original DSCR below 1.10).

Table 15.3 — Concentration of Credit Risk — Multifamily Mortgage Portfolio

 

     June 30, 2013     December 31, 2012  
     UPB      Delinquency
Rate(1)
    UPB      Delinquency
Rate(1)
 
     (dollars in billions)  

State(2)

        

California

   $ 21.5        0.04   $ 21.1        0.12

Texas

     16.2        0.13       15.9        0.13  

New York

     11.3        0.09       10.7        0.09  

Florida

     9.2              8.4        0.12  

Virginia

     7.1        0.35       6.6         

Maryland

     6.8              6.9         

All other states

     59.7        0.09       57.8        0.32  
  

 

 

      

 

 

    

Total

   $ 131.8        0.09   $ 127.4        0.19
  

 

 

      

 

 

    

Region(3)

          

Northeast

   $ 38.0        0.10   $ 36.1        0.04

West

     32.6        0.09       31.8        0.09  

Southwest

     25.7        0.12       25.4        0.22  

Southeast

     24.5        0.07       23.4        0.54  

North Central

     11.0              10.7        0.19  
  

 

 

      

 

 

    

Total

   $ 131.8        0.09   $ 127.4        0.19
  

 

 

      

 

 

    

Category(4)

          

Original LTV ratio greater than 80%

   $ 5.5        0.51   $ 5.8        2.31

Original DSCR below 1.10

     2.1        0.91       2.3        2.97  

 

 

(1) Based on the UPB of multifamily mortgages two monthly payments or more delinquent or in foreclosure.
(2) Represents the six states with the highest UPB at June 30, 2013.
(3) See endnote (3) to “Table 15.1 — Concentration of Credit Risk — Single-family Credit Guarantee Portfolio” for a description of these regions.
(4) These categories are not mutually exclusive and a loan in one category may also be included within another category.

One indicator of risk for mortgage loans in our multifamily mortgage portfolio is the amount of a borrower’s equity in the underlying property. A borrower’s equity in a property decreases as the LTV ratio increases. Higher LTV ratios negatively affect a borrower’s ability to refinance or sell a property for an amount at or above the balance of the outstanding mortgage. The DSCR is another indicator of future credit performance. The DSCR estimates a multifamily borrower’s ability to service its mortgage obligation using the secured property’s cash flow, after deducting non-mortgage expenses from income. The higher the DSCR, the more likely it is that a multifamily borrower will be able to continue servicing its mortgage obligation.

We estimate that the percentage of loans in our multifamily mortgage portfolio with a current LTV ratio of greater than 100% was approximately 2% and 3% at June 30, 2013 and December 31, 2012, respectively, and our estimate of the current average DSCR for these loans was 0.9 and 1.0, respectively. We estimate that the percentage of loans in our multifamily mortgage portfolio with a current DSCR less than 1.0 was 4% and 3% at June 30, 2013 and December 31, 2012, respectively, and the average current LTV ratio of these loans was 101% and 111%, respectively. Our estimates of current DSCRs are based on the latest available income information for these properties and our assessments of market conditions. Our estimates of the current LTV ratios for multifamily loans are based on values we receive from a third-party service provider as well as our internal estimates of property value, for which we may use changes in tax assessments, market vacancy rates, rent growth and comparable property sales in local areas as well as third-party appraisals for a portion of the portfolio. We periodically perform our own valuations or obtain third-party appraisals in cases where a significant deterioration in a borrower’s financial condition has occurred, the borrower has applied for refinancing, or in certain other circumstances where we deem it appropriate to reassess the property value. Although we use the most recently available financial results of our multifamily borrowers to estimate a property’s value, there may be a significant lag in reporting, which could be six months or more, as they complete their financial results in the normal course of business. Our internal estimates of property valuation are derived using techniques that include income capitalization, discounted cash flows, comparable sales, or replacement costs.

 

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Seller/Servicers

We acquire a significant portion of our single-family mortgage purchase volume from several large seller/servicers with whom we have entered into mortgage purchase volume commitments that provide for the lenders to deliver us up to a certain volume of mortgages during a specified period of time. Our top 10 single-family seller/servicers provided approximately 67% of our single-family purchase volume during the six months ended June 30, 2013. Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A., accounted for 22% and 12%, respectively, of our single-family mortgage purchase volume and were the only single-family seller/servicers that comprised 10% or more of our purchase volume during the six months ended June 30, 2013. We are exposed to the risk that we could lose purchase volume to the extent these arrangements are terminated without replacement from other lenders.

We are exposed to institutional credit risk arising from the potential insolvency or non-performance by our seller/servicers of their obligations to repurchase mortgages or (at our option) indemnify us in the event of: (a) breaches of the representations and warranties they made when they sold the mortgages to us; or (b) failure to comply with our servicing requirements. Our contracts require that a seller/servicer repurchase a mortgage after we issue a repurchase request, unless the seller/servicer avails itself of an appeals process provided for in our contracts, in which case the deadline for repurchase is extended until we decide on the appeal. As of June 30, 2013 and December 31, 2012 the UPB of loans subject to our repurchase requests issued to our single-family seller/servicers was approximately $3.2 billion and $3.0 billion, and approximately 45% and 41% of these requests, respectively, were outstanding for four months or more since issuance of our initial repurchase request as measured by the UPB of the loans subject to the requests (these figures include repurchase requests for which appeals were pending). As of June 30, 2013, two of our largest seller/servicers (Bank of America, N.A. and Wells Fargo Bank, N.A.) had aggregate repurchase requests outstanding, based on UPB, of $ 1.9 billion, and approximately 63% of these requests were outstanding for four months or more since issuance of the initial request. During the three and six months ended June 30, 2013, we recovered amounts that covered losses with respect to $0.8 billion and $1.7 billion, respectively, of UPB on loans subject to our repurchase requests.

The ultimate amounts of recovery payments we receive from seller/servicers related to their repurchase obligations may be significantly less than the amount of our estimates of potential exposure to losses. Our estimate of probable incurred losses for exposure to seller/servicers for their repurchase obligations is considered in our allowance for loan losses. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Allowance for Loan Losses and Reserve for Guarantee Losses” in our 2012 Annual Report for further information. We believe we have appropriately provided for these exposures, based upon our estimates of incurred losses, in our loan loss reserves; however, our actual losses may exceed our estimates.

We are also exposed to the risk that seller/servicers might fail to service mortgages in accordance with our contractual requirements, resulting in increased credit losses. For example, our seller/servicers have an active role in our loss mitigation efforts, including under the servicing alignment initiative and the MHA Program, and therefore, we have exposure to them to the extent a decline in their performance results in a failure to realize the anticipated benefits of our loss mitigation plans.

A significant portion of our single-family mortgage loans are serviced by several large seller/servicers. Our top two single-family loan servicers, Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A., serviced approximately 26% and 12%, respectively, of our single-family mortgage loans, as of June 30, 2013 and together serviced approximately 38% of our single-family mortgage loans. Since we do not have our own servicing operation, if our servicers lack appropriate process controls, experience a failure in their controls, or experience an operating disruption in their ability to service mortgage loans, it could have an adverse impact on our business and financial results.

As of June 30, 2013 our top three multifamily servicers, Berkadia Commercial Mortgage, LLC, CBRE Capital Markets, Inc., and Wells Fargo Bank, N.A., each serviced more than 10% of our multifamily mortgage portfolio, excluding Other Guarantee Transactions, and together serviced approximately 39% of this portfolio.

Mortgage Insurers

We have institutional credit risk relating to the potential insolvency of, or non-performance by, mortgage insurers that insure single-family mortgages we purchase or guarantee. We evaluate the recovery and collectability from insurance policies for mortgage loans that we hold for investment as well as loans underlying our non-consolidated Freddie Mac mortgage-related securities or covered by other guarantee commitments as part of the estimate of our loan loss reserves. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Allowance for Loan Losses and Reserve for Guarantee Losses” in our 2012 Annual Report for additional information. As of June 30, 2013, mortgage insurers provided

 

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coverage, with maximum loss limits of $49.9 billion, for $203.7 billion of UPB, in connection with our single-family credit guarantee portfolio. Our top four mortgage insurer counterparties, Mortgage Guaranty Insurance Corporation (or “MGIC”), Radian Guaranty Inc., United Guaranty Residential Insurance Company, and Genworth Mortgage Insurance Corporation each accounted for more than 10% and collectively represented approximately 77% of our overall mortgage insurance coverage at June 30, 2013. Certain of our mortgage insurance counterparties are no longer rated by either S&P or Moody’s. The remaining counterparties, including the top four counterparties, are rated BBB or below as of July 24, 2013, based on the lower of the S&P or Moody’s rating scales and stated in terms of the S&P equivalent.

We received proceeds of $0.9 billion and $1.0 billion during the six months ended June 30, 2013 and 2012, respectively, from our primary and pool mortgage insurance policies for recovery of losses on our single-family loans. We had outstanding receivables from mortgage insurers of $1.1 billion and $1.3 billion as of June 30, 2013 and December 31, 2012, respectively. The balance of our outstanding accounts receivable from mortgage insurers (including deferred payment obligations), net of associated reserves, was approximately $0.7 billion and $0.8 billion at June 30, 2013 and December 31, 2012, respectively.

In August 2011, we suspended PMI and its affiliates as approved mortgage insurers for Freddie Mac loans, making loans insured by them ineligible for sale to Freddie Mac (except relief refinance loans with pre-existing insurance). PMI ceased writing new business during the third quarter 2011 and was put under state supervision. PMI instituted a partial claim payment plan in October 2011, under which claim payments were made 50% in cash, with the remaining amount deferred as a policyholder claim. In April 2013, PMI began paying valid claims 55% in cash and 45% in deferred payment obligations and made a one-time cash payment to us for claims that were previously settled at 50% in cash.

Bond Insurers

Bond insurance, which may be either primary or secondary policies, is a credit enhancement covering some of the non-agency mortgage-related securities we hold. Primary policies are acquired by the securitization trust issuing the securities we purchase, while secondary policies are acquired by us. At June 30, 2013, the maximum principal exposure to credit losses related to such policies was $8.2 billion. At June 30, 2013, our top five bond insurers, Ambac Assurance Corporation (or Ambac), Financial Guaranty Insurance Company (or FGIC), National Public Finance Guarantee Corp., MBIA Insurance Corp., and Assured Guaranty Municipal Corp., each accounted for more than 10% of our overall bond insurance coverage and collectively represented approximately 99% of our total coverage.

We evaluate the expected recovery from primary bond insurance policies as part of our impairment analysis for our investments in securities. If a bond insurer fails to meet its obligations on our investments in securities, then the fair values of our securities may further decline, which could have a material adverse effect on our results and financial condition. See “NOTE 7: INVESTMENTS IN SECURITIES” in our 2012 Annual Report for further information on our evaluation of impairment on securities covered by bond insurance.

Cash and Other Investments Counterparties

We are exposed to institutional credit risk arising from the potential insolvency or non-performance of counterparties of non-mortgage-related investment agreements and cash equivalent transactions, including those entered into on behalf of our securitization trusts. These financial instruments are investment grade at the time of purchase and primarily short-term in nature, which mitigates institutional credit risk for these instruments.

Our cash and other investment counterparties are primarily major financial institutions, Treasury, and the Federal Reserve Bank. As of June 30, 2013 and December 31, 2012, including amounts related to our consolidated VIEs, there were $55.1 billion and $60.7 billion, respectively, of: (a) cash and securities purchased under agreements to resell invested with institutional counterparties; (b) Treasury securities classified as cash equivalents; or (c) cash deposited with the Federal Reserve Bank. As of June 30, 2013 these included:

 

   

$39.9 billion of securities purchased under agreements to resell with 14 counterparties that had short-term S&P ratings of A-1;

 

   

$0.2 billion of securities purchased under agreements to resell with one counterparty that had a short-term S&P rating of A-2;

 

   

$0.5 billion of cash equivalents invested in Treasury securities; and

 

   

$13.9 billion of cash deposited with the Federal Reserve Bank (as a non-interest-bearing deposit).

 

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Agency and Non-Agency Mortgage-Related Security Issuers

As discussed below, we are engaged in various loss mitigation efforts concerning certain investments in non-agency mortgage-related securities. The effectiveness of these various loss mitigation efforts is highly uncertain, in part because our rights as an investor are limited, and any potential recoveries may take significant time to realize.

In 2011, FHFA, as Conservator for Freddie Mac and Fannie Mae, filed lawsuits against 18 corporate families of financial institutions and related defendants seeking to recover losses and damages sustained by Freddie Mac and Fannie Mae as a result of their investments in certain residential non-agency mortgage-related securities issued or sold by, or backed by mortgages originated by, these financial institutions or control persons thereof. These institutions include some of our largest seller/servicers and counterparties, including counterparties to debt funding and derivatives transactions. We and FHFA reached settlements with General Electric Company and affiliates (in January 2013) and Citigroup Inc. and affiliates (in May 2013), while lawsuits with a number of other groups are currently pending.

Derivative Portfolio

For a discussion of our derivative counterparties and related master netting and collateral agreements, see “NOTE 10: COLLATERAL AND OFFSETTING OF ASSETS AND LIABILITIES.”

NOTE 16: FAIR VALUE DISCLOSURES

The accounting guidance for fair value measurements and disclosures defines fair value, establishes a framework for measuring fair value, and sets forth disclosure requirements regarding fair value measurements. This guidance applies whenever other accounting guidance requires or permits assets or liabilities to be measured at fair value. Fair value measurement assumes that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability, or, in the absence of a principal market, in the most advantageous market for the asset or liability.

We use fair value measurements for the initial recording of certain assets and liabilities and periodic remeasurement of certain assets and liabilities on a recurring or non-recurring basis.

Fair Value Measurements

The accounting guidance for fair value measurements and disclosures establishes a three-level fair value hierarchy that prioritizes the inputs into the valuation techniques used to measure fair value. The fair value hierarchy gives the highest priority, Level 1, to measurements based on quoted prices in active markets for identical assets or liabilities. The next highest priority, Level 2, is given to measurements based on observable inputs other than quoted prices in active markets for identical assets or liabilities. The lowest priority, Level 3, is given to measurements based on unobservable inputs. Assets and liabilities are classified in their entirety within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

During the first quarter of 2012, we adopted an amendment to the guidance pertaining to fair value measurements and disclosure. The amendment changed the definition of the principal market to the perspective of the overall market for the particular asset or liability being valued, with less emphasis on the perspective of the reporting entity. As a result of adopting this guidance, we made a change to our principal market assessment for certain single-family mortgage loans, primarily for loans that have not been modified and are delinquent four months or more or are in foreclosure. For these loans, we changed our principal market assessment to the whole loan market. The resulting impact was a decrease of $13.8 billion to our fair value of net assets in our consolidated fair value balance sheets.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The table below presents our assets and liabilities measured in our consolidated balance sheets at fair value on a recurring basis subsequent to initial recognition, including instruments where we have elected the fair value option, as of June 30, 2013 and December 31, 2012.

 

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Table 16.1 — Assets and Liabilities Measured at Fair Value on a Recurring Basis

 

     Fair Value at June 30, 2013  
     Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
     Significant Other
Observable Inputs
(Level 2)
     Significant
Unobservable Inputs
(Level 3)
     Netting
Adjustment(1)
    Total  
     (in millions)  

Assets:

             

Investments in securities:

             

Available-for-sale, at fair value:

             

Mortgage-related securities:

             

Freddie Mac

   $  —       $ 44,168      $ 2,325      $  —      $ 46,493  

Fannie Mae

             12,470        143               12,613  

Ginnie Mae

             171        14               185  

CMBS

             42,518        3,239               45,757  

Subprime

                     28,004               28,004  

Option ARM

                     6,636               6,636  

Alt-A and other

                     10,055               10,055  

Obligations of states and political subdivisions

                     4,281               4,281  

Manufactured housing

                     681               681  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total available-for-sale securities, at fair value

             99,327        55,378               154,705  

Trading, at fair value:

             

Mortgage-related securities:

             

Freddie Mac

             8,359        597               8,956  

Fannie Mae

             8,672        188               8,860  

Ginnie Mae

             32        81               113  

Other

             156        9               165  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total mortgage-related securities

             17,219        875               18,094  

Non-mortgage-related securities:

             

Asset-backed securities

             2                       2  

Treasury notes

     24,530                               24,530  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total non-mortgage-related securities

     24,530        2                       24,532  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total trading securities, at fair value

     24,530        17,221        875               42,626  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total investments in securities

     24,530        116,548        56,253               197,331  

Mortgage loans:

             

Held-for-sale, at fair value

                     11,696               11,696  

Derivative assets, net:

             

Interest-rate swaps

     372        10,185        8               10,565  

Option-based derivatives

     1        5,254                       5,255  

Other

     24        317        2               343  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Subtotal, before netting adjustments

     397        15,756        10               16,163  

Netting adjustments(1)

                             (14,988     (14,988
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total derivative assets, net

     397        15,756        10        (14,988     1,175  

Other assets:

             

Guarantee asset, at fair value

                     1,289               1,289  

All other, at fair value

                     8               8  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total other assets

                     1,297               1,297  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total assets carried at fair value on a recurring basis

   $ 24,927      $ 132,304      $ 69,256      $ (14,988   $ 211,499  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Liabilities:

             

Debt securities of consolidated trusts held by third parties, at fair value

   $  —       $ 75      $  —       $  —      $ 75  

Other debt, at fair value

                     1,508               1,508  

Derivative liabilities, net:

             

Interest-rate swaps

     242        19,553        315               20,110  

Option-based derivatives

             366        1               367  

Other

     8        394        37               439  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Subtotal, before netting adjustments

     250        20,313        353               20,916  

Netting adjustments(1)

                             (20,045     (20,045
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total derivative liabilities, net

     250        20,313        353        (20,045     871  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total liabilities carried at fair value on a recurring basis

   $ 250      $ 20,388      $ 1,861      $ (20,045   $ 2,454  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

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Table of Contents
     Fair Value at December 31, 2012  
     Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
     Significant Other
Observable Inputs
(Level 2)
     Significant
Unobservable Inputs
(Level 3)
     Netting
Adjustment(1)
    Total  
     (in millions)  

Assets:

             

Investments in securities:

             

Available-for-sale, at fair value:

             

Mortgage-related securities:

             

Freddie Mac

   $  —       $ 56,713      $ 1,802      $  —      $ 58,515  

Fannie Mae

             15,117        163               15,280  

Ginnie Mae

             193        16               209  

CMBS

             47,878        3,429               51,307  

Subprime

                     26,457               26,457  

Option ARM

                     5,717               5,717  

Alt-A and other

                     10,904               10,904  

Obligations of states and political subdivisions

                     5,798               5,798  

Manufactured housing

                     709               709  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total available-for-sale securities, at fair value

             119,901        54,995               174,896  

Trading, at fair value:

             

Mortgage-related securities:

             

Freddie Mac

             9,189        1,165               10,354  

Fannie Mae

             10,026        312               10,338  

Ginnie Mae

             39        92               131  

Other

             135        21               156  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total mortgage-related securities

             19,389        1,590               20,979  

Non-mortgage-related securities:

             

Asset-backed securities

             292                       292  

Treasury bills

     1,160                               1,160  

Treasury notes

     19,061                               19,061  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total non-mortgage-related securities

     20,221        292                       20,513  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total trading securities, at fair value

     20,221        19,681        1,590               41,492  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total investments in securities

     20,221        139,582        56,585               216,388  

Mortgage loans:

             

Held-for-sale, at fair value

                     14,238               14,238  

Derivative assets, net:

             

Interest-rate swaps

     27        13,920        18               13,965  

Option-based derivatives

             10,097                       10,097  

Other

     37        92        2               131  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Subtotal, before netting adjustments

     64        24,109        20               24,193  

Netting adjustments(1)

                             (23,536     (23,536
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total derivative assets, net

     64        24,109        20        (23,536     657  

Other assets:

             

Guarantee asset, at fair value

                     1,029               1,029  

All other, at fair value

                     114               114  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total other assets

                     1,143               1,143  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total assets carried at fair value on a recurring basis

   $ 20,285      $ 163,691      $ 71,986      $ (23,536   $ 232,426  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Liabilities:

             

Debt securities of consolidated trusts held by third parties, at fair value

   $  —       $ 70      $  —       $  —      $ 70  

Other debt, at fair value

                     2,187               2,187  

Derivative liabilities, net:

             

Interest-rate swaps

     5        30,213        26               30,244  

Option-based derivatives

             749        1               750  

Other

     3        52        40               95  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Subtotal, before netting adjustments

     8        31,014        67               31,089  

Netting adjustments(1)

                             (30,911     (30,911
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total derivative liabilities, net

     8        31,014        67        (30,911     178  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total liabilities carried at fair value on a recurring basis

   $ 8      $ 31,084      $ 2,254      $ (30,911   $ 2,435  
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

 

(1) Represents counterparty netting, cash collateral netting, net trade/settle receivable or payable and net derivative interest receivable or payable. The net cash collateral posted and net trade/settle receivable (payable) were $6.0 billion and $(8) million, respectively, at June 30, 2013. The net cash collateral posted and net trade/settle receivable were $8.2 billion and $0 million, respectively, at December 31, 2012. The net interest receivable (payable) of derivative assets and derivative liabilities was $(1.0) billion and $(0.8) billion at June 30, 2013 and December 31, 2012, respectively, which was mainly related to interest rate swaps.

 

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Table of Contents

Changes in Fair Value Levels

We monitor the availability of observable market data to: (a) assess the appropriate classification of financial instruments within the fair value hierarchy; and (b) transfer assets and liabilities between Level 1, Level 2, and Level 3 accordingly. Observable market data includes, but is not limited to, quoted prices and market transactions. Changes in economic conditions or the volume and level of activity in a market generally will drive changes in availability of observable market data. Changes in availability of observable market data, which also may result in changing the valuation technique used, are generally the cause of transfers between Level 1, 2, or 3.

For the three months ended June 30, 2013 and 2012, we had no transfers between Level 1 and Level 2 assets and liabilities. For the six months ended June 30, 2013 and 2012, our transfers between Level 1 and Level 2 assets and liabilities were less than $1 million.

The table below presents a reconciliation of all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and six months ended June 30, 2013 and 2012. The table also presents gains and losses due to changes in fair value, including both realized and unrealized gains and losses, recognized in our consolidated statements of comprehensive income for Level 3 assets and liabilities for the three and six months ended June 30, 2013 and 2012. When assets and liabilities are transferred between levels, we recognize the transfer as of the beginning of the period.

 

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Table of Contents

Table 16.2 — Fair Value Measurements of Assets and Liabilities Using Significant Unobservable Inputs

 

     Three Months Ended June 30, 2013  
            Realized and unrealized gains (losses)                                                      
     Balance,
March 31,
2013
     Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases      Issues      Sales     Settlements,
net
    Transfers
into
Level 3(5)
     Transfers
out of
Level 3(5)
    Balance,
June 30,
2013
     Unrealized
gains (losses)
still held(6)
 
     (in millions)  

Assets

                             

Investments in securities:

                             

Available-for-sale, at fair value:

                             

Mortgage-related securities:

                             

Freddie Mac

   $ 1,784      $  —      $ (7   $ (7   $ 574      $  —       $  —      $ (26   $  —       $  —      $ 2,325      $  —   

Fannie Mae

     153               (2     (2                            (8                    143          

Ginnie Mae

     16                                                    (1             (1     14          

CMBS

     3,398               (110     (110                            (5             (44     3,239          

Subprime

     28,518        (15     845       830                       (300     (1,044                    28,004        (13

Option ARM

     6,144        (5     704       699                              (207                    6,636        (5

Alt-A and other

     10,960        21       195       216                       (746     (375                    10,055        (25

Obligations of states and political subdivisions

     5,305        11       (94     (83                     (477     (464                    4,281          

Manufactured housing

     700        (1     6       5                              (24                    681        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total available-for-sale mortgage-related securities

     56,978        11       1,537       1,548       574                (1,523     (2,154             (45     55,378        (44

Trading, at fair value:

                             

Mortgage-related securities:

                             

Freddie Mac

     977        (40            (40     105        229        (51     (8             (615     597        (40

Fannie Mae

     288        (34            (34                            (4             (62     188        (34

Ginnie Mae

     88                                                    (3             (4     81          

Other

     19        (1            (1                                           (9     9        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total trading mortgage-related securities

     1,372        (75            (75     105        229        (51     (15             (690     875        (75

Mortgage loans:

                             

Held-for-sale, at fair value

     14,140        (563            (563     7,175                (9,041     (15                    11,696        (670

Other assets:

                             

Guarantee asset(7)

     1,159        (22            (22             179               (27                    1,289        (22

All other, at fair value

     138        5              5                       (135                           8        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total other assets

     1,297        (17            (17             179        (135     (27                    1,297        (23
            Realized and unrealized (gains) losses                                                      
     Balance,
March 31,
2013
     Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases      Issues      Sales     Settlements,
net
    Transfers
into
Level 3(5)
     Transfers
out of
Level 3(5)
    Balance,
June 30,
2013
     Unrealized
(gains) losses
still held(6)
 
     (in millions)  

Liabilities

                             

Other debt, at fair value

   $ 1,508      $  —      $  —      $  —      $  —       $  —       $  —      $  —      $  —       $  —      $ 1,508      $  —   

Net derivatives(8)

     77        271              271               4               (9                    343        264  

 

159


Table of Contents
     Six Months Ended June 30, 2013  
            Realized and unrealized gains (losses)                                                     
     Balance,
January 1,
2013
     Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases     Issues      Sales     Settlements,
net
    Transfers
into
Level 3(5)
     Transfers
out of
Level 3(5)
    Balance,
June 30,
2013
     Unrealized
gains (losses)
still held(6)
 
     (in millions)  

Assets

                            

Investments in securities:

                            

Available-for-sale, at fair value:

                            

Mortgage-related securities:

                            

Freddie Mac

   $ 1,802      $  —      $ (9   $ (9   $ 574     $  —       $  —      $ (42   $  —       $  —      $ 2,325      $  —   

Fannie Mae

     163               (2     (2                           (18                    143          

Ginnie Mae

     16                                                   (2                    14          

CMBS

     3,429               (176     (176                           (14                    3,239          

Subprime

     26,457        (48     3,993       3,945                      (301     (2,097                    28,004        (46

Option ARM

     5,717        (5     1,326       1,321                             (402                    6,636        (5

Alt-A and other

     10,904        21       627       648                      (746     (751                    10,055        (25

Obligations of states and political subdivisions

     5,798        12       (122     (110     (10             (525     (872                    4,281          

Manufactured housing

     709        (1     18       17                             (45                    681        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total available-for-sale mortgage-related securities

     54,995        (21     5,655       5,634       564               (1,572     (4,243                    55,378        (77

Trading, at fair value:

                            

Mortgage-related securities:

                            

Freddie Mac

     1,165        (64            (64     151       229        (76     (34             (774     597        (64

Fannie Mae

     312        (48            (48                           (9             (67     188        (48

Ginnie Mae

     92                             3                      (9             (5     81          

Other

     21        (1            (1                           (1             (10     9        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total trading mortgage-related securities

     1,590        (113            (113     154       229        (76     (53             (856     875        (113

Mortgage loans:

                            

Held-for-sale, at fair value

     14,238        (554            (554     12,884               (14,790     (82                    11,696        (661

Other assets:

                            

Guarantee asset(7)

     1,029        (16            (16            327               (51                    1,289        (16

All other, at fair value

     114        29              29                      (135                           8        6  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total other assets

     1,143        13              13              327        (135     (51                    1,297        (10
            Realized and unrealized (gains) losses                                                     
     Balance,
January 1,
2013
     Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases     Issues      Sales     Settlements,
net
    Transfers
into
Level 3(5)
     Transfers
out of
Level 3(5)
    Balance,
June 30,
2013
     Unrealized
(gains) losses
still held(6)
 
     (in millions)  

Liabilities

                            

Other debt, at fair value

   $ 2,187      $ (9   $      $ (9   $      $       $      $ (670   $       $      $ 1,508      $ (16

Net derivatives(8)

     47        330              330              4               (38                    343        296  

 

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     Three Months Ended June 30, 2012  
            Realized and unrealized gains (losses)                                                      
     Balance,
March 31,
2012
     Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases      Issues      Sales     Settlements,
net
    Transfers
into
Level 3
     Transfers
out of
Level 3
    Balance,
June 30,
2012
     Unrealized
gains (losses)
still held(6)
 
     (in millions)  

Assets

                             

Investments in securities:

                             

Available-for-sale, at fair value:

                             

Mortgage-related securities:

                             

Freddie Mac

   $ 1,898      $  —      $ 13     $ 13     $  —       $  —       $  —      $ (78   $  —       $  —      $ 1,833      $  —   

Fannie Mae

     168               (1     (1                            (9     21               179          

Ginnie Mae

     11                                                    (1     8               18          

CMBS

     3,143               215       215                              (44     388               3,702          

Subprime

     27,145        (58     (149     (207                            (1,160                    25,778        (57

Option ARM

     5,818        (14     (96     (110                     (15     (265                    5,428        (17

Alt-A and other

     11,084        (2     31       29                              (390     10               10,733        (2

Obligations of states and political subdivisions

     7,565               52       52                       (1     (308                    7,308          

Manufactured housing

     748        (1     4       3                              (25                    726        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total available-for-sale mortgage-related securities

     57,580        (75     69       (6                     (16     (2,280     427               55,705        (77

Trading, at fair value:

                             

Mortgage-related securities:

                             

Freddie Mac

     1,725        (230            (230     25                (25     (50     20        (46     1,419        (230

Fannie Mae

     478        (94            (94                            (10                    374        (94

Ginnie Mae

     20                                                    (4     95               111          

Other

     13        (1            (1                     (5            51               58        (1
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total trading mortgage-related securities

     2,236        (325            (325     25                (30     (64     166        (46     1,962        (325

Mortgage loans:

                             

Held-for-sale, at fair value

     11,337        245              245       5,095                (6,542     (15                    10,120        150  

Other assets:

                             

Guarantee asset(7)

     798        (12            (12             95               (19                    862        151  

All other, at fair value

     143        (4            (4                                                  139        (4
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total other assets

     941        (16            (16             95               (19                    1,001        147  
            Realized and unrealized (gains) losses                                                      
     Balance,
March 31,
2012
     Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases      Issues      Sales     Settlements,
net
    Transfers
into
Level 3
     Transfers
out of
Level 3
    Balance,
June 30,
2012
     Unrealized
(gains) losses
still held (6)
 
     (in millions)  

Liabilities

                             

Other debt, at fair value

   $ 2,221      $ (63   $  —      $ (63   $  —       $  —       $  —      $  —      $  —       $  —      $ 2,158      $ (63

Net derivatives(8)

     30        (10            (10                                                  20        (7

Other liabilities:

                             

All other, at fair value

     4        (3            (3                                                  1        (3

 

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     Six Months Ended June 30, 2012  
           Realized and unrealized gains (losses)                                                     
     Balance,
January 1,
2012
    Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases     Issues      Sales     Settlements,
net
    Transfers
into
Level 3
     Transfers
out of
Level 3
    Balance,
June 30,
2012
     Unrealized
gains (losses)
still held(6)
 
     (in millions)  

Assets

                           

Investments in securities:

                           

Available-for-sale, at fair value:

                           

Mortgage-related securities:

                           

Freddie Mac

   $ 2,048     $  —      $ 11     $ 11     $  —      $  —       $  —      $ (106   $  —       $ (120   $ 1,833      $  —   

Fannie Mae

     172                                                  (15     22               179          

Ginnie Mae

     12                                                  (2     8               18          

CMBS

     3,756       77       (107     (30                    (330     (88     394               3,702          

Subprime

     27,999       (499     594       95                             (2,316                    25,778        (499

Option ARM

     5,865       (62     162       100                      (15     (522                    5,428        (65

Alt-A and other

     10,868       (59     662       603                             (749     11               10,733        (59

Obligations of states and political subdivisions

     7,824       1       115       116                      (8     (624                    7,308          

Manufactured housing

     766       (3     11       8                             (48                    726        (3
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total available-for-sale mortgage-related securities

     59,310       (545     1,448       903                      (353     (4,470     435        (120     55,705        (626

Trading, at fair value:

                           

Mortgage-related securities:

                           

Freddie Mac

     1,866       (224            (224     25       51        (76     (101     22        (144     1,419        (225

Fannie Mae

     538       (91            (91     (5             5       (18             (55     374        (91

Ginnie Mae

     22                                                  (9     98               111          

Other

     90       8              8                      (39     (1                    58        4  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total trading mortgage-related securities

     2,516       (307            (307     20       51        (110     (129     120        (199     1,962        (312

Mortgage loans:

                           

Held-for-sale, at fair value

     9,710       424              424       10,462               (10,446     (30                    10,120        195  

Other assets:

                           

Guarantee asset(7)

     752       (10            (10            156               (36                    862        148  

All other, at fair value

     151       (12            (12                                                 139        (12
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total other assets

     903       (22            (22            156               (36                    1,001        136  
           Realized and unrealized (gains) losses                                                     
     Balance,
January 1,
2012
    Included in
earnings(1)(2)(3)(4)
    Included in
other
comprehensive
income(1)
    Total     Purchases     Issues      Sales     Settlements,
net
    Transfers
into
Level 3
     Transfers
out of
Level 3
    Balance,
June 30,
2012
     Unrealized
(gains) losses
still held(6)
 
     (in millions)  

Liabilities

                           

Other debt, at fair value

   $  —      $ (45   $  —      $ (45   $  —      $  —       $  —      $ (812   $ 3,015      $  —      $ 2,158      $ (35

Net derivatives(8)

     (17     8              8                             (4             33       20        3  

Other liabilities:

                           

All other, at fair value

            1              1                                                 $ 1        1  

 

 

(1) Changes in fair value for available-for-sale investment securities are recorded in AOCI, while gains and losses from sales are recorded in other gains (losses) on investment securities recognized in earnings on our consolidated statements of comprehensive income. For mortgage-related securities classified as trading, the realized and unrealized gains (losses) are recorded in other gains (losses) on investment securities recognized in earnings on our consolidated statements of comprehensive income.
(2) Changes in fair value of derivatives not designated as accounting hedges are recorded in derivative gains (losses) on our consolidated statements of comprehensive income.
(3) Changes in fair value of the guarantee asset are recorded in other income on our consolidated statements of comprehensive income.
(4) For held-for-sale mortgage loans with the fair value option elected, gains (losses) on fair value changes and from sales of mortgage loans are recorded in other income on our consolidated statements of comprehensive income.
(5) Transfers out of Level 3 during the three and six months ended June 30, 2013 consist primarily of certain mortgage-related securities due to an increased volume and level of activity in the market and availability of price quotes from dealers and third-party pricing services. Transfers into Level 3 during the three and six months ended June 30, 2013 consist primarily of certain mortgage-related securities due to a change in valuation method as a result of a lack of relevant price quotes from dealers and third-party pricing services.
(6) Represents the amount of total gains or losses for the period, included in earnings, attributable to the change in unrealized gains and losses related to assets and liabilities classified as Level 3 that were still held at June 30, 2013 and 2012, respectively. Included in these amounts are credit-related other-than-temporary impairments recorded on available-for-sale securities.
(7) We estimate that all amounts recorded for unrealized gains and losses on our guarantee asset relate to those guarantee asset amounts still recorded on our balance sheet. The amounts reflected as included in earnings represent the periodic fair value changes of our guarantee asset.
(8) Net derivatives include derivative assets and derivative liabilities prior to counterparty netting, cash collateral netting, net trade/settle receivable or payable and net derivative interest receivable or payable.

 

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Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

We may be required, from time to time, to measure certain assets at fair value on a non-recurring basis. These adjustments usually result from application of lower-of-cost-or-fair-value accounting or write-downs of individual assets. These assets include impaired held-for-investment multifamily mortgage loans and REO, net.

The table below presents assets measured in our consolidated balance sheets at fair value on a non-recurring basis at June 30, 2013 and December 31, 2012, respectively.

Table 16.3 — Assets Measured at Fair Value on a Non-Recurring Basis

 

    Fair Value at June 30, 2013     Fair Value at December 31, 2012  
    Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
    Significant Other
Observable
Inputs

(Level 2)
    Significant
Unobservable
Inputs

(Level 3)
    Total     Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
    Significant Other
Observable
Inputs (Level 2)
    Significant
Unobservable
Inputs

(Level 3)
    Total  
    (in millions)  

Assets measured at fair value on a non-recurring basis:

               

Mortgage loans:(1)

               

Held-for-investment

  $     $     $ 732     $ 732     $     $     $ 1,025     $ 1,025  

REO, net(2)

                494       494                   776       776  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets measured at fair value on a non-recurring basis

  $     $     $ 1,226     $ 1,226     $     $     $ 1,801     $ 1,801  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

     Total Gains (Losses)(3)  
     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
         2013             2012             2013             2012      
     (in millions)  

Assets measured at fair value on a non-recurring basis:

        

Mortgage loans:(1)

        

Held-for-investment

   $ 28     $ (14   $ 24     $ (41

REO, net(2)

     (3     5       (16     1  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total gains (losses)

   $ 25     $ (9   $ 8     $ (40
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 

(1) Represents carrying value and related write-downs of loans for which adjustments are based on the fair value amounts. These loans consist of impaired multifamily mortgage loans that are classified as held-for-investment and have a related valuation allowance.
(2) Represents the fair value and related losses of foreclosed properties that were measured at fair value subsequent to their initial classification as REO, net. The carrying amount of REO, net was written down to fair value of $0.5 billion, less estimated costs to sell of $32 million (or approximately $0.5 billion) at June 30, 2013. The carrying amount of REO, net was written down to fair value of $0.8 billion, less estimated costs to sell of $50 million (or approximately $0.7 billion) at December 31, 2012.
(3) Represents the total net gains (losses) recorded on items measured at fair value on a non-recurring basis as of June 30, 2013 and 2012, respectively.

Valuation Processes and Controls Over Fair Value Measurement

We have control processes designed to ensure that our fair value measurements are appropriate and reliable, that they are based on observable inputs where possible, and that our valuation approaches are consistently applied and the assumptions and inputs are reasonable. Our control processes provide a framework that ensures a segregation of duties and oversight of our fair value methodologies, techniques, validation procedures, and results.

Groups within our Finance division, independent of our trading and investing function, execute and validate the valuation processes and are responsible for determining the fair values of the majority of our financial assets and liabilities. In determining fair value, we consider the credit risk of our counterparties in estimating the fair values of our assets and our own credit risk in estimating the fair values of our liabilities. The fair values determined by our Finance division are further verified by an independent group within our Enterprise Risk Management (ERM) division.

The validation procedures performed by ERM are intended to ensure that the prices we receive from third parties are consistent with our observations of market activity, and that fair value measurements developed using internal data reflect the assumptions that a market participant would use in pricing our assets and liabilities. These validation procedures include performing a monthly independent verification of fair value measurements through independent modeling, analytics, and comparisons to other market source data, if available. Where applicable, prices are back-tested by comparing actual settlement prices to our fair value measurements. Analytical procedures include automated checks consisting of prior-period variance analysis, comparisons of actual prices to internally calculated expected prices based on observable market changes, analysis of changes in pricing ranges, and relative value and yield comparisons using our proprietary models. Thresholds are

 

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set for each product category by ERM to identify exceptions that require further analysis. If a price is outside of our established thresholds, we perform additional validation procedures, including supplemental analytics and/or follow up discussions with the third-party provider. If we are unable to validate the reasonableness of a given price, we ultimately do not use that price for fair value measurements in our consolidated financial statements. These reviews are risk-based and cover all product categories, and are executed before we finalize the prices used in preparing our fair value measurements for our financial statements.

In addition to performing the validation procedures noted above, ERM provides independent risk governance over all valuation processes by establishing and maintaining corporate-wide valuation control policies. ERM also independently reviews key judgments, methodologies, and valuation techniques to ensure compliance with its established policies.

Our Valuation & Finance Model Committee (“Valuation Committee”), which includes representation from our business areas, ERM, and Finance divisions, provides senior management’s governance over valuation processes, methodologies, controls and fair value measurements. Identified exceptions are reviewed and resolved through the verification process and the fair value measurements used in the financial statements are approved at the Valuation Committee.

Where models are employed to assist in the measurement and verification of fair values, changes made to those models during the period are reviewed and approved according to the corporate model change governance process, which specifies that all material changes be reviewed at the Valuation Committee. Inputs used by models are regularly updated for changes in the underlying data, assumptions, valuation inputs, and market conditions, and are subject to the valuation controls noted above.

Use of Third-Party Pricing Data in Fair Value Measurement

As discussed in the sections that follow, many of our valuation techniques use, either directly or indirectly, data provided by third-party pricing services or dealers. The techniques used by these pricing services and dealers to develop the prices generally are either: (a) a comparison to transactions involving instruments with similar collateral and risk profiles, adjusted as necessary based on specific characteristics of the asset or liability being valued; or (b) industry-standard modeling, such as a discounted cash flow model. The prices provided by the pricing services and dealers reflect their observations and assumptions related to market activity, including risk premiums and liquidity adjustments. The models and related assumptions used by the pricing services and dealers are owned and managed by them and, in many cases, the significant inputs used in the valuation techniques are not reasonably available to us. However, we have an understanding of the processes and assumptions used to develop the prices based on our ongoing due diligence, which includes discussions with our vendors at least annually and often more frequently. We believe that the procedures executed by the pricing services and dealers, combined with our internal verification and analytical procedures, provide assurance that the prices used in our financial statements comply with the accounting guidance for fair value measurements and disclosures and reflect the assumptions that a market participant would use in pricing our assets and liabilities. The price quotes we receive are non-binding both to us and to our counterparties.

In many cases, we receive prices from third-party pricing services or dealers and use those prices without adjustment, and the significant inputs used to develop the prices are not reasonably available to us. For a large majority of the assets and liabilities we value using pricing services and dealers, we obtain prices from multiple external sources and use the median of the prices to measure fair value. This technique is referred to below as “median of external sources.” The significant inputs used in the fair value measurement of assets and liabilities that are valued using the median of external sources pricing technique are the third-party prices. Significant increases (decreases) in any of the third-party prices in isolation may result in a significantly higher (lower) fair value measurement. In limited circumstances, we may be able to receive pricing information from only a single external source. This technique is referred to below as “single external source.”

In limited circumstances, we receive prices or pricing-related data that we adjust or use as an input to our models or other valuation techniques to measure fair value, as described in “Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets — Derivative Assets, Net and Derivative Liabilities, Net.” In other limited circumstances, we receive prices from a third-party provider and use those prices without adjustment, but the inputs used by the third-party provider to develop the prices are reasonably available to us, as described in “Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets — Mortgage Loans, Held-for-Sale” and “Other Assets and Other Liabilities.”

 

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Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets

We categorize assets and liabilities that we measure and report at fair value in our consolidated balance sheets within the fair value hierarchy based on the valuation techniques used to derive the fair value and our judgment regarding the observability of the related inputs. The following is a description of the valuation techniques we use for fair value measurement and disclosure; the significant inputs used in those techniques (if applicable); our basis for classifying the measurements as Level 1, Level 2, or Level 3 of the fair value hierarchy; and, for those measurements classified as Level 3 of the hierarchy, a narrative description of the sensitivity of the fair value measurement to changes in significant unobservable inputs and a description of any interrelationships between those unobservable inputs. Although the sensitivities of the unobservable inputs are generally discussed below in isolation, interrelationships exist among the inputs such that a change in one unobservable input typically results in a change to one or more of the other inputs. For example, the most common interrelationship that impacts the majority of our fair value measurements is between future interest rates, prepayment speeds, and probabilities of default. Generally, a change in the assumption used for future interest rates results in a directionally opposite change in the assumption used for prepayment speeds and a directionally similar change in the assumption used for probabilities of default.

Each technique discussed below may not be used in a given reporting period, depending on the composition of our assets and liabilities measured at fair value and relevant market activity during that period.

Investments in Securities

Mortgage-Related Securities

Agency Securities

Agency securities, both trading and available-for-sale, consist of mortgage-related securities issued and guaranteed by Freddie Mac, Fannie Mae, and Ginnie Mae. The valuation techniques for agency securities vary depending on the type of security.

Fixed-rate single-class securities are valued using observable prices for similar securities in the TBA market. The observable TBA prices vary based on agency, term, coupon, and settlement date. In addition, we may adjust the TBA price accordingly based on matrices we receive from external dealers for securities with specific collateral characteristics if we observe those collateral characteristics to be trading at a premium or discount to the TBA price. Significant inputs used in this technique are the TBA prices and the security characteristics mentioned above. These securities have observable market pricing and are classified as Level 2.

Adjustable-rate single-class securities and the majority of multiclass securities are valued using the median of external sources. For certain multiclass securities, we are able to receive prices from only a single external source. Adjustable-rate single-class securities and the multiclass securities valued using these techniques generally have observable market prices and are classified as Level 2. However, certain multiclass securities valued using these techniques are classified as Level 3 when there is a low volume or level of activity in the market for those securities.

Certain multiclass securities for which we are not able to obtain external prices due to limited relevant market activity are valued using a discounted cash flow technique. Under this technique, securities are valued by starting with a third-party market price for a similar security within our portfolio. We then use our proprietary prepayment and interest rate models to calculate an OAS for the similar security, which is used to determine the net present value of the projected cash flows for the security to be valued. The significant unobservable input used in the fair value measurement of these securities is the OAS. Significant increases (decreases) in the OAS in isolation would result in a significantly lower (higher) fair value measurement. These securities are classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

Certain complex multiclass securities for which current cash flow information is not readily available are valued using a risk-metric pricing technique. Under this technique, securities are valued by starting with a prior period price and adjusting that price for market changes in certain key risk metrics such as key rate durations. If necessary, our judgment is applied to adjust the price based on specific security characteristics. The significant unobservable inputs used in the fair value measurement of these securities are the key risk metrics. Significant increases (decreases) in key rate durations in isolation would result in a significantly lower (higher) fair value measurement. These securities are classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

 

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Commercial Mortgage-Backed Securities

The majority of our CMBS are valued using the median of external sources. For a small number of CMBS, we are able to receive prices from only a single external source. CMBS valued using these techniques generally have observable market pricing and are classified as Level 2. However, certain CMBS valued using these techniques are classified as Level 3 when there is a low volume or level of activity in the market for those securities.

Certain CMBS, primarily military housing revenue bonds, are valued using a risk-metric pricing technique, similar to that described above for agency securities. The significant unobservable inputs used in the fair value measurement of these CMBS are the key risk metrics. Significant increases (decreases) in key rate durations in isolation would result in a significantly lower (higher) fair value measurement. These securities are classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

Subprime, Option ARM, and Alt-A and Other (Mortgage-Related); Obligations of States and Political Subdivisions; and Manufactured Housing

Subprime, option ARM, and Alt-A and other securities consist of non-agency mortgage-related securities backed by subprime, option ARM, and/or Alt-A and other collateral. Obligations of states and political subdivisions consist primarily of housing revenue bonds. Manufactured housing securities consist of non-agency mortgage-related securities backed by loans on manufactured housing properties. These types of securities are all valued based on the median of external sources and are classified as Level 3 due to the low volume and level of activity in the markets for these securities.

Non-Mortgage-Related Securities

Asset-Backed Securities

Asset-backed securities consist primarily of private-label non-mortgage-related securities. These securities are valued using the median of external sources. These securities have observable market pricing and are classified as Level 2.

Treasury Bills and Treasury Notes

Treasury bills and Treasury notes are valued using quoted prices in active markets for identical assets and are classified as Level 1.

Mortgage Loans, Held-for-Sale

Mortgage loans, held-for-sale consist of multifamily mortgage loans with the fair value option elected and are measured at fair value on a recurring basis. Mortgage loans, held-for-sale are primarily valued using market prices from a third-party pricing service that uses a discounted cash flow technique. Under this technique, the pricing service forecasts cash flows for the various mortgage loans and discounts them at a market rate, including a spread that is based on pricing data obtained from purchases and sales of similar mortgage loans, adjusted based on the mortgage loan’s current LTV ratio and DSCR. The significant unobservable inputs used in the fair value measurement of these loans are the current LTV ratio and DSCR. Significant increases (decreases) in the current LTV ratio in isolation would result in a significantly lower (higher) fair value measurement. Significant increases (decreases) in the DSCR in isolation would result in a significantly higher (lower) fair value measurement. These loans are classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

Mortgage Loans, Held-for-Investment

Mortgage loans, held-for-investment are measured at fair value on a non-recurring basis and represent multifamily mortgage loans that have been written down to the fair value of the underlying collateral due to impairment. The underlying collateral is primarily valued using either an income capitalization technique or third-party appraisals.

Under the income capitalization technique, the collateral is valued by discounting the present value of future cash flows by applying an overall capitalization rate to the forecasted net operating income. The significant unobservable input used in the fair value measurement of these loans is the capitalization rate, which is determined through analysis of the DSCR. Significant increases (decreases) in the capitalization rate in isolation would result in a significantly lower (higher) fair value measurement.

 

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Under the third-party appraisal technique, we use the prices provided by third-party appraisers without adjustment. The third-party appraisers consider the physical condition of the property and use comparable sales and other market data in determining the appraised value.

Impaired multifamily mortgage loans held-for-investment are classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

Derivative Assets, Net and Derivative Liabilities, Net

Derivative assets and derivative liabilities consist of interest-rate swaps, option-based derivatives, and other derivatives, such as exchange-traded futures, foreign-currency swaps, and certain forward purchase and sale commitments.

Interest-Rate Swaps

Interest-rate swaps consist of receive-fixed, pay-fixed, and basis swaps. The majority of our interest-rate swaps are valued using a discounted cash flow technique. Under this technique, interest-rate swaps are valued by using the appropriate yield curves to discount the expected cash flows of both the fixed and variable rate components of the swap contracts. The significant inputs used in the fair value measurement of these derivatives are market-based interest rates. These derivatives are classified as Level 2 as the significant inputs used in the fair value measurement are observable in active markets. Certain interest rate swaps that are exchange traded are classified in Level 1.

Option-Based Derivatives

Option-based derivatives consist of interest rate caps, interest rate floors, call swaptions, and put swaptions. We value the majority of our option-based derivatives using option-pricing models. Dealer-supplied interest rate volatility matrices are a key input into these models. Within each matrix, prices are provided for a range of option terms, swap terms, and strikes. Our models then interpolate to determine the volatility for each instrument and use that volatility as an input to the option-pricing model. These derivatives are classified as Level 2 as the significant inputs used are observable in active markets.

Other Derivatives

Other derivatives consist of exchange-traded futures, foreign-currency swaps, and certain forward purchase and sale commitments.

Exchange-traded futures are valued using quoted prices in active markets for identical assets or liabilities and are classified as Level 1.

Foreign-currency swaps are valued using a discounted cash flow technique. Under this technique, foreign-currency swaps are valued using yield curves derived from observable market data to calculate and discount the expected cash flows for the swap contracts. The significant inputs used in the fair value measurement of these derivatives are market-based interest rates and foreign currency exchange rates. These derivatives are classified as Level 2 as the significant inputs used in the fair value measurement are observable in active markets.

Certain purchase and sale commitments are also considered to be derivatives and are valued using the same techniques we use to value the underlying instruments we are committing to purchase or sell. These instruments generally have observable market pricing and are classified as Level 2. Valuation techniques for commitments to purchase or sell investment securities and to extinguish or issue debt securities of consolidated trusts are further discussed in “Investments in Securities.” Valuation techniques for commitments to purchase single-family mortgage loans are further discussed in “Valuation Techniques for Assets and Liabilities Not Measured at Fair Value in Our Consolidated Balance Sheets, but for Which the Fair Value is Disclosed — Mortgage Loans.”

Other Assets and Other Liabilities

Other assets consist of our guarantee asset related to guarantees issued to unconsolidated securitization trusts and mortgage servicing rights. Other liabilities, from time to time, consist of mortgage servicing rights.

Guarantee Asset

Our guarantee asset is primarily related to our multifamily guarantees. The multifamily guarantee asset is valued using a discounted cash flow technique. Under this technique, the present value of future cash flows related to our management and

 

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guarantee fee is discounted based on the current OAS-to-benchmark interest rates for new guarantees, which are driven by changes in our estimates of credit risk and changes in the credit profile of the multifamily guarantee portfolio. The significant unobservable input used in the fair value measurement of the guarantee asset is the OAS-to-benchmark rates. Significant increases (decreases) in the OAS in isolation would result in a significantly lower (higher) fair value measurement.

Our guarantee asset also consists of single family guarantees primarily related to long-term standby commitments, the vast majority of which is valued using the median of external sources. Under this technique, we obtain multiple price quotes from dealers, who provide estimates based on pricing for comparable benchmark securities with specific adjustments to reflect the unique characteristics of this asset class.

The guarantee asset is classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

All Other Assets and Liabilities

All other assets and, from time to time, other liabilities consist primarily of mortgage servicing rights. Mortgage servicing rights are valued using a discounted cash flow technique by a third-party vendor that specializes in valuing and brokering sales of mortgage servicing rights. Under this technique, the cash flows from the mortgage servicing rights are discounted based on estimated prepayment rates, estimated costs to service both performing and non-performing loans, and estimated servicing income per loan (including ancillary income). The significant unobservable inputs used in the fair value measurement of mortgage servicing rights are the estimates of prepayment rates, costs to service per loan, and servicing income per loan. Significant increases (decreases) in cost to service per loan, and prepayment rate in isolation would result in a significantly lower (higher) fair value measurement. Significant increases (decreases) in servicing income per loan in isolation would result in a significantly higher (lower) fair value measurement. Mortgage servicing rights are classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

REO, Net

REO, net consists primarily of single-family REO. REO, net is initially measured at its fair value less costs to sell, and is subsequently measured at the lower of cost or fair value less costs to sell. REO, net is valued using an internal model. Under this technique, our internal model uses actual disposition prices on REO for the past three months to determine the average sales proceeds per property at the state level expressed as a fixed percentage based on the ratio of the disposition price to the UPB of the associated loan immediately prior to our acquisition of the property. This fixed percentage is then applied to the individual property to determine its fair value. Certain adjustments, such as state-level adjustments, are made to the estimated fair value, as applicable. The significant unobservable input used in the fair value measurement of REO, net is the historical average sales proceeds per property by state. Significant increases (decreases) in the historical average sales proceeds per property by state in isolation would result in a significantly higher (lower) fair value measurement. REO, net is classified as Level 3 as significant inputs used in the fair value measurement are unobservable.

Debt Securities of Consolidated Trusts Held by Third Parties, at Fair Value

We elected the fair value option for certain debt securities of consolidated trusts held by third parties. These consist of certain multifamily K certificates and certain REMIC interest-only mortgage-related debt securities. These are valued using either the median of external sources or a single external source (which may be the counterparty to the transaction) and are classified as Level 2 due to market pricing that is observable. See “Fair Value Option — Debt Securities of Consolidated Trusts Held by Third Parties” for additional information.

Other Debt, at Fair Value

We elected the fair value option for foreign-currency denominated debt instruments and certain other debt securities. These are valued using either the median of external sources or a single external source (which may be the counterparty to the transaction) and are classified as Level 3 due to the low volume and level of activity in the market for these types of debt instruments. See “Fair Value Option — Other Debt” for additional information.

 

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Quantitative Information about Level 3 Fair Value Measurements for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets

The table below provides valuation techniques, the range, and the weighted average of significant unobservable inputs for assets and liabilities measured at fair value on a recurring basis using unobservable inputs (Level 3) as of June 30, 2013 and December 31, 2012.

 

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Table 16.4 — Quantitative Information about Recurring Level 3 Fair Value Measurements

 

     June 30, 2013  
     Total
Fair
Value
    Level  3
Fair
Value
     Predominant
Valuation
Technique(s)
   Unobservable Inputs(1)  
             Type   Range    Weighted
Average
 
     (dollars in millions)                       

Recurring fair value measurements

               

Assets

               

Investments in securities

               

Available-for-sale, at fair value

               

Mortgage-related securities

               

Agency securities:

               

Freddie Mac

     $ 1,935      Risk metric    Effective duration(2)   1.48 - 4.73 years      2.30 years   
       390      Other        
    

 

 

            

Total Freddie Mac

   $ 46,493       2,325             

Fannie Mae

       67      Median of external sources    External pricing sources   $103.6 - $105.2      $104.4   
       76      Other        
    

 

 

            

Total Fannie Mae

     12,613       143             

Ginnie Mae

       7      Median of external sources        
       7      Discounted cash flows        
    

 

 

            

Total Ginnie Mae

     185       14             

CMBS

       2,601      Single external source    External pricing source   $94.3 - $94.3      $94.3   
       638      Other        
    

 

 

            

Total CMBS

     45,757       3,239             

Subprime, option ARM, and Alt-A:

               

Subprime

       25,575      Median of external sources    External pricing sources   $60.4 - $72.6      $66.2   
       2,429      Other        
    

 

 

            

Total subprime

     28,004       28,004             

Option ARM

       5,294      Median of external sources    External pricing sources   $55.1 - $65.6      $60.8   
       1,342      Other        
    

 

 

            

Total option ARM

     6,636       6,636             

Alt-A and other

       6,372      Median of external sources    External pricing sources   $71.5 - $79.5      $75.7   
       3,308      Single external source    External pricing source   $78.7 - $78.7      $78.7   
       375      Other        
    

 

 

            

Total Alt-A and other

     10,055       10,055             

Obligations of states and political subdivisions

       4,214      Median of external sources    External pricing sources   $100.0 - $101.6      $100.8   
       67      Other        
    

 

 

            

Total obligations of states and political subdivisions

     4,281       4,281             

Manufactured housing

       629      Single external source    External pricing sources   $83.7 - $83.7      $83.7   
       52      Other        
    

 

 

            

Total manufactured housing

     681       681             
  

 

 

   

 

 

            

Total available-for-sale mortgage-related securities

     154,705       55,378             

Trading, at fair value

               

Mortgage-related securities

               

Agency securities:

               

Freddie Mac

       589      Discounted cash flows    OAS   (1,247) - 9,440 bps      390 bps   
       8      Other        
    

 

 

            

Total Freddie Mac

     8,956       597             

Fannie Mae

       188      Discounted cash flows    OAS   (1,629) - 2,622 bps      446 bps   
    

 

 

            

Total Fannie Mae

     8,860       188             

Ginnie Mae

       81      Median of external sources        
    

 

 

            

Total Ginnie Mae

     113       81             

Other

       7      Median of external sources        
       2      Other        
    

 

 

            

Total other

     165       9             
  

 

 

   

 

 

            

Total trading mortgage-related securities

     18,094       875             
  

 

 

   

 

 

            

Total investments in securities

   $ 172,799     $ 56,253             
  

 

 

   

 

 

            

Mortgage loans:

               

Held-for-sale, at fair value

   $ 11,696       11,696      Discounted cash flows    DSCR   1.08 - 9.67      2.02  
           Current LTV   7% - 80%      71

Other assets:

               

Guarantee asset, at fair value

       992      Discounted cash flows    OAS   16 - 192 bps      55 bps   
       297      Median of external sources    External pricing sources   $6.8 - $20.2      $16.5   
    

 

 

            

Total guarantee asset, at fair value

     1,289       1,289             

All other, at fair value

       8      Other        
    

 

 

            

Total all other, at fair value

     8       8             
  

 

 

   

 

 

            

Total other assets

     1,297       1,297             

Liabilities

               

Other debt, at fair value

       508      Single external source    External pricing source   $102.0 - $102.0      $102.0   
       1,000      Other        
    

 

 

            

Total other debt recorded at fair value

     1,508       1,508             

Net derivatives

       307      Single external source
   External pricing source   $(0.9) - $(0.9)      $(0.9)   
       36      Other        
    

 

 

            

Total net derivatives

     (304     343             

 

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     December 31, 2012  
     Total
Fair
Value
    Level  3
Fair
Value
     Predominant
Valuation
Technique(s)
     Unobservable Inputs(1)  
             Type   Range    Weighted
Average
 
     (dollars in millions)                         

Recurring fair value measurements

               

Assets

               

Investments in securities

               

Available-for-sale, at fair value

               

Mortgage-related securities

               

Agency securities:

               

Freddie Mac

     $ 1,477        Risk metric       Effective duration(2)   0.89 -1.98 years      0.89 years   
       325        Other           
    

 

 

            

Total Freddie Mac

   $ 58,515       1,802             

Fannie Mae

       78        Median of external sources       External pricing sources   $103.9 - $106.0      $105.2   
       65        Single external source       External pricing source   $116.0 - $116.0      $116.0   
       20        Other           
    

 

 

            

Total Fannie Mae

     15,280       163             

Ginnie Mae

       8        Discounted cash flows           
       8        Median of external sources           
    

 

 

            

Total Ginnie Mae

     209       16             

CMBS

       2,462        Single external source       External pricing source   $99.4 - $99.4      $99.4   
       432        Risk metric       Effective duration(2)   9.3 -14.8 years      12.0 years   
       535        Other           
    

 

 

            

Total CMBS

     51,307       3,429             

Subprime, option ARM, and Alt-A:

               

Subprime

       24,890        Median of external sources       External pricing sources   $54.4 - $64.4      $59.2   
       1,567        Other           
    

 

 

            

Total subprime

     26,457       26,457             

Option ARM

       5,631        Median of external sources       External pricing sources   $43.8 - $52.6      $47.9   
       86        Other           
    

 

 

            

Total option ARM

     5,717       5,717             

Alt-A and other

       8,562        Median of external sources       External pricing sources   $69.6 - $77.9      $73.8   
       1,901        Single external source       External pricing source   $71.8 - $71.8      $71.8   
       441        Other           
    

 

 

            

Total Alt-A and other

     10,904       10,904             

Obligations of states and political subdivisions

       5,533        Median of external sources       External pricing sources   $102.3 - $103.2      $102.7   
       265        Other           
    

 

 

            

Total obligations of states and political subdivisions

     5,798       5,798             

Manufactured housing

       693        Median of external sources       External pricing sources   $80.0 - $85.5      $82.8   
       16        Other           
    

 

 

            

Total manufactured housing

     709       709             
  

 

 

   

 

 

            

Total available-for-sale mortgage-related securities

     174,896       54,995             

Trading, at fair value

               

Mortgage-related securities

               

Agency securities:

               

Freddie Mac

       1,112        Discounted cash flows       OAS   (33,702) - 3,251 bps      502 bps   
       53        Other           
    

 

 

            

Total Freddie Mac

     10,354       1,165             

Fannie Mae

       312        Discounted cash flows       OAS   (1,263) - 3,251 bps      810 bps   
    

 

 

            

Total Fannie Mae

     10,338       312             

Ginnie Mae

       87        Median of external sources           
       5        Other           
    

 

 

            

Total Ginnie Mae

     131       92             

Other

       12        Discounted cash flows           
       9        Median of external sources           
    

 

 

            

Total other

     156       21             
  

 

 

   

 

 

            

Total trading mortgage-related securities

     20,979       1,590             
  

 

 

   

 

 

            

Total investments in securities

   $ 195,875     $ 56,585             
  

 

 

   

 

 

            

Mortgage loans:

               

Held-for-sale, at fair value

   $ 14,238     $ 14,238        Discounted cash flows       DSCR   1.25 - 6.88      1.97  
           Current LTV   19% - 80%      69

Other assets:

               

Guarantee asset, at fair value

       870        Discounted cash flows       OAS   0 - 368 bps      55 bps   
       159        Other           
    

 

 

            

Total guarantee asset, at fair value

     1,029       1,029             

All other, at fair value

       112        Discounted cash flows       Prepayment rate   7.73% -39.87%      21.23
           Servicing income per loan   0.19% - 0.52%      0.25
           Cost to service per loan   $78 - $354      $141   
       2        Other           
    

 

 

            

Total all other, at fair value

     114       114             
  

 

 

   

 

 

            

Total other assets

     1,143       1,143             

Liabilities

               

Other debt, at fair value

       1,188        Median of external sources       External pricing sources   $101.7 - $102.0      $101.7   
       999        Single external source       External pricing source   $99.9 - $99.9      $99.9   
    

 

 

            

Total other debt recorded at fair value

     2,187       2,187             

Net derivatives

     (479     47        Other           

 

 

(1) Certain unobservable input types, range, and weighted average data are not disclosed in this table if they are associated with a class: (a) that has a Level 3 fair value measurement that is not considered material; or (b) where we have disclosed the predominant valuation technique with related unobservable inputs for the most significant portion of that class.
(2) Effective duration is used as a proxy to represent the aggregate impact of key rate durations.

 

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The table below provides valuation techniques, the range, and the weighted average of significant unobservable inputs for assets and liabilities measured at fair value on a non-recurring basis using unobservable inputs (Level 3) as of June 30, 2013 and December 31, 2012.

Table 16.5 — Quantitative Information about Non-Recurring Level 3 Fair Value Measurements

 

     June 30, 2013
     Total
Fair
Value
     Level 3
Fair
Value
     Predominant
Valuation
Technique(s)
  Unobservable Inputs(1)
             Type     Range    Weighted
Average
     (dollars in millions)                      

Non-recurring fair value measurements

               

Mortgage loans

               

Held-for-investment

      $ 539      Income capitalization     Capitalization rates(2)      6% - 9%    7%
        193      Third-party appraisal     Property value      $2 million - $32 million    $22 million
     

 

 

           

Total held-for-investment

   $ 732        732            

REO, net

        494      Internal model(3)     Historical average sales      $55,395 - $463,245    $106,870
     

 

 

        
 

 

proceeds per property
by state(4)

 

  
  

 

    

Total REO, net

     494        494            
     December 31, 2012
     Total
Fair
Value
     Level  3
Fair
Value
     Predominant
Valuation

Technique(s)
  Unobservable Inputs(1)
             Type     Range    Weighted
Average
     (dollars in millions)                      

Non-recurring fair value measurements

               

Mortgage loans

               

Held-for-investment

      $ 711      Income capitalization     Capitalization rates(2)      5%- 9%    7%
        314      Third-party appraisal     Property value      $2 million - $43 million    $21 million
     

 

 

           

Total held-for-investment

   $ 1,025        1,025            

REO, net

        771      Internal model(3)    
 
 
Historical average sales
proceeds per property
by state(4)
  
  
  
  $32,186 - $356,397    $102,697
        5      Other       
     

 

 

           

Total REO, net

     776        776            

 

 

(1) Certain unobservable input types, range, and weighted average data are not disclosed in this table if they are associated with a class: (a) that has a Level 3 fair value measurement that is not considered material; or (b) where we have disclosed the predominant valuation technique with related unobservable inputs for the most significant portion of that class.
(2) The capitalization rate “Range” and “Weighted Average” represent those loans that are valued using the Income Capitalization approach, which is the predominant valuation technique used for this population. Certain loans in this population are valued using other techniques, and the capitalization rate for those is not represented in the “Range” or “Weighted Average” above.
(3) Represents internal models that use distressed property sales proceeds by state based on a three month average to measure the initial value of REO and the subsequent write-down to measure the current fair value for REO properties.
(4) Represents the average of three months of REO sales proceeds by state.

Fair Value of Financial Instruments

The table below presents the carrying value and estimated fair value of our financial instruments as of June 30, 2013 and December 31, 2012.

 

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Table 16.6 — Fair Value of Financial Instruments

 

     June 30, 2013  
            Fair Value  
     Carrying  Amount(1)      Level 1      Level 2      Level 3      Netting Adjustments     Total  
     (in millions)  

Financial Assets

                

Cash and cash equivalents

   $ 13,867      $ 13,717      $ 150      $       $      $ 13,867  

Restricted cash and cash equivalents

     1,066        1,024        42                       1,066  

Federal funds sold and securities purchased under agreements to resell

     40,149                40,149                       40,149  

Investments in securities:

                

Available-for-sale, at fair value

     154,705                99,327        55,378               154,705  

Trading, at fair value

     42,626        24,530        17,221        875               42,626  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total investments in securities

     197,331        24,530        116,548        56,253               197,331  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Mortgage loans:

                

Mortgage loans held by consolidated trusts

     1,517,887                1,183,367        333,011               1,516,378  

Unsecuritized mortgage loans

     172,718                10,703        143,909               154,612  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total mortgage loans

     1,690,605                1,194,070        476,920               1,670,990  

Derivative assets, net

     1,175        397        15,756        10        (14,988     1,175  

Guarantee asset

     1,289                        1,563               1,563  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total financial assets

   $ 1,945,482      $ 39,668      $ 1,366,715      $ 534,746      $ (14,988   $ 1,926,141  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Financial Liabilities

                

Debt, net:

                

Debt securities of consolidated trusts held by third parties

   $ 1,424,732      $       $ 1,437,386      $ 3,028      $      $ 1,440,414  

Other debt

     521,184                517,746        12,344               530,090  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total debt, net

     1,945,916                1,955,132        15,372               1,970,504  

Derivative liabilities, net

     871        250        20,313        353        (20,045     871  

Guarantee obligation

     1,257                        2,881               2,881  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total financial liabilities

   $ 1,948,044      $ 250      $ 1,975,445      $ 18,606      $ (20,045   $ 1,974,256  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 
     December 31, 2012  
            Fair Value  
     Carrying Amount(1)      Level 1      Level 2      Level 3      Netting Adjustments     Total  
     (in millions)  

Financial Assets

                

Cash and cash equivalents

   $ 8,513      $ 8,513      $      $      $     $ 8,513  

Restricted cash and cash equivalents

     14,592        14,576        16                     14,592  

Federal funds sold and securities purchased under agreements to resell

     37,563               37,563                     37,563  

Investments in securities:

                

Available-for-sale, at fair value

     174,896               119,901        54,995              174,896  

Trading, at fair value

     41,492        20,221        19,681        1,590              41,492  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total investments in securities

     216,388        20,221        139,582        56,585              216,388  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Mortgage loans:

                

Mortgage loans held by consolidated trusts

     1,495,932               1,130,438        409,722              1,540,160  

Unsecuritized mortgage loans

     190,415               16,428        151,175              167,603  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total mortgage loans

     1,686,347               1,146,866        560,897              1,707,763  

Derivative assets, net

     657        64        24,109        20        (23,536     657  

Guarantee asset

     1,029                      1,325              1,325  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total financial assets

   $ 1,965,089      $ 43,374      $ 1,348,136      $ 618,827      $ (23,536   $ 1,986,801  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Financial Liabilities

                

Debt, net:

                

Debt securities of consolidated trusts held by third parties

   $ 1,419,524      $      $ 1,484,228      $ 2,867      $     $ 1,487,095  

Other debt

     547,518               546,955        18,646              565,601  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total debt, net

     1,967,042               2,031,183        21,513              2,052,696  

Derivative liabilities, net

     178        8        31,014        67        (30,911     178  

Guarantee obligation

     1,004                      2,487              2,487  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total financial liabilities

   $ 1,968,224      $ 8      $ 2,062,197      $ 24,067      $ (30,911   $ 2,055,361  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

 

(1) Equals the amount reported on our GAAP consolidated balance sheets.

 

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Valuation Techniques for Assets and Liabilities Not Measured at Fair Value in Our Consolidated Balance Sheets, but for Which the Fair Value is Disclosed

The following is a description of the valuation techniques we use for items not measured at fair value in our consolidated balance sheets, but for which the fair value is disclosed, the significant inputs used in those techniques (if applicable), and our basis for classifying the measurements as Level 1, Level 2, or Level 3 of the valuation hierarchy. Each technique discussed below may not be used in a given reporting period, depending on the composition of our assets and liabilities measured at fair value and relevant market activity during that period.

Cash and Cash Equivalents (including Restricted Cash and Cash Equivalents)

Cash and cash equivalents (including restricted cash and cash equivalents) largely consist of highly liquid investment securities with an original maturity of three months or less used for cash management purposes, as well as cash held at financial institutions and cash collateral posted by our derivative counterparties. Given that these assets are short-term in nature with limited market value volatility, the carrying amount on our GAAP consolidated balance sheets is deemed to be a reasonable approximation of fair value. Cash and restricted cash are classified as Level 1. Cash equivalents (including restricted cash equivalents) are primarily classified as Level 2 because we use observable inputs other than quoted prices in active markets for identical assets to determine the fair value measurement. However, cash equivalents (including restricted cash equivalents) for which we can obtain quoted prices in active markets for identical assets are classified as Level 1.

Federal Funds Sold and Securities Purchased Under Agreements to Resell

Federal funds sold and securities purchased under agreements to resell principally consist of short-term contractual agreements such as reverse repurchase agreements involving Treasury and agency securities and federal funds sold. Given that these assets are short-term in nature, the carrying amount on our GAAP consolidated balance sheets is deemed to be a reasonable approximation of fair value. Federal funds sold and securities purchased under agreements to resell are classified as Level 2 because these assets have observable market pricing, but quoted prices for identical assets are not available.

Mortgage Loans

Single-family and certain multifamily mortgage loans are classified as held-for-investment and recorded at amortized cost. Other multifamily mortgage loans that are held for investment are recorded at the fair value of the underlying collateral upon impairment. Multifamily held-for-sale mortgage loans are recorded at fair value due to the election of the fair value option.

Single-Family Loans

Determination of Principal Market

In determining the fair value of single-family mortgage loans, valuation outcomes can vary widely based on management judgments and decisions used in determining: (a) the principal market; (b) modeling assumptions, including default, severity, home prices, and risk premiums; and (c) inputs used to determine variables including risk premiums, credit costs, security pricing, and implied management and guarantee fees. Our principal markets include the GSE securitization market and the whole loan market. To determine the principal market, we considered the market with the greatest volume and level of activity and our ability to access that market. In the absence of a market with active trading, we determined the market that would maximize the amount we would receive upon sale. We determined that the principal market is the whole loan market for loans that are four or more months delinquent, loans that are in foreclosure, loans that have completed a HAMP loan modification, and loans that have completed a non-HAMP loan modification but have not been current for at least 12 consecutive months. The total UPB of loans where the whole loan market is the principal market was approximately $105.6 billion and $110.0 billion as of June 30, 2013 and December 31, 2012, respectively. We determined that the principal market for all other loans, regardless of whether the loan is currently securitized or whether the loan is eligible for purchase under current underwriting standards, is the GSE securitization market. The total UPB of loans where the GSE securitization market is the principal market was approximately $1.5 trillion as of both June 30, 2013 and December 31, 2012.

Whole Loan Market as Principal Market

Loans where we determine that the principal market is the whole loan market are valued using the median of external sources. Under the median of external sources technique, prices for single-family loans are obtained from multiple dealers. These dealers reference market activity for deeply delinquent and modified loans, where available, and use internal models

 

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and their judgment to determine default rates, severity rates, home prices, and risk premiums. Single-family mortgage loans valued using this technique are classified as Level 3 due to the low volume and level of activity in this market.

GSE Securitization Market as Principal Market

Loans where we determine that the principal market is the GSE securitization market are valued using the build-up technique. Under the build-up technique, the fair value of single-family mortgage loans is based on the estimate of the price we would receive if we were to securitize the loans. These loans are valued by starting with benchmark security pricing for actively traded mortgage-related securities with similar characteristics; adding in the value of our management and guarantee fee, which is the compensation we receive for performing our management and guarantee activities; and subtracting the value of the credit obligation related to performing our guarantee.

The security price is based on benchmark security pricing for similar actively traded mortgage-related securities, adjusted as necessary based on security characteristics. This security pricing process is consistent with our approach for valuing similar securities retained in our investment portfolio or issued as debt to third parties. See “Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets — Investments in Securities.”

The management and guarantee fee is valued by estimating the present value of the additional cash flows related to our management and guarantee fee. The management and guarantee fees for the majority of our loans are valued using third-party dealer prices on hypothetical interest-only securities based on collateral characteristics from our single-family credit guarantee portfolio. For loans where third-party market data is not readily available, we use a discounted cash flow approach, leveraging the dealer prices received for the majority of our loans and including only those cash flows related to our management and guarantee fee.

The credit obligation related to performing our guarantee is valued by estimating the fair value of the related credit and other costs (such as general and administrative expenses) and benefits (such as credit enhancements) inherent in our guarantee obligation. For loans that qualify for purchase under current underwriting standards, we use the delivery and guarantee fees that we charge under our current market pricing as a market observation. For loans that do not qualify for purchase based on current underwriting standards, we use our internal credit models, which incorporate factors such as loan characteristics, loan performance status information, expected losses, and risk premiums without further adjustment.

Single-family mortgage loans that qualify for purchase under current underwriting standards are classified as Level 2 as the significant inputs used for the valuation of these loans, such as security pricing, our externally published credit pricing matrices, and third-party prices used in valuing the management and guarantee fee, are observable, while the unobservable inputs, such as general and administrative expenses and credit enhancements, are not significant to the fair value measurement. Single-family mortgage loans that do not qualify for purchase under current underwriting standards are classified as Level 3 as the credit cost is based on our internal credit models which use unobservable inputs that are significant to the fair value measurement.

HARP Loans

For loans that have been refinanced under HARP, we value our guarantee obligation using the delivery and guarantee fees currently charged by us under that initiative. HARP loans valued using this technique are classified as Level 2, as the fees charged by us are observable. If, subsequent to delivery, the refinanced loan no longer qualifies for purchase based on current underwriting standards (such as becoming past due or being modified), the fair value of the guarantee obligation is then measured using: (a) our internal credit models; or (b) the median of external sources, if the loan’s principal market has changed to the whole loan market. HARP loans valued using either of these techniques are classified as Level 3 as significant inputs are unobservable. The majority of our HARP loans are classified as Level 2.

The total compensation that we receive for the delivery of a HARP loan reflects the pricing that we are willing to offer because HARP is a part of a broader government program intended to provide assistance to homeowners and prevent foreclosures. When HARP ends, the beneficial pricing afforded to HARP loans will no longer be reflected in our delivery and guarantee fee pricing structure. If these benefits were not reflected in the pricing for these loans, the fair value of our mortgage loans would have decreased by $10.2 billion and $11.2 billion as of June 30, 2013 and December 31, 2012, respectively. The total fair value of the loans in our portfolio that reflects the pricing afforded to HARP loans as of June 30, 2013 and December 31, 2012 as presented in our consolidated fair value balance sheets is $160.2 billion and $153.1 billion, respectively.

 

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Multifamily Loans

For a discussion of the techniques used to determine the fair value of held-for-sale and impaired held-for-investment multifamily mortgage loans, see “Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets — Mortgage Loans, Held-for-Sale” and “— Mortgage Loans, Held-for-Investment,” respectively. Non-impaired multifamily mortgage loans are valued using the same technique as held-for-sale multifamily mortgage loans.

Total Debt, Net

Total debt, net represents debt securities of consolidated trusts held by third parties and other debt that we issued to finance our assets. On our consolidated GAAP balance sheets, total debt, net, excluding debt securities for which the fair value option has been elected, is reported at amortized cost, which is net of deferred items, including premiums, discounts, and hedging-related basis adjustments.

For debt securities of consolidated trusts, the valuation techniques we use are similar to the techniques we use to value our investments in agency securities for GAAP purposes. See “Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets — Investments in SecuritiesMortgage-Related Securities Agency Securities” for additional information regarding the valuation techniques we use.

Other debt includes short-term zero-coupon discount notes, callable debt, and non-callable debt. Short-term zero-coupon discount notes are valued using a yield analysis technique. Under this technique, the debt instruments are valued using published yield matrices which are based on the days to maturity of the debt and converted into a price. Significant inputs used in this technique are the published yield matrices. Short-term zero-coupon discount notes are classified as Level 2 as the significant inputs used are observable in active markets. Other debt securities, including both callable and non-callable debt, are valued using a single external source or median of external sources. These debt securities generally have observable market pricing and are classified as Level 2. However, certain other debt securities are classified as Level 3 when there is a low volume or level of activity in the market for those types of debt securities.

Total debt, net for which we have elected the fair value option includes certain debt securities of consolidated trusts held by third parties, foreign-currency denominated debt and certain other debt. We report these items at fair value on our GAAP consolidated balance sheets. See “Valuation Techniques for Assets and Liabilities Measured at Fair Value in Our Consolidated Balance Sheets — Debt Securities of Consolidated Trusts Held by Third Parties, at Fair Value” and “— Other Debt, at Fair Value” for additional information.

Guarantee Obligation

Our guarantee obligation is classified as Level 3 as significant inputs used in the fair value measurement are unobservable. The technique for estimating the fair value of our guarantee obligation is described in the “Mortgage Loans — Single-Family Loans” section above.

Fair Value Option

We elected the fair value option for certain types of investments in securities, multifamily held-for-sale mortgage loans, and certain debt.

Investments in Securities

We elected the fair value option for certain mortgage-related securities to better reflect the natural offset these securities provide to fair value changes recorded historically on our guarantee asset at the time of our election. In addition, upon adoption of the accounting guidance for the fair value option, we elected this option for securities within the scope of the accounting guidance for investments in beneficial interests in securitized financial assets to better reflect any valuation changes that would occur subsequent to impairment write-downs previously recorded on these instruments. Related interest income continues to be reported as interest income in our consolidated statements of comprehensive income. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Investments in Securities” in our 2012 Annual Report for additional information about the measurement and recognition of interest income on investments in securities. See “NOTE 7: INVESTMENTS IN SECURITIES” for additional information regarding the net unrealized gains (losses) on trading securities, which include gains (losses) for other items that are not selected for the fair value option.

 

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Multifamily Held-For-Sale Mortgage Loans

We elected the fair value option for multifamily mortgage loans that were purchased for securitization. These multifamily mortgage loans are classified as held-for-sale mortgage loans in our consolidated balance sheets to reflect our intent to sell in the future. Related interest income continues to be reported as interest income in our consolidated statements of comprehensive income. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Mortgage Loans” in our 2012 Annual Report for additional information about the measurement and recognition of interest income on our mortgage loans.

Debt Securities of Consolidated Trusts Held by Third Parties

We elected the fair value option for certain debt securities of consolidated trusts held by third parties. These consist of certain multifamily K certificates and certain REMIC interest-only mortgage-related debt securities. We elected the fair value option on these debt instruments as they contain embedded derivatives that require bifurcation. Fair value changes for debt securities of consolidated trusts held by third parties are recorded in gains (losses) on debt recorded at fair value in our consolidated statements of comprehensive income. Related interest expense continues to be reported as interest expense in our consolidated statements of comprehensive income. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Debt Securities Issued” in our 2012 Annual Report for additional information about the measurement and recognition of interest expense on debt securities issued.

Other Debt

We elected the fair value option for foreign-currency denominated debt and certain other debt securities. In the case of foreign-currency denominated debt, we have entered into derivative transactions that effectively convert these instruments to U.S. dollar denominated floating rate instruments. We elected the fair value option on these debt instruments to better reflect the economic offset that naturally results from the debt due to changes in interest rates. We also elected the fair value option for certain other debt securities containing potential embedded derivatives that required bifurcation. Fair value changes for debt for which we have elected the fair value option are recorded in gains (losses) on debt recorded at fair value in our consolidated statements of comprehensive income. Related interest expense continues to be reported as interest expense in our consolidated statements of comprehensive income. See “NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Debt Securities Issued” in our 2012 Annual Report for additional information about the measurement and recognition of interest expense on debt securities issued.

The table below presents the fair value and UPB related to certain items for which we have elected the fair value option at June 30, 2013 and December 31, 2012.

Table 16.7 — Difference between Fair Value and Unpaid Principal Balance for Certain Financial Instruments with Fair Value Option Elected

 

     June 30, 2013      December 31, 2012  
     Multifamily
Held-For-Sale
Mortgage Loans
    Other Debt -
Long Term
     Multifamily
Held-For-Sale
Mortgage Loans
     Other Debt -
Long Term
 
     (in millions)  

Fair value

   $ 11,696     $ 1,508      $ 14,238      $ 2,187  

Unpaid principal balance

     12,333       1,498        13,972        2,167  
  

 

 

   

 

 

    

 

 

    

 

 

 

Difference

   $ (637   $ 10      $ 266      $ 20  
  

 

 

   

 

 

    

 

 

    

 

 

 

Changes in Fair Value under the Fair Value Option Election

We recorded gains (losses) of $(562) million and $245 million for the three months ended June 30, 2013 and 2012, respectively, and $(553) million and $424 million for the six months ended June 30, 2013 and 2012, respectively, from the change in fair value on multifamily held-for-sale mortgage loans recorded at fair value in other income in our consolidated statements of comprehensive income.

Gains (losses) on debt securities with the fair value option elected were $3 million and $62 million for the three months ended June 30, 2013 and 2012, respectively, and $15 million and $45 million for the six months ended June 30, 2013 and 2012, respectively, and were recorded in gains (losses) on debt recorded at fair value in our consolidated statements of comprehensive income.

 

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Changes in fair value attributable to instrument-specific credit risk were not material for the three and six months ended June 30, 2013 or 2012 for any assets or liabilities for which we elected the fair value option.

NOTE 17: LEGAL CONTINGENCIES

We are involved as a party in a variety of legal and regulatory proceedings arising from time to time in the ordinary course of business including, among other things, contractual disputes, personal injury claims, employment-related litigation and other legal proceedings incidental to our business. We are frequently involved, directly or indirectly, in litigation involving mortgage foreclosures. From time to time, we are also involved in proceedings arising from our termination of a seller/servicer’s eligibility to sell mortgages to, and/or service mortgages for, us. In these cases, the former seller/servicer sometimes seeks damages against us for wrongful termination under a variety of legal theories. In addition, we are sometimes sued in connection with the origination or servicing of mortgages. These suits typically involve claims alleging wrongful actions of seller/servicers. Our contracts with our seller/servicers generally provide for indemnification against liability arising from their wrongful actions with respect to mortgages sold to or serviced for Freddie Mac.

Litigation and claims resolution are subject to many uncertainties and are not susceptible to accurate prediction. In accordance with the accounting guidance for contingencies, we reserve for litigation claims and assessments asserted or threatened against us when a loss is probable (as defined in such guidance) and the amount of the loss can be reasonably estimated.

During the six months ended June 30, 2013, we paid approximately $5 million for the advancement of legal fees and expenses of former officers and directors pursuant to our indemnification obligations to them. These fees and expenses related to certain of the matters described below. This figure does not include certain administrative support costs and certain costs related to document production and storage.

Putative Securities Class Action Lawsuits

Ohio Public Employees Retirement System (“OPERS”) vs. Freddie Mac, Syron, et al. This putative securities class action lawsuit was filed against Freddie Mac and certain former officers on January 18, 2008 in the U.S. District Court for the Northern District of Ohio purportedly on behalf of a class of purchasers of Freddie Mac stock from August 1, 2006 through November 20, 2007. FHFA later intervened as Conservator. The plaintiff alleges that the defendants violated federal securities laws by making false and misleading statements concerning our business, risk management and the procedures we put into place to protect the company from problems in the mortgage industry. The plaintiff seeks unspecified damages and interest, and reasonable costs and expenses, including attorney and expert fees. The plaintiff amended its complaint on several occasions. Defendants filed motions to dismiss the complaint, which the Court denied. On August 17, 2012, plaintiff filed a motion to certify a class of plaintiffs comprised of purchasers of Freddie Mac stock from August 1, 2006 through November 20, 2007, which Freddie Mac has opposed. Discovery is ongoing.

At present, it is not possible for us to predict the probable outcome of this lawsuit or any potential effect on our business, financial condition, liquidity, or results of operations. In addition, we are unable to reasonably estimate the possible loss or range of possible loss in the event of an adverse judgment in the foregoing matter due to the following factors, among others: the inherent uncertainty of pre-trial litigation; and the fact that the Court has not yet ruled upon motions for class certification or summary judgment. In particular, absent the certification of a class, the identification of a class period, and the identification of the alleged statement or statements that survive dispositive motions, we cannot reasonably estimate any possible loss or range of possible loss.

Kuriakose vs. Freddie Mac, Syron, Piszel and Cook. Another putative class action lawsuit was filed against Freddie Mac and certain former officers on August 15, 2008 in the U.S. District Court for the Southern District of New York for alleged violations of federal securities laws. The case is purportedly brought on behalf of a class of purchasers of Freddie Mac stock from November 21, 2007 through September 7, 2008. FHFA later intervened as Conservator. The plaintiffs claimed that defendants made false and misleading statements about Freddie Mac’s business that artificially inflated the price of Freddie Mac’s common stock, and sought unspecified damages, costs, and attorneys’ fees. The plaintiffs twice amended their complaint, and sought leave to amend a third time. On September 24, 2012, the Court granted with prejudice defendants’ motions to dismiss plaintiffs’ second amended complaint in its entirety, denied plaintiffs’ motion to file a third amended complaint, and directed that the case be closed. Judgment was entered in favor of the defendants on September 27, 2012. On October 26, 2012, plaintiffs filed a notice of appeal in the U.S. Court of Appeals for the Second Circuit.

 

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At present, it is not possible for us to predict the probable outcome of this lawsuit or any potential effect on our business, financial condition, liquidity, or results of operations. In addition, we are unable to reasonably estimate the possible loss or range of possible loss in the event of an adverse judgment in the foregoing matter due to the following factors, among others: the inherent uncertainty of pre-trial litigation in the event plaintiffs’ appeal is granted and the case is remanded to the District Court; and the fact that the parties have not briefed and the District Court has not yet ruled upon motions for class certification or summary judgment. In particular, absent the certification of a class, the identification of a class period, and the identification of the alleged statement or statements that survive dispositive motions, we cannot reasonably estimate any possible loss or range of possible loss.

Energy Lien Litigation

On July 14, 2010, the State of California filed a lawsuit against Freddie Mac, Fannie Mae, FHFA, and others in the U.S. District Court for the Northern District of California, alleging that Freddie Mac and Fannie Mae committed unfair business practices in violation of California law by advising seller/servicers that property liens arising from government-sponsored energy initiatives such as California’s Property Assessed Clean Energy, or PACE, program cannot take priority over a mortgage to be sold to Freddie Mac or Fannie Mae. The lawsuit contended that PACE programs create liens superior to such mortgages and that FHFA was engaged in rulemaking when it issued a directive to Freddie Mac and Fannie Mae affirming that they could not purchase mortgages involving properties subject to PACE liens where those liens purported to have priority over the mortgage lien. The lawsuit further alleged that, in doing so, FHFA violated the National Environmental Policy Act, or NEPA, and the Administrative Procedure Act, or APA, by not following required rulemaking procedures. The complaint sought declaratory and injunctive relief, costs and such other relief as the court deemed proper.

The County of Placer intervened in the lawsuit, and the lawsuit was consolidated with two similar complaints filed in the U.S. District Court for the Northern District of California against Freddie Mac, Fannie Mae, FHFA, and others by the County of Sonoma and the City of Palm Desert. The District Court dismissed the claims against Freddie Mac on August 26, 2011, but allowed the NEPA and APA claims against FHFA to go forward. During the course of the litigation, the District Court entered a preliminary injunction requiring FHFA to provide a notice and comment period with regard to its directives to Freddie Mac and Fannie Mae concerning energy liens. Accordingly, on January 26, 2012, FHFA issued an advance notice of proposed rulemaking seeking comment on whether the restriction on purchasing mortgage loans secured by properties with outstanding first-lien PACE obligations should be maintained. On August 9, 2012, the District Court granted summary judgment against FHFA and found that FHFA had failed to comply with required notice and comment procedures set forth in the APA in directing Freddie Mac and Fannie Mae concerning energy liens. On October 16, 2012, the District Court entered judgment and directed that FHFA complete the notice and comment process, and publish a Final Rule, no later than May 14, 2013. After appeal by FHFA, on March 19, 2013, the U.S. Court of Appeals for the Ninth Circuit overturned the judgment of the District Court and dismissed the case, finding, among other things, that FHFA had not engaged in rulemaking and that FHFA was therefore not required to follow the notice and comment procedures of the APA. Plaintiffs have not sought a further appeal of this case, and the time to do so has passed.

Freddie Mac, Fannie Mae, FHFA, and others were also named as defendants in two other similar cases filed in the U.S. District Court for the Northern District of Florida and in the U.S. District Court for the Eastern District of New York. However, both of these cases were dismissed, and appeals of these decisions were denied by the U.S. Courts of Appeals for the Eleventh and Second Circuits, respectively. Plaintiffs have not sought further appeals of these cases, and the time to do so has passed.

Related Third Party Litigation and Indemnification Requests

On December 16, 2011, the SEC announced that it had charged three former executives of Freddie Mac with securities laws violations. These executives are former Chairman of the Board and Chief Executive Officer Richard F. Syron, former Executive Vice President and Chief Business Officer Patricia L. Cook, and former Executive Vice President for the single-family guarantee business Donald J. Bisenius.

On September 23, 2008, a plaintiff filed a putative class action securities lawsuit in the U.S. District Court for the Southern District of New York styled Mark vs. Goldman, Sachs & Co., J.P. Morgan Chase & Co., and Citigroup Global Markets Inc. On January 29, 2009, another plaintiff filed a putative class action lawsuit in the same Court styled Kreysar vs. Syron, et al. The cases, which were subsequently consolidated by the Court, concern the company’s November 29, 2007 public offering of $6 billion of 8.375% Fixed to Floating Rate Non-Cumulative Perpetual Preferred Stock.

 

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In the consolidated complaint, plaintiffs alleged that three former Freddie Mac officers (including Syron and former Executive Vice President and Chief Financial Officer Anthony S. Piszel), certain underwriters and Freddie Mac’s auditor violated federal securities laws by making material false and misleading statements in connection with the company’s November 2007 public offering. The complaint further alleged that certain defendants and others made additional false statements following the offering. After a series of motions and amendments to the complaint, only Syron and Piszel remain as defendants.

The plaintiffs moved for class certification, which motion was ultimately denied by the Court. On May 31, 2012, the U.S. Court of Appeals for the Second Circuit denied plaintiffs’ motion for leave to appeal on an interlocutory basis the denial of class certification. In August 2012, plaintiffs sought leave to file another motion for class certification, which request the Court denied on September 25, 2012.

Freddie Mac is not named as a defendant in the consolidated lawsuit, but the underwriters previously gave notice to Freddie Mac of their intention to seek full indemnity and contribution under the underwriting agreement in this case, including reimbursement of fees and disbursements of their legal counsel. At present, it is not possible for us to predict the probable outcome of the lawsuit or any potential effect on our business, financial condition, liquidity, or results of operations. In addition, we are unable to reasonably estimate the possible loss or range of possible loss in the event of an adverse judgment in the foregoing matter due to the inherent uncertainty of litigation and the fact that plaintiffs may appeal the denial of class certification. Absent the certification of a specified class, the identification of a class period, and the identification of the alleged statement or statements that survive dispositive motions, we cannot reasonably estimate any possible loss or range of possible loss.

Two other lawsuits have been filed against certain underwriters of the company’s November 2007 public offering. Plaintiffs in the cases generally allege that the underwriters made materially misleading statements and omissions in connection with the offering. Freddie Mac is not named as a defendant in either lawsuit. On July 6, 2011, a lawsuit styled Liberty Mutual Insurance Company, Peerless Insurance Company, Employers Insurance Company of Wausau, Safeco Corporation and Liberty Life Assurance Company of Boston vs. Goldman, Sachs & Co. was filed in the U.S. District Court for Massachusetts. In a second lawsuit, Western and Southern Life Insurance Company and others asserted claims against GS Mortgage Securities Corp., Goldman Sachs Mortgage Company and Goldman Sachs & Co. in the Court of Common Pleas, Hamilton County, Ohio.

Lehman Bankruptcy

On September 15, 2008, Lehman filed a chapter 11 bankruptcy petition in the U.S. Bankruptcy Court for the Southern District of New York. Thereafter, many of Lehman’s U.S. subsidiaries and affiliates also filed bankruptcy petitions (collectively, the “Lehman Entities”). Freddie Mac had numerous relationships with the Lehman Entities which gave rise to several claims. On September 22, 2009, Freddie Mac filed proofs of claim in the Lehman bankruptcies aggregating approximately $2.1 billion. On December 6, 2011, the Court confirmed Lehman’s chapter 11 plan of liquidation, which provides for the liquidation of the bankruptcy estate’s assets over the next three years. Our most significant claims are a $1.2 billion claim relating to losses incurred on short-term lending transactions with certain Lehman Entities and an $868 million claim relating to Lehman’s repurchase obligations. The plan addresses these claims as follows:

 

   

The plan leaves open for subsequent determination whether our claim relating to the short-term lending transactions will be accorded priority status. The Lehman estate has set aside $1.2 billion to be available for payment of our claim in full if, after litigation or settlement, this claim is allowed as a priority claim. In the event that this claim is not ultimately accorded priority status, it will be treated as a senior unsecured claim under the plan, pursuant to which Freddie Mac would be entitled to receive an estimated distribution of approximately 21% (or approximately $250 million) over the next three years.

 

   

The plan does not adjudge or allow our claim relating to Lehman’s repurchase obligations, and instead permits claims allowance proceedings to continue. To the extent this claim is allowed, it will be treated as a general unsecured claim, for which Freddie Mac would ultimately receive a distribution of approximately 19.9% of the allowed amount.

Taylor, Bean & Whitaker and Ocala Funding, LLC Bankruptcies

On August 24, 2009, TBW, which had been one of our single-family seller/servicers, filed for bankruptcy in the U.S. Bankruptcy Court for the Middle District of Florida. We entered into a settlement regarding the TBW bankruptcy in 2011. However, we continue to be involved in certain matters relating to the TBW bankruptcy, as described below.

 

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On July 10, 2012, Ocala Funding, LLC, or Ocala, which is a wholly owned subsidiary of TBW, filed for bankruptcy in the U.S. Bankruptcy Court for the Middle District of Florida. In connection with the bankruptcy filing, Ocala also filed a motion seeking an examination of and subsequent document discovery from Freddie Mac and FHFA, asserting that it has “viable, legitimate and valuable causes of action against Freddie Mac” to recover approximately $805 million of funds that were allegedly transferred from Ocala to Freddie Mac custodial accounts maintained by TBW, prior to the TBW bankruptcy. In its filings, Ocala also indicated that it wishes to use the examination to obtain information relating to whether it may have other claims against Freddie Mac relating to TBW’s fraudulent conduct prior to the TBW bankruptcy. In June 2013, the Court confirmed Ocala’s plan of liquidation. The plan established a liquidation trust, and authorizes it to investigate and initiate actions to recover on claims and causes of action, such as those asserted against Freddie Mac. Discovery is proceeding.

On or about May 14, 2010, certain underwriters at Lloyds, London and London Market Insurance Companies brought an adversary proceeding in the U.S. Bankruptcy Court for the Middle District of Florida against TBW, Freddie Mac and other parties seeking a declaration rescinding $90 million of mortgage bankers bonds providing fidelity and errors and omissions insurance coverage. Several excess insurers on the bonds thereafter filed similar claims in that action. Freddie Mac has filed a proof of loss under the bonds. The underwriters moved for partial summary judgment against Freddie Mac in April 2013. Discovery is proceeding. We are unable at this time to estimate our potential recovery, if any, in this case.

IRS Litigation

In 2010 and 2011, we received Statutory Notices from the IRS assessing a total of $3.0 billion of additional income taxes and penalties for the 1998 to 2007 tax years. We filed a petition with the U.S. Tax Court on October 22, 2010 in response to the Statutory Notices for the 1998 to 2005 tax years and, in 2012, paid the tax assessed in the Statutory Notices for the years 2006 and 2007 of $36 million. In the fourth quarter of 2012 we reached an agreement in principle with the IRS for all years, including 2006 and 2007, to favorably resolve the matters in dispute and reduced the previously unrecognized tax benefits to zero. We are currently working with the IRS to finalize the stipulation of settled issues and closing agreement, and expect that a final decision can be entered within the next 12 months.

Lawsuits Involving Real Estate Transfer Taxes

Beginning in 2011 in Michigan, counties in numerous states filed lawsuits challenging Freddie Mac and Fannie Mae’s statutory exemption from real estate transfer taxes imposed on the transfer of real property for which Freddie Mac or Fannie Mae was the grantor or grantee. Currently, approximately 30 lawsuits are pending in 19 states, including 11 appeals. We have received 26 favorable court rulings, and the one unfavorable ruling in Michigan, as described below, was recently overturned on appeal. Plaintiffs in these cases are generally seeking a declaration that Freddie Mac and Fannie Mae are not exempt from transfer taxes, damages for unpaid transfer taxes, as well as other items, which may include penalties, interest, liquidated penalties, pre-judgment interest, costs and attorneys’ fees. In these actions, FHFA, Freddie Mac and Fannie Mae assert that the enterprises are not liable for the transfer taxes based on federal statutory tax exemptions applicable to each.

On June 20, 2011, Oakland County (Michigan) and the Oakland County Treasurer filed a lawsuit against Freddie Mac and Fannie Mae in the U.S. District Court for the Eastern District of Michigan alleging that the enterprises failed to pay real estate transfer taxes on transfers of real property in Oakland County. FHFA later intervened as Conservator. On November 10, 2011, Genesee County (Michigan) and the Genesee County Treasurer filed a class action lawsuit in the same court on behalf of itself and the other 82 Michigan counties raising similar claims against FHFA (as Conservator), Freddie Mac, and Fannie Mae. The Court later certified the class, with two Michigan counties opting out. The Michigan Department of Attorney General and the Michigan Department of Treasury intervened in both actions against the defendants. On March 23, 2012, the Court granted summary judgment against FHFA (as Conservator), Freddie Mac, and Fannie Mae in both actions, determining that the statutory exemptions did not exempt them from Michigan’s state and county transfer tax. The plaintiffs in both cases subsequently filed amended complaints to cover purportedly taxable transactions where Freddie Mac and Fannie Mae received property as grantees through a Michigan Sheriff’s deed or a deed in lieu of foreclosure. On May 20, 2013, the U.S. Court of Appeals for the Sixth Circuit overturned the District Court’s ruling and dismissed the plaintiffs’ claims.

At present, it is not possible for us to predict the probable outcome of these lawsuits or any potential effect on our business, financial condition, liquidity, or results of operation. In addition, we are unable to reasonably estimate the possible loss or range of possible loss with respect to these lawsuits due to the following factors, among others: (a) none of the

 

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plaintiffs have demanded a stated amount of damages they believe are due; and (b) discovery regarding the amount of damages has not yet been conducted.

LIBOR Lawsuit

On March 14, 2013, Freddie Mac filed a lawsuit in the U.S. District Court for the Eastern District of Virginia against the British Bankers Association and the 16 U.S. Dollar LIBOR panel banks and a number of their affiliates. The case was subsequently transferred to the U.S. District Court for the Southern District of New York. The complaint alleges, among other things, that the defendants fraudulently and collusively suppressed LIBOR, a benchmark interest rate indexed to trillions of dollars of financial products, and asserts claims for antitrust violations, breach of contract, tortious interference with contract and fraud. Freddie Mac filed an amended complaint on July 22, 2013.

Litigation Concerning the Purchase Agreement

On July 29, 2013, two plaintiffs filed a putative class action lawsuit in the U.S. District Court for the District of Columbia styled Cacciapelle and Bareiss v. Federal National Mortgage Association, Federal Home Loan Mortgage Corporation and FHFA. On July 30, 2013, another plaintiff filed a similar class action lawsuit in the same Court styled American European Insurance Company v. Federal National Mortgage Association, Federal Home Loan Mortgage Corporation and FHFA. Both lawsuits were filed purportedly on behalf of a class of purchasers of junior preferred stock issued by Freddie Mac or Fannie Mae. (Junior preferred stock refers to the various series of preferred stock of Freddie Mac and Fannie Mae other than the senior preferred stock issued to Treasury). It is possible that similar lawsuits will be filed in the future.

In both lawsuits, plaintiffs allege that, in amending the Purchase Agreement in August 2012 (which amendment implemented the net worth sweep dividend provisions of the senior preferred stock), Freddie Mac and Fannie Mae breached their respective contracts with the holders of junior preferred stock and breached the covenant of good faith and fair dealing inherent in such contracts. Plaintiffs seek unspecified damages, equitable and injunctive relief, and costs and expenses, including attorney and expert fees.

At present, it is not possible for us to predict the probable outcome of these lawsuits or any potential effect on our business, financial condition, liquidity, or results of operations. In addition, we are unable to reasonably estimate the possible loss or range of possible loss in the event of an adverse judgment in the foregoing matters due to the following factors, among others: (a) the inherent uncertainty of pre-trial litigation; (b) the plaintiffs have not demanded a stated amount of damages they believe are due; and (c) the Court has not certified a class in either lawsuit.

NOTE 18: REGULATORY CAPITAL

On October 9, 2008, FHFA announced that it was suspending capital classification of us during conservatorship in light of the Purchase Agreement. FHFA continues to closely monitor our capital levels, but the existing statutory and FHFA-directed regulatory capital requirements are not binding during conservatorship. We continue to provide our submission to FHFA on minimum capital, but no longer provide our submission on risk-based capital.

Our regulatory minimum capital is a leverage-based measure that is generally calculated based on GAAP and reflects a 2.50% capital requirement for on-balance sheet assets and 0.45% capital requirement for off-balance sheet obligations. Based upon our adoption of amendments to the accounting guidance for transfers of financial assets and consolidation of VIEs, we determined that, under the new consolidation guidance, we are the primary beneficiary of trusts that issue our single-family PCs and certain Other Guarantee Transactions and, therefore, effective January 1, 2010, we consolidated on our balance sheet the assets and liabilities of these trusts. Pursuant to regulatory guidance from FHFA, our minimum capital requirement was not automatically affected by adoption of these amendments. Specifically, upon adoption of these amendments, FHFA directed us, for purposes of minimum capital, to continue reporting single-family PCs and certain Other Guarantee Transactions held by third parties using a 0.45% capital requirement. FHFA reserves the authority under the GSE Act to raise the minimum capital requirement for any of our assets or activities.

The table below summarizes our minimum capital requirements and deficits and net worth.

 

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Table 18.1 — Net Worth and Minimum Capital

 

     June 30, 2013     December 31, 2012  
     (in millions)  

GAAP net worth(1)

   $ 7,357     $ 8,827  

Core capital (deficit)(2)(3)

   $ (63,800   $ (60,571

Less: Minimum capital requirement(2)

     21,592       22,063  
  

 

 

   

 

 

 

Minimum capital surplus (deficit)(2)

   $ (85,392   $ (82,634
  

 

 

   

 

 

 

 

 

(1) Net worth (deficit) represents the difference between our assets and liabilities under GAAP.
(2) Core capital and minimum capital figures for June 30, 2013 are estimates. FHFA is the authoritative source for our regulatory capital.
(3) Core capital excludes certain components of GAAP total equity (deficit) (i.e., AOCI and the liquidation preference of the senior preferred stock) as these items do not meet the statutory definition of core capital.

Following our entry into conservatorship and consistent with the objectives of conservatorship, we have focused our risk and capital management on, among other things, maintaining a positive balance of GAAP equity in order to reduce the likelihood that we will need to make additional draws on the Purchase Agreement with Treasury. The Purchase Agreement provides that, if FHFA determines as of quarter end that our liabilities have exceeded our assets under GAAP, Treasury will contribute funds to us in an amount at least equal to the difference between such liabilities and assets.

Under the GSE Act, FHFA must place us into receivership if FHFA determines in writing that our assets are and have been less than our obligations for a period of 60 days. FHFA has notified us that the measurement period for any mandatory receivership determination with respect to our assets and obligations would commence no earlier than the SEC public filing deadline for our quarterly or annual financial statements and would continue for 60 calendar days after that date. FHFA has advised us that, if, during that 60-day period, we receive funds from Treasury in an amount at least equal to the deficiency amount under the Purchase Agreement, the Director of FHFA will not make a mandatory receivership determination. If funding has been requested under the Purchase Agreement to address a deficit in our net worth, and Treasury is unable to provide us with such funding within the 60-day period specified by FHFA, FHFA would be required to place us into receivership if our assets remain less than our obligations during that 60-day period.

At June 30, 2013, our assets exceeded our liabilities under GAAP; therefore no draw is being requested from Treasury under the Purchase Agreement. As of June 30, 2013, our aggregate funding received from Treasury under the Purchase Agreement was $71.3 billion. This aggregate funding amount does not include the initial $1.0 billion liquidation preference of senior preferred stock that we issued to Treasury in September 2008 as an initial commitment fee and for which no cash was received. We paid quarterly dividends of $5.8 billion and $7.0 billion on the senior preferred stock in cash in March 2013 and June 2013, respectively, at the direction of the Conservator.

NOTE 19: SELECTED FINANCIAL STATEMENT LINE ITEMS

Gains (losses) on mortgage loans recorded at fair value and gains (losses) on sale of mortgage loans are significant component of other income. For the amounts recorded to gains (losses) on mortgage loans recorded at fair value and gains (losses) on sale of mortgage loans during the three and six months ended June 30, 2013 and 2012, see “Table 13.2 — Segment Earnings and Reconciliation to GAAP Results.”

The table below presents the significant components of other assets and other liabilities on our consolidated balance sheets.

 

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Table 19.1 — Significant Components of Other Assets and Other Liabilities on Our Consolidated Balance Sheets

 

     June 30, 2013      December 31, 2012  
     (in millions)  

Other assets:

     

Accounts and other receivables(1)

   $ 9,071      $ 10,091  

Guarantee asset

     1,289        1,029  

All other

     2,456        2,645  
  

 

 

    

 

 

 

Total other assets

   $ 12,816      $ 13,765  
  

 

 

    

 

 

 

Other liabilities:

     

Servicer liabilities

   $ 2,688      $ 3,304  

Guarantee obligation

     1,257        1,004  

Accounts payable and accrued expenses(2)

     1,280        984  

All other

     998        807  
  

 

 

    

 

 

 

Total other liabilities

   $ 6,223      $ 6,099  
  

 

 

    

 

 

 

 

 

(1) Primarily consists of servicer receivables.
(2) Includes the deferred tax liability at June 30, 2013.

 

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PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are involved as a party to a variety of legal proceedings arising from time to time in the ordinary course of business. See “NOTE 17: LEGAL CONTINGENCIES” for more information regarding our involvement as a party to various legal proceedings.

In addition, on July 9, 2013, plaintiffs filed a lawsuit in the U.S. District Court for the Southern District of Florida styled Samuels et al. vs. FHFA and DeMarco. Freddie Mac is not a party to this lawsuit. In the lawsuit, plaintiffs challenge FHFA’s decision to suspend Freddie Mac and Fannie Mae’s payments to an affordable housing trust fund managed by HUD. In November 2008, FHFA advised us that it has suspended the requirement to set aside or allocate funds for this trust fund until further notice. See “BUSINESS — Regulation and Supervision — Federal Housing Finance Agency Affordable Housing Allocations” in our 2012 Annual Report. Plaintiffs’ complaint alleges that FHFA’s actions in ordering Freddie Mac and Fannie Mae to suspend payments to the trust fund, and FHFA’s failure to review its decision to suspend payments once Freddie Mac and Fannie Mae’s financial circumstances changed, violated the Administrative Procedure Act. The plaintiffs seek that the Court, among other items, vacate and set aside FHFA’s decision to indefinitely suspend payments by Fannie Mae and Freddie Mac to the trust fund, and order FHFA to instruct Freddie Mac and Fannie Mae to proceed as if FHFA’s suspension of payments to the trust fund had never taken place. Plaintiffs also seek reasonable attorneys’ fees and costs.

It is not possible for us to predict the outcome of this lawsuit, or the actions FHFA might take in response to any ruling or finding in this lawsuit. If we are required to contribute some or all of the amounts we would have contributed to the trust fund in past years had FHFA not suspended these allocations or to begin contributing these amounts going forward, it could have an adverse impact on our financial results.

ITEM 1A. RISK FACTORS

This Form 10-Q should be read together with the “RISK FACTORS” section in our 2012 Annual Report, which describes various risks and uncertainties to which we are or may become subject. These risks and uncertainties could, directly or indirectly, adversely affect our business, financial condition, results of operations, cash flows, strategies, and/or prospects.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Recent Sales of Unregistered Securities

The securities we issue are “exempted securities” under the Securities Act of 1933, as amended. As a result, we do not file registration statements with the SEC with respect to offerings of our securities.

Following our entry into conservatorship, we suspended the operation of, and ceased making grants under, equity compensation plans. Previously, we had provided equity compensation under those plans to employees and members of our Board of Directors. Under the Purchase Agreement, we cannot issue any new options, rights to purchase, participations, or other equity interests without Treasury’s prior approval. However, grants outstanding as of the date of the Purchase Agreement remain in effect in accordance with their terms.

No stock options were exercised during the three months ended June 30, 2013. See “NOTE 11: STOCKHOLDERS’ EQUITY (DEFICIT)” in our 2012 Annual Report for more information.

Dividend Restrictions

Our payment of dividends on Freddie Mac common stock or any series of Freddie Mac preferred stock (other than senior preferred stock) is subject to certain restrictions as described in “MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES — Dividends and Dividend Restrictions” in our 2012 Annual Report.

Information about Certain Securities Issuances by Freddie Mac

Pursuant to SEC regulations, public companies are required to disclose certain information when they incur a material direct financial obligation or become directly or contingently liable for a material obligation under an off-balance sheet

 

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arrangement. The disclosure must be made in a current report on Form 8-K under Item 2.03 or, if the obligation is incurred in connection with certain types of securities offerings, in prospectuses for that offering that are filed with the SEC.

Freddie Mac’s securities offerings are exempted from SEC registration requirements. As a result, we are not required to and do not file registration statements or prospectuses with the SEC with respect to our securities offerings. To comply with the disclosure requirements of Form 8-K relating to the incurrence of material financial obligations, we report our incurrence of these types of obligations either in offering circulars (or supplements thereto) that we post on our web site or in a current report on Form 8-K, in accordance with a “no-action” letter we received from the SEC staff. In cases where the information is disclosed in an offering circular posted on our web site, the document will be posted on our web site within the same time period that a prospectus for a non-exempt securities offering would be required to be filed with the SEC.

The web site address for disclosure about our debt securities, other than debt securities of consolidated trusts, is www.freddiemac.com/debt. From this address, investors can access the offering circular and related supplements for debt securities offerings under Freddie Mac’s global debt facility, including pricing supplements for individual issuances of debt securities.

Disclosure about the mortgage-related securities we issue, some of which are off-balance sheet obligations, can be found at www.freddiemac.com/mbs. From this address, investors can access information and documents about our mortgage-related securities, including offering circulars and related offering circular supplements.

ITEM 6. EXHIBITS

The exhibits are listed in the Exhibit Index at the end of this Form 10-Q.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Federal Home Loan Mortgage Corporation
By:   /s/ Donald H. Layton
  Donald H. Layton
  Chief Executive Officer

Date: August 7, 2013

 

By:   /s/ Ross J. Kari
  Ross J. Kari
  Executive Vice President — Chief Financial Officer
  (Principal Financial Officer)

Date: August 7, 2013

 

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GLOSSARY

This Glossary includes acronyms and defined terms that are used throughout this report.

Administration — Executive branch of the U.S. government.

Agency securities — Generally refers to mortgage-related securities issued by the GSEs or government agencies.

Alt-A loan — Although there is no universally accepted definition of Alt-A, many mortgage market participants classify single-family loans with credit characteristics that range between their prime and subprime categories as Alt-A because these loans have a combination of characteristics of each category, may be underwritten with lower or alternative income or asset documentation requirements compared to a full documentation mortgage loan, or both. In determining our Alt-A exposure on loans underlying our single-family credit guarantee portfolio, we classified mortgage loans as Alt-A if the lender that delivers them to us classified the loans as Alt-A, or if the loans had reduced documentation requirements as well as a combination of certain credit characteristics and expected performance characteristics at acquisition which, when compared to full documentation loans in our portfolio, indicate that the loan should be classified as Alt-A. In the event we purchase a refinance mortgage in either our relief refinance mortgage initiative or in another mortgage refinance initiative and the original loan had been previously identified as Alt-A, such refinance loan may no longer be categorized or reported as an Alt-A mortgage in this report and our other financial reports because the new refinance loan replacing the original loan would not be identified by the servicer as an Alt-A loan. As a result, our reported Alt-A balances may be lower than would otherwise be the case had such refinancing not occurred. For non-agency mortgage-related securities that are backed by Alt-A loans, we categorize our investments in non-agency mortgage-related securities as Alt-A if the securities were identified as such based on information provided to us when we entered into these transactions.

AOCI — Accumulated other comprehensive income (loss), net of taxes

ARM — Adjustable-rate mortgage — A mortgage loan with an interest rate that adjusts periodically over the life of the mortgage loan based on changes in a benchmark index.

Bond insurers — Companies that provide credit insurance principally covering securitized assets in both the primary issuance and secondary markets.

BPs — Basis points — One one-hundredth of 1%. This term is commonly used to quote the yields of debt instruments or movements in interest rates.

Cash and other investments portfolio — Our cash and other investments portfolio is comprised of our cash and cash equivalents, federal funds sold and securities purchased under agreements to resell, and investments in non-mortgage-related securities.

Charter — The Federal Home Loan Mortgage Corporation Act, as amended, 12 U.S.C. § 1451 et seq.

CMBS — Commercial mortgage-backed security — A security backed by mortgages on commercial property (often including multifamily rental properties) rather than one-to-four family residential real estate. Although the mortgage pools underlying CMBS can include mortgages financing multifamily properties and commercial properties, such as office buildings and hotels, the classes of CMBS that we hold receive distributions of scheduled cash flows only from multifamily properties. Military housing revenue bonds are included as CMBS within investments-related disclosures. We have not identified CMBS as either subprime or Alt-A securities.

Comprehensive income (loss) — Consists of net income (loss) plus total other comprehensive income (loss).

Conforming loan/Conforming jumbo loan/Conforming loan limit — A conventional single-family mortgage loan with an original principal balance that is equal to or less than the applicable conforming loan limit, which is a dollar amount cap on the size of the original principal balance of single-family mortgage loans we are permitted by law to purchase or securitize. The conforming loan limit is determined annually based on changes in FHFA’s housing price index. Any decreases in the housing price index are accumulated and used to offset any future increases in the housing price index so that conforming loan limits do not decrease from year-to-year. Since 2006, the base conforming loan limit for a one-family residence has been set at $417,000, and higher limits have been established in certain “high-cost” areas (currently, up to $625,500 for a one-family residence). Higher limits also apply to two- to four-family residences, and for mortgages secured by properties in Alaska, Guam, Hawaii and the U.S. Virgin Islands.

 

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Actual loan limits are set by FHFA for each county (or equivalent), and the loan limit for specific high-cost areas may be lower than the maximum amounts. We refer to loans that we have purchased with UPB exceeding the base conforming loan limit (i.e., $417,000) as conforming jumbo loans.

Beginning in 2008, pursuant to a series of laws, our loan limits in certain high-cost areas were increased temporarily above the limits that otherwise would have been applicable (up to $729,750 for a one-family residence). The latest of these increases expired on September 30, 2011.

Conservator — The Federal Housing Finance Agency, acting in its capacity as conservator of Freddie Mac.

Convexity — A measure of how much a financial instrument’s duration changes as interest rates change.

Core spread income — Refers to a fair value estimate of the net current period accrual of income from the spread between mortgage-related investments and debt, calculated on an option-adjusted basis.

Credit enhancement — Any number of different financial arrangements that are designed to reduce credit risk by partially or fully compensating an investor in the event of certain financial losses. Examples of credit enhancements include mortgage insurance, overcollateralization, indemnification agreements, and government guarantees.

Credit losses — Consists of charge-offs and REO operations expense.

Credit-related (benefit) expense (or credit-related expense) — Consists of our provision (benefit) for credit losses and REO operations expense.

Deed in lieu of foreclosure — An alternative to foreclosure in which the borrower voluntarily conveys title to the property to the lender and the lender accepts such title (sometimes together with an additional payment by the borrower) in full satisfaction of the mortgage indebtedness.

Delinquency — A failure to make timely payments of principal or interest on a mortgage loan. For single-family mortgage loans, we generally report delinquency rate information based on the number of loans that are seriously delinquent. For multifamily loans, we report delinquency rate information based on the UPB of loans that are two monthly payments or more past due or in the process of foreclosure.

Derivative — A financial instrument whose value depends upon the characteristics and value of an underlying financial asset or index, such as a security or commodity price, interest or currency rates, or other financial indices.

Dodd-Frank Act — Dodd-Frank Wall Street Reform and Consumer Protection Act.

Dollar roll transactions — Transactions whereby we enter into an agreement to sell and subsequently repurchase (or purchase and subsequently resell) agency securities.

DSCR — Debt Service Coverage Ratio — An indicator of future credit performance for multifamily loans. The DSCR estimates a multifamily borrower’s ability to service its mortgage obligation using the secured property’s cash flow, after deducting non-mortgage expenses from income. The higher the DSCR, the more likely a multifamily borrower will be able to continue servicing its mortgage obligation.

Duration — Duration is a measure of a financial instrument’s price sensitivity to changes in interest rates.

Duration gap — One of our primary interest-rate risk measures. Duration gap is a measure of the difference between the estimated durations of our interest rate sensitive assets and liabilities. We present the duration gap of our financial instruments in units expressed as months. A duration gap of zero implies that the change in value of our interest rate sensitive assets from an instantaneous change in interest rates would be expected to be accompanied by an equal and offsetting change in the value of our debt and derivatives, thus leaving the net fair value of equity unchanged.

Effective rent — The average rent actually paid by the tenant over the term of a lease.

Euribor — Euro Interbank Offered Rate

Exchange Act — Securities and Exchange Act of 1934, as amended

Fannie Mae — Federal National Mortgage Association

 

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FASB — Financial Accounting Standards Board

FDIC — Federal Deposit Insurance Corporation

Federal Reserve — Board of Governors of the Federal Reserve System

FHA — Federal Housing Administration

FHFA — Federal Housing Finance Agency — An independent agency of the U.S. government with responsibility for regulating Freddie Mac, Fannie Mae, and the FHLBs.

FHLB — Federal Home Loan Bank

FICO score — A credit scoring system developed by Fair, Isaac and Co. FICO scores are the most commonly used credit scores today. FICO scores are ranked on a scale of approximately 300 to 850 points with a higher value indicating a lower likelihood of credit default.

Fixed-rate mortgage — Refers to a mortgage originated at a specific rate of interest that remains constant over the life of the loan. For purposes of presentation in this report and elsewhere in our reporting, we have categorized a number of modified loans as fixed-rate loans (instead of as adjustable rate loans), even though the modified loans have rate adjustment provisions. In these cases, while the terms of the modified loans provide for the interest rate to adjust in the future, such future rates are determined at the time of the modification rather than at a subsequent date.

Foreclosure alternative — A workout option pursued when a home retention action is not successful or not possible. A foreclosure alternative is either a short sale or deed in lieu of foreclosure.

Foreclosure transfer — Refers to our completion of a transaction provided for by the foreclosure laws of the applicable state, in which a delinquent borrower’s ownership interest in a mortgaged property is terminated and title to the property is transferred to us or to a third party. State foreclosure laws commonly refer to such transactions as foreclosure sales, sheriff’s sales, or trustee’s sales, among other terms. When we, as mortgage holder, acquire a property in this manner, we pay for it by extinguishing some or all of the mortgage debt.

Freddie Mac mortgage-related securities — Securities we issue and guarantee, including PCs, REMICs and Other Structured Securities, and Other Guarantee Transactions.

GAAP — Generally accepted accounting principles in the United States of America.

Ginnie Mae — Government National Mortgage Association

GSE Act — The Federal Housing Enterprises Financial Safety and Soundness Act of 1992, as amended by the Reform Act.

GSEs — Government sponsored enterprises — Refers to certain legal entities created by the U.S. government, including Freddie Mac, Fannie Mae, and the FHLBs.

Guarantee fee — The fee that we receive for guaranteeing the payment of principal and interest to mortgage security investors, which consists primarily of a combination of management and guarantee fees paid on a monthly basis, as a percentage of the UPB of the underlying loans, and initial upfront payments, such as delivery fees.

HAFA — Home Affordable Foreclosures Alternative program — In 2009, the Treasury Department introduced the HAFA program to provide an option for HAMP-eligible homeowners who are unable to keep their homes. The HAFA program took effect on April 5, 2010 and we implemented it effective August 1, 2010.

HAMP — Home Affordable Modification Program — Refers to the effort under the MHA Program whereby the U.S. government, Freddie Mac and Fannie Mae commit funds to help eligible homeowners avoid foreclosure and keep their homes through mortgage modifications.

HARP — Home Affordable Refinance Program — Refers to the effort under the MHA Program that seeks to help eligible borrowers with existing loans that are guaranteed by us or Fannie Mae to refinance into loans with more affordable monthly payments and/or fixed-rate terms without obtaining new mortgage insurance in excess of what is already in place. Originally, only borrowers who had mortgages sold to Freddie Mac or Fannie Mae on or before May 31, 2009 with current LTV ratios above 80% (and up to 125%) were eligible to refinance their mortgages under the program. In October 2011, HARP was

 

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expanded to allow eligible borrowers who have mortgages with current LTV ratios above 125% to refinance under the program. The relief refinance initiative, under which we also allow borrowers with LTV ratios of 80% and below to participate, is our implementation of HARP for our loans.

HFA — State or local Housing Finance Agency

HFA initiative — An initiative among Treasury, FHFA, Freddie Mac, and Fannie Mae that commenced in 2009. Under the HFA initiative, we and Fannie Mae provide assistance to state and local HFAs so that the HFAs can continue to meet their mission of providing affordable financing for both single-family and multifamily housing. The HFA initiative includes the NIBP and the TCLFP.

HUD — U.S. Department of Housing and Urban Development —HUD has authority over Freddie Mac with respect to fair lending.

Implied volatility — A measurement of how the value of a financial instrument changes due to changes in the market’s expectation of potential changes in future interest rates. A decrease in implied volatility generally increases the estimated fair value of our mortgage assets and decreases the estimated fair value of our callable debt and options-based derivatives, while an increase in implied volatility generally has the opposite effect.

Interest-only loan — A mortgage loan that allows the borrower to pay only interest (either fixed-rate or adjustable-rate) for a fixed period of time before principal amortization payments are required to begin. After the end of the interest-only period, the borrower can choose to refinance the loan, pay the principal balance in total, or begin paying the monthly scheduled principal due on the loan.

IRS — Internal Revenue Service

K Certificates — Multifamily regularly-issued, structured pass-through securities backed primarily by recently originated multifamily mortgage loans. We categorize K Certificates that we guarantee as Other Guarantee Transactions. See “Other Guarantee Transactions” for more information. Also includes non-guaranteed K Certificates.

LIBOR — London Interbank Offered Rate

LIHTC partnerships — Low-income housing tax credit partnerships — Prior to 2008, we invested as a limited partner in LIHTC partnerships, which are formed for the purpose of providing funding for affordable multifamily rental properties. These LIHTC partnerships invest directly in limited partnerships that own and operate multifamily rental properties that generate federal income tax credits and deductible operating losses.

Liquidation preference — Generally refers to an amount that holders of preferred securities are entitled to receive out of available assets, upon liquidation of a company. The initial liquidation preference of our senior preferred stock was $1.0 billion. The aggregate liquidation preference of our senior preferred stock includes the initial liquidation preference plus amounts funded by Treasury under the Purchase Agreement. In addition, dividends and periodic commitment fees not paid in cash are added to the liquidation preference of the senior preferred stock. We may make payments to reduce the liquidation preference of the senior preferred stock only in limited circumstances.

LTV ratio — Loan-to-value ratio — The ratio of the unpaid principal amount of a mortgage loan to the value of the property that serves as collateral for the loan, expressed as a percentage. Loans with high LTV ratios generally tend to have a higher risk of default and, if a default occurs, a greater risk that the amount of the gross loss will be high compared to loans with lower LTV ratios. We report LTV ratios based solely on the amount of the loan purchased or guaranteed by us, generally excluding any second-lien mortgages (unless we own or guarantee the second lien).

MD&A — Management’s Discussion and Analysis of Financial Condition and Results of Operations

MHA Program — Making Home Affordable Program — Formerly known as the Housing Affordability and Stability Plan, the MHA Program was announced by the Administration in February 2009. The MHA Program is designed to help in the housing recovery, promote liquidity and housing affordability, expand foreclosure prevention efforts and set market standards. The MHA Program includes HARP and HAMP.

Mortgage assets — Refers to both mortgage loans and the mortgage-related securities we hold in our mortgage-related investments portfolio.

 

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Mortgage-related investments portfolio — Our investment portfolio, which consists principally of mortgage-related securities and single-family and multifamily mortgage loans. The size of our mortgage-related investments portfolio under the Purchase Agreement is determined without giving effect to the January 1, 2010 change in accounting guidance related to transfers of financial assets and consolidation of VIEs. Accordingly, for purposes of the portfolio limit, when PCs and certain Other Guarantee Transactions are purchased into the mortgage-related investments portfolio, this is considered the acquisition of assets rather than the reduction of debt.

Mortgage-to-debt OAS — The net OAS between the mortgage and agency debt sectors. This is an important factor in determining the expected level of net interest yield on a new mortgage asset. Higher mortgage-to-debt OAS means that a newly purchased mortgage asset is expected to provide a greater return relative to the cost of the debt issued to fund the purchase of the asset and, therefore, a higher net interest yield. Mortgage-to-debt OAS tends to be higher when there is weak demand for mortgage assets and lower when there is strong demand for mortgage assets.

Multifamily mortgage — A mortgage loan secured by a property with five or more residential rental units.

Multifamily mortgage portfolio — Consists of multifamily mortgage loans held by us on our consolidated balance sheets as well as our guarantee of non-consolidated Freddie Mac mortgage-related securities, and other guarantee commitments, but excluding those underlying our guarantees of HFA bonds under the HFA initiative and non-guaranteed K Certificates.

Net worth (deficit) — The amount by which our total assets exceed (or are less than) our total liabilities as reflected on our consolidated balance sheets prepared in conformity with GAAP.

Net worth sweep dividend, Net Worth Amount, and Capital Reserve Amount — For each quarter from January 1, 2013 through and including December 31, 2017, the dividend payment on the senior preferred stock will be the amount, if any, by which our Net Worth Amount at the end of the immediately preceding fiscal quarter, less the applicable Capital Reserve Amount, exceeds zero. The term Net Worth Amount is defined as: (a) the total assets of Freddie Mac (excluding Treasury’s commitment and any unfunded amounts thereof), less; (b) our total liabilities (excluding any obligation in respect of capital stock), in each case as reflected on our consolidated balance sheets prepared in accordance with GAAP. If the calculation of the dividend payment for a quarter does not exceed zero, then no dividend shall accrue or be payable for that quarter. The applicable Capital Reserve Amount will be $3 billion for 2013 and will be reduced by $600 million each year thereafter until it reaches zero on January 1, 2018. For each quarter beginning January 1, 2018, the dividend payment will be the amount, if any, by which our Net Worth Amount at the end of the immediately preceding fiscal quarter exceeds zero.

NIBP — New Issue Bond Program is a component of the HFA initiative in which we and Fannie Mae issued partially-guaranteed pass-through securities to Treasury that are backed by bonds issued by various state and local HFAs. The program provides financing for HFAs to issue new housing bonds. Treasury is obligated to absorb any losses under the program up to a certain level before we are exposed to any losses.

Non-performing loan — Single-family and multifamily loans that have undergone a TDR, single-family seriously delinquent loans, multifamily loans that are three or more payments past due or in the process of foreclosure, and multifamily loans that are deemed impaired based on management judgment.

NPV — Net present value

OAS — Option-adjusted spread — An estimate of the incremental yield spread between a particular financial instrument (e.g., a security, loan or derivative contract) and a benchmark yield curve (e.g., LIBOR or agency or U.S. Treasury securities). This includes consideration of potential variability in the instrument’s cash flows resulting from any options embedded in the instrument, such as prepayment options.

Option ARM loan — Mortgage loans that permit a variety of repayment options, including minimum, interest-only, fully amortizing 30-year and fully amortizing 15-year payments. The minimum payment alternative for option ARM loans allows the borrower to make monthly payments that may be less than the interest accrued for the period. The unpaid interest, known as negative amortization, is added to the principal balance of the loan, which increases the outstanding loan balance. For our non-agency mortgage-related securities that are backed by option ARM loans, we categorize securities as option ARM if the securities were identified as such based on information provided to us when we entered into these transactions. We have not identified option ARM securities as either subprime or Alt-A securities.

OTC — Over-the-counter

 

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Original LTV Ratio — A credit measure for mortgage loans, calculated as the UPB of the mortgage we guarantee including the credit-enhanced portion, divided by the lesser of the appraised value of the property at the time of mortgage origination or the mortgage borrower’s purchase price. Second liens not owned or guaranteed by us are excluded from the LTV ratio calculation. The existence of a second-lien mortgage reduces the borrower’s equity in the home and, therefore, can increase the risk of default.

Other guarantee commitments — Mortgage-related assets held by third parties for which we provide our guarantee without our securitization of the related assets.

Other Guarantee Transactions — Transactions in which third parties transfer non-Freddie Mac mortgage-related securities to trusts specifically created for the purpose of issuing mortgage-related securities, or certificates, in the Other Guarantee Transactions. In the securities market, our non-HFA initiative related multifamily Other Guarantee Transactions are known as “K Certificates.”

PCs — Participation Certificates — Securities that we issue as part of a securitization transaction. Typically we purchase mortgage loans from parties who sell mortgage loans, place a pool of loans into a PC trust and issue PCs from that trust. The PCs are generally transferred to the seller of the mortgage loans in consideration of the loans or are sold to third-party investors if we purchased the mortgage loans for cash.

PMVS — Portfolio Market Value Sensitivity — One of our primary interest-rate risk measures. PMVS measures are estimates of the amount of average potential pre-tax loss in the market value of our net assets due to parallel (PMVS-L) and non-parallel (PMVS-YC) changes in LIBOR.

Primary mortgage market — The market where lenders originate mortgage loans and lend funds to borrowers. We do not lend money directly to homeowners and do not participate in this market.

Purchase Agreement / Senior Preferred Stock Purchase Agreement — An agreement the Conservator, acting on our behalf, entered into with Treasury on September 7, 2008, which was subsequently amended and restated on September 26, 2008 and further amended on May 6, 2009, December 24, 2009, and August 17, 2012.

Recorded Investment — The dollar amount of a loan recorded on our consolidated balance sheets, excluding any valuation allowance, such as the allowance for loan losses, but which does reflect direct write-downs of the investment. For mortgage loans, direct write-downs consist of valuation allowances associated with recording our initial investment in loans acquired with evidence of credit deterioration at the time of purchase. Recorded investment excludes accrued interest income.

Reform Act — The Federal Housing Finance Regulatory Reform Act of 2008, which, among other things, amended the GSE Act by establishing a single regulator, FHFA, for Freddie Mac, Fannie Mae, and the FHLBs.

Relief refinance mortgage — A single-family mortgage loan delivered to us for purchase or guarantee that meets the criteria of the Freddie Mac Relief Refinance Mortgagesm initiative. Part of this initiative is our implementation of HARP for our loans, and relief refinance options are also available for certain non-HARP loans. Although HARP is targeted at borrowers with current LTV ratios above 80%, our initiative also allows borrowers with LTV ratios of 80% and below to participate.

REMIC — Real Estate Mortgage Investment Conduit — A type of multiclass mortgage-related security that divides the cash flows (principal and interest) of the underlying mortgage-related assets into two or more classes that meet the investment criteria and portfolio needs of different investors.

REMICs and Other Structured Securities (or in the case of Multifamily securities, Other Structured Securities) — Single- and multiclass securities issued by Freddie Mac that represent beneficial interests in pools of PCs and certain other types of mortgage-related assets. REMICs and Other Structured Securities that are single-class securities pass through the cash flows (principal and interest) on the underlying mortgage-related assets. REMICs and Other Structured Securities that are multiclass securities divide the cash flows of the underlying mortgage-related assets into two or more classes designed to meet the investment criteria and portfolio needs of different investors. Our principal multiclass securities qualify for tax treatment as REMICs.

REO — Real estate owned — Real estate which we have acquired through foreclosure or through a deed in lieu of foreclosure.

 

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S&P — Standard & Poor’s

SEC — Securities and Exchange Commission

Secondary mortgage market — A market consisting of institutions engaged in buying and selling mortgages in the form of whole loans (i.e., mortgages that have not been securitized) and mortgage-related securities. We participate in the secondary mortgage market by purchasing mortgage loans and mortgage-related securities for investment and by issuing guaranteed mortgage-related securities, principally PCs.

Senior preferred stock — The shares of Variable Liquidation Preference Senior Preferred Stock issued to Treasury under the Purchase Agreement.

Seriously delinquent — Single-family mortgage loans that are three monthly payments or more past due or in the process of foreclosure as reported to us by our servicers.

Short sale — Typically an alternative to foreclosure consisting of a sale of a mortgaged property in which the homeowner sells the home at market value and the lender accepts proceeds (sometimes together with an additional payment or promissory note from the borrower) that are less than the outstanding mortgage indebtedness in full satisfaction of the loan.

Single-family credit guarantee portfolio — Consists of unsecuritized single-family loans, single-family loans held by consolidated trusts, and single-family loans underlying non-consolidated Other Guarantee Transactions and covered by other guarantee commitments. Excludes our REMICs and Other Structured Securities that are backed by Ginnie Mae Certificates and our guarantees under the HFA initiative.

Single-family mortgage — A mortgage loan secured by a property containing four or fewer residential dwelling units.

Spread — The difference between the yields of two debt securities, or the difference between the yield of a debt security and a benchmark yield, such as LIBOR.

Strips — Mortgage pass-through securities created by separating the principal and interest payments on a pool of mortgage loans. A principal-only strip entitles the security holder to principal cash flows, but no interest cash flows, from the underlying mortgages. An interest-only strip entitles the security holder to interest cash flows, but no principal cash flows, from the underlying mortgages.

Subprime — Participants in the mortgage market may characterize single-family loans based upon their overall credit quality at the time of origination, generally considering them to be prime or subprime. Subprime generally refers to the credit risk classification of a loan. There is no universally accepted definition of subprime. The subprime segment of the mortgage market primarily serves borrowers with poorer credit payment histories and such loans typically have a mix of credit characteristics that indicate a higher likelihood of default and higher loss severities than prime loans. Such characteristics might include, among other factors, a combination of high LTV ratios, low credit scores or originations using lower underwriting standards, such as limited or no documentation of a borrower’s income. While we have not historically characterized the loans in our single-family credit guarantee portfolio as either prime or subprime, we do monitor the amount of loans we have guaranteed with characteristics that indicate a higher degree of credit risk. Notwithstanding our historical characterizations of the single family credit guarantee portfolio, certain security collateral underlying our Other Guarantee Transactions has been identified as subprime based on information provided to Freddie Mac when the transactions were entered into. We also categorize our investments in non-agency mortgage-related securities as subprime if they were identified as such based on information provided to us when we entered into these transactions.

Swaption — An option contract to enter into an interest-rate swap. In exchange for an option premium, a buyer obtains the right but not the obligation to enter into a specified swap agreement with the issuer on a specified future date.

TBA — To be announced

TCLFP — Temporary Credit and Liquidity Facility Program is a component of the HFA initiative in which we and Fannie Mae issued credit and liquidity guarantees to holders of variable-rate demand obligations issued by various state and local HFAs. Treasury is obligated to absorb any losses under the program up to a certain level before we are exposed to any losses. The program was scheduled to expire on December 31, 2012. However, Treasury gave participants the option to extend their individual TCLFP facilities to December 31, 2015. Certain participants elected to extend their TCLFP facilities to December 2015.

 

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TDR — Troubled debt restructuring — A type of loan modification in which the changes to the contractual terms result in concessions to borrowers that are experiencing financial difficulties. Beginning in the third quarter of 2012, TDRs also include single-family loans discharged in Chapter 7 bankruptcy, regardless of the borrowers’ payment status.

Total other comprehensive income (loss) (or other comprehensive income (loss)) — Consists of the after-tax changes in: (a) the unrealized gains and losses on available-for-sale securities; (b) the effective portion of derivatives accounted for as cash flow hedge relationships; and (c) defined benefit plans.

Total mortgage portfolio — Includes mortgage loans and mortgage-related securities held on our consolidated balance sheets as well as the balances of our non-consolidated issued and guaranteed single-class and multiclass securities, and other mortgage-related financial guarantees issued to third parties.

Treasury — U.S. Department of the Treasury

ULDD — Uniform Loan Delivery Dataset

UMDP — Uniform Mortgage Data Program

UPB — Unpaid principal balance

USDA — U.S. Department of Agriculture

VA — U.S. Department of Veterans Affairs

VIE — Variable Interest Entity — A VIE is an entity: (a) that has a total equity investment at risk that is not sufficient to finance its activities without additional subordinated financial support provided by another party; or (b) where the group of equity holders does not have: (i) the ability to make significant decisions about the entity’s activities; (ii) the obligation to absorb the entity’s expected losses; or (iii) the right to receive the entity’s expected residual returns.

Warrant — Refers to the warrant we issued to Treasury on September 7, 2008 pursuant to the Purchase Agreement. The warrant provides Treasury the ability to purchase, for a nominal price, shares of our common stock equal to 79.9% of the total number of shares of Freddie Mac common stock outstanding on a fully diluted basis on the date of exercise.

Workout, or loan workout — A workout is either: (a) a home retention action, which is either a loan modification, repayment plan, or forbearance agreement; or (b) a foreclosure alternative, which is either a short sale or a deed in lieu of foreclosure.

XBRL — eXtensible Business Reporting Language

Yield curve — A graphical display of the relationship between yields and maturity dates for bonds of the same credit quality. The slope of the yield curve is an important factor in determining the level of net interest yield on a new mortgage asset, both initially and over time. For example, if a mortgage asset is purchased when the yield curve is inverted (i.e., short-term rates higher than long-term rates), our net interest yield on the asset will tend to be lower initially and then increase over time. Likewise, if a mortgage asset is purchased when the yield curve is steep (i.e., short-term rates lower than long-term rates), our net interest yield on the asset will tend to be higher initially and then decrease over time.

 

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EXHIBIT INDEX

 

Exhibit No.

  

Description

10.1    Fourth Amendment to the Federal Home Loan Mortgage Corporation Supplemental Executive Retirement Plan (As Amended and Restated January 1, 2008)
10.2    2013 Executive Management Compensation Program for Virginia-Based Covered Officers (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K as filed on June 12, 2013)
10.3    2013 Executive Management Compensation Program for Non-Virginia-Based Covered Officers (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K as filed on June 12, 2013)
10.4    2013 Executive Management Compensation Program Recapture and Forfeiture Agreement (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K as filed on June 12, 2013)
12.1    Statement re: computation of ratio of earnings to fixed charges and computation of ratio of earnings to combined fixed charges and preferred stock dividends
31.1    Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)
31.2    Certification of Executive Vice President — Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)
32.1    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350
32.2    Certification of Executive Vice President — Chief Financial Officer pursuant to 18 U.S.C. Section 1350
101.INS    XBRL Instance Document(1)
101.SCH    XBRL Taxonomy Extension Schema(1)
101.CAL    XBRL Taxonomy Extension Calculation(1)
101.LAB    XBRL Taxonomy Extension Labels(1)
101.PRE    XBRL Taxonomy Extension Presentation(1)
101.DEF    XBRL Taxonomy Extension Definition(1)

 

 

(1) The financial information contained in these XBRL documents is unaudited. The information in these exhibits shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of Section 18, nor shall it be deemed incorporated by reference into any disclosure document relating to Freddie Mac, except to the extent, if any, expressly set forth by specific reference in such filing.

 

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