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Key Points--
■ There have been many recommendations made about potential structures for
worthless. Our bad bank analysis suggests that the companies will still owe the
government almost $100 billion by the end of year ten. As a result, we are
downgrading FNM and FRE common shares to Underperform and are cutting
our price targets to $0.
Please refer to important disclosures and analyst certification information on pages 12 - 15.
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
The Future of the GSEs: A Government Exit Strategy to Recapitalize Fannie Mae and Freddie Mac
Fannie Mae and Freddie Mac have been at the heart of the U.S. housing boom, bust and recovery. Since being put into
receivership last summer, the U.S. government has put $98 billion of capital into the two organizations and their guarantee
has become more explicit. The combination of increased support for the GSEs and the slowdown in originations in the
private sector has resulted in the GSE volume growing sharply. Fannie Mae and Freddie Mac accounted for 68% of all
originations in 2009. (The government's Federal Housing Administration program accounted for a large percentage of the
remainder.) Exhibit 1 shows the historical market share of the GSEs.
Exhibit 1: GSE Market Share Growth
100%
80%
60%
40%
20%
0%
90 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09
As James B. Lockhart III—the Director (CEO) and Chairman of the Oversight Board of the Federal Housing Finance
Agency that was the regulator of Fannie and Freddie at the time of conservatorship—stated when the U.S. government
seized them, "Fannie Mae and Freddie Mac are no longer in the business of maximizing shareholder value." Rather, in our
view, the two agencies are now in the business of stabilizing the U.S. housing market.
Thus, Fannie Mae and Freddie Mac today are acting as a direct arm of the federal government providing massive federal
aid to support and revive the U.S. housing market in the midst of a crisis. At the same time, their operating structure is as
private companies operating under the conservatorship of the U.S. government. This is not a sustainable structure as is
documented in a recent report from the Government Accountability Office ("Fannie Mae and Freddie Mac: Analysis of
Options for Revising the Housing Enterprises' Long-term Structures" dated September 10, 2009).
The Problem of Capital
The GAO report presents options for Fannie and Freddie ranging from becoming full government entities to returning to
being stock-holder corporations. What the GAO report is missing, in our view, is addressing the most crucial issue
regarding the agencies: how to recapitalize them.
There are three financial issues of note that we believe help define the restructuring needs of the two agencies:
■ Operating under conservatorship, Fannie and Freddie create an unlimited government liability, as evident by the GAO
estimated need of $389 billion government support;
■ Accounting changes will balloon the balance sheets of the two companies to approximately $5.5 trillion in 2010 from
under $2 trillion today as a result of FAS 166/167, illustrating the capital needs of the companies; and
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 2
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
■ Large banks are generating large amounts of mortgage banking income as a result of the government operations in the
mortgage business. Wells Fargo, now the nation's largest mortgage lenders, had mortgage banking income in excess of
$3.5 billion in the first half of 2009.
In our view, the only viable option to limit taxpayer expense and recapitalize Fannie Mae and Freddie Mac is to set up a
Bad Fannie and Bad Freddie with the existing portfolios, and a new Fannie Mae and Freddie Mac as cooperatives of bank
mortgage lenders, along the lines of the other GSEs—the Federal Home Loan Banks.
New Agencies as Cooperatives of Mortgage Banks
There is general consensus that the primary role of the agencies in the future is in the loan guarantee business and not in
the investment business. By creating "bad banks" of the existing portfolios and putting the existing portfolios into
receivership, the government can limit its losses and define its role in supporting the mortgage industry through the crisis
and create an exit strategy.
In order for Fannie Mae and Freddie Mac to survive going forward, we believe they need to be recapitalized through
investments from the banks that benefit from their role in the secondary market. Additionally, we believe ownership
structure should be shifted over time to a cooperative of banks similar to the Federal Home Loan Bank system. Under such
an approach, the banks that originate an agency conforming loan would be required to retain 5% of the loan balance as an
equity investment in either Fannie Mae or Freddie Mac. Thus the new agencies would be recapitalized at a solid 5% level
of the new expanded balance sheets under FAS 166/167. The capital would provide a significant buffer to bondholders in
the new agencies from future losses. Further we expect that this level of capital would allow the government to sunset an
explicit guarantee of the new agencies' debt over time. We would expect the government to initially guarantee the debt of
the new agencies for a period, possibly up to five years, in order to establish the credibility of the new agencies.
We recognize that the returns on the stock investment in the new agencies would be modest given the high level of
capitalization. In Exhibit 2, we present the "normalized" balance sheet and earnings of the new agencies, assuming
guarantee fees are kept modest, investment portfolios are strictly limited to liquidity needs, and credit quality is maintained
at historically high levels. As shown, the return on the stock investment we estimate is under 5%. We believe that this
would be acceptable to the bank owners if structured correctly for three reasons:
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 3
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Prepayments 15% 15% 15% 15% 15% 20% 20% 20% 20% 20%
GSE Book of Business 1,300 2,365 3,230 3,926 4,477 4,956 5,290 5,507 5,631 5,680
Mortgage Debt Outstanding 11,000 11,220 11,444 11,673 11,907 12,145 12,388 12,636 12,888 13,146
GSE Percentage of market 11.8% 21.1% 28.2% 33.6% 37.6% 40.8% 42.7% 43.6% 43.7% 43.2%
GSE Capital Ratio 5% 5% 5% 5% 5% 5% 5% 5% 5% 5%
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 4
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
$4.0
15%
$3.0
% Chg. YoY
$ in tril.
10%
$2.0
5%
$1.0
$0.0 0%
Jan-05
Jul-05
Jan-06
Jul-06
Jan-07
Jul-07
Jan-08
Jul-08
Jan-09
Jul-09
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 5
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Unpaid Principal Balance (billions) $15.40 $195.90 $115.60 $242.30 $265.30 $25.40 $269.30 $7.90 $878.20 $2,744.20
Share of Single-Family Conventional Credit Book 0.60% 7.10% 4.20% 8.80% 9.70% 0.90% 9.80% 0.30% 32.00% 100.00%
Average Unpaid Principal Balance $137,513 $242,048 $125,165 $140,431 $141,622 $118,569 $168,784 $149,958 $152,814 $150,966
Serious Delinquency Rate 8.48% 15.09% 13.07% 9.13% 9.66% 21.37% 11.91% 21.75% 9.36% 3.94%
Origination Years 2005-2007 61.30% 80.70% 55.80% 54.10% 56.80% 69.50% 73.30% 80.80% 60.60% 40.50%
Weighted Average Original Loan-to-Value Ratio 71.20% 75.80% 76.70% 77.40% 97.20% 98.10% 72.90% 77.20% 79.30% 71.60%
Original Loan-to-Value Ratio > 90% 0.30% 9.30% 22.00% 20.90% 100.00% 100.00% 5.40% 6.80% 30.20% 9.70%
Weighted Average Mark-to-Market Loan-to-Value Ratio 97.50% 103.20% 80.40% 82.20% 101.90% 101.50% 89.00% 93.80% 88.60% 74.00%
Mark-to-Market Loan-to-Value Ratio > 100% and <= 125% 15.60% 23.10% 13.40% 13.90% 29.80% 31.20% 14.80% 17.00% 17.70% 9.10%
Mark-to-Market Loan-to-Value Ratio > 125% 33.00% 22.40% 6.60% 8.00% 13.20% 12.20% 15.30% 14.30% 11.40% 5.30%
Weighted Average FICO 702 724 588 641 695 592 718 623 686 727
FICO < 620 9.10% 1.30% 100.00% 0.00% 9.60% 100.00% 0.70% 48.00% 13.20% 4.20%
Fixed-rate 0.20% 39.60% 93.40% 92.20% 94.20% 95.50% 72.20% 74.40% 80.90% 91.10%
Primary Residence 69.70% 84.70% 96.70% 94.30% 97.20% 99.40% 77.30% 96.60% 89.30% 89.80%
Condo/Co-op 13.80% 16.50% 4.90% 6.60% 9.90% 6.00% 10.90% 4.60% 9.70% 9.30%
Credit Enhanced 74.40% 35.60% 33.50% 35.10% 91.00% 92.70% 38.90% 63.10% 43.90% 19.50%
% of 2007 Credit Losses 0.90% 15.00% 18.80% 21.90% 17.40% 6.40% 27.80% 1.00% 72.30% 100.00%
% of 2008 Credit Losses 2.90% 34.20% 11.80% 17.40% 21.30% 5.40% 45.60% 2.00% 81.30% 100.00%
% of 2008 Q3 Credit Losses 3.80% 36.20% 11.30% 16.80% 21.50% 5.40% 47.60% 2.10% 82.40% 100.00%
% of 2008 Q4 Credit Losses 2.20% 33.10% 11.50% 17.20% 23.10% 5.20% 43.20% 2.00% 81.00% 100.00%
% of 2009 Q1 Credit Losses 1.80% 34.20% 10.70% 16.00% 22.50% 6.50% 39.20% 2.00% 77.70% 100.00%
% of 2008 Q2 Credit Losses 2.20% 32.20% 9.20% 16.00% 19.70% 5.70% 41.20% 1.10% 76.00% 100.00%
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 6
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Balance (UPB $ Billions) $1,887.0 $165.2 $144.8 $11.6 $70.9 $156.2 $141.1 $13.2
Share of Total Portfolio 100% 9% 8% 1% 4% 8% 8% 1%
Original Loan-to-Value (OLTV) 71% 72% 74% 72% 77% 77% 96% 97%
OLTV > 90% 8% 4% 4% 2% 19% 17% 100% 100%
Current Loan-to-Value (CLTV) 75% 91% 103% 109% 85% 85% 102% 104%
CLTV > 90% 27% 46% 62% 66% 39% 39% 71% 70%
CLTV > 100% 17% 34% 47% 54% 26% 26% 47% 51%
CLTV > 110% 11% 26% 36% 45% 17% 17% 27% 32%
Average FICO Score 727 722 720 711 589 642 694 588
FICO < 620 4% 4% 3% 3% 100% 0% 9% 100%
Book Year
2009 13% 0% 0% 0% 1% 2% 4% 1%
2008 14% 9% 11% 0% 9% 11% 14% 6%
2007 16% 31% 42% 2% 29% 23% 31% 40%
2006 13% 28% 30% 11% 16% 17% 12% 13%
2005 13% 17% 15% 59% 13% 15% 10% 8%
2004 9% 6% 2% 27% 10% 11% 8% 8%
<= 2003 22% 9% 0% 1% 22% 21% 21% 24%
Given the higher-risk loans in both portfolios we believe that the dollar amount of losses for both companies will be
material although the percentage of losses is likely to remain moderate. Exhibit 7 shows our estimates for cumulative
losses for both companies. We estimate that the serious delinquency rate on the high risk portfolios for both companies
peaks in the 15% range while delinquencies on the prime portfolios peak at around 7%. We assume somewhat weaker
performance for Fannie Mae's guarantee portfolio, which is consistent with trends to date. Exhibit 7 also shows our best
case and stress case loss scenarios.
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 7
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Exhibit 7: Base Case, Stress Case, and Best Case Loss Scenarios
Base Case Stress Case Best Case
Fannie Freddie Fannie Freddie Fannie Freddie
Mae Mac Mae Mac Mae Mac
Balance (UPB $ Billions) $2,744.2 $1,887.0 $2,744.2 $1,887.0 $2,744.2 $1,887.0
Mortgage loans $386.4 $130.3 $386.4 $130.3 $386.4 $130.3
Total $3,130.6 $2,017.3 $3,130.6 $2,017.3 $3,130.6 $2,017.3
Average UPB per loan $150,966 $147,560 $150,966 $147,560 $150,966 $147,560
Fixed Rate (% of total portfolio) 90% 89% 90% 89% 90% 89%
Owner Occupied 90% 91% 90% 91% 90% 91%
% of Loans with Credit Enhancement 20% 17% 20% 17% 20% 17%
% Seriously Delinquent (90-day +) 3.94% 2.89% 3.94% 2.89% 3.94% 2.89%
Mortgage-related securities:
Fannie Mae single-class€MBS $242.7
Non-Fannie Mae single-class 92.3
Mortgage revenue bonds + Other 15.6
Total 350.6
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 8
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Total 788.9
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 9
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Guarantee Assets $ 2,450 1,960 1,568 1,254 1,004 803 642 514 411 329
Guarantee Fee 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25%
Credit Expense 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05%
Operating Expense 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05%
Net Guarantee Spread 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15%
Net Guarantee Income 3.7 2.9 2.4 1.9 1.5 1.2 1.0 0.8 0.6 0.5
Operating Expenses -2.0 -1.8 -1.6 -1.4 -1.3 -1.2 -1.1 -0.9 -0.9 -0.8
Net Income Pre-Tax 9.5 7.4 5.7 4.4 3.4 2.6 2.0 1.5 1.1 0.8 $ 38
Prepayment Rate 20% 20% 20% 20% 20% 20% 20% 20% 20% 20%
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 10
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Guarantee Assets $ 1,841 1,473 1,178 943 754 603 483 386 309 247
Guarantee Fee 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25%
Credit Expense 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05%
Operating Expense 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05% 0.05%
Net Guarantee Spread 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15%
Net Guarantee Income 2.8 2.2 1.8 1.4 1.1 0.9 0.7 0.6 0.5 0.4
Operating Expenses (1.5) -1.4 -1.2 -1.1 -1.0 -0.9 -0.8 -0.7 -0.6 -0.6
Net Income Pre-Tax 9.1 7.1 5.5 4.3 3.3 2.6 2.0 1.5 1.1 0.8 $ 37
Prepayment Rate 20% 20% 20% 20% 20% 20% 20% 20% 20% 20%
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 11
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Rating and Price Target History for: Fannie Mae (FNM) as of 10-16-2009
01/12/07 11/21/07 03/03/08 03/20/08 08/11/08 09/08/08
I:MP:$62 MP:$25 MP:$32 OP:$48 MP:$10 MP:$1
75
60
45
30
15
0
Q3 Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3
2007 2008 2009
Created by BlueMatrix
Rating and Price Target History for: Freddie Mac (FRE) as of 10-16-2009
01/12/07 02/21/07 11/21/07 03/20/08 05/19/08 08/07/08 09/08/08
D:NR:NA MP:$66 MP:$22 OP:$46 OP:$45 MP:$8 MP:$1
75
60
45
30
15
0
Q3 Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3
2007 2008 2009
Created by BlueMatrix
* Keefe, Bruyette & Woods, Inc. and Keefe, Bruyette and Woods Limited maintain separate research
departments; however, the following chart, "Distribution of Ratings/IB Services," reflects combined U.S.
and U.K. information related to the distribution of research ratings and the receipt of investment banking
fees.
We, Bose George, Frederick Cannon, and Jade Rahmani, hereby certify that the views expressed in this research
report accurately reflect our personal views about the subject company and its securities. We also certify that we
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 12
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
have not been, and will not be receiving direct or indirect compensation in exchange for expressing the specific
recommendation in this report.
This communication is not an offer to sell or a solicitation to buy the securities mentioned. The information relating
to any company herein is derived from publicly available sources and Keefe, Bruyette & Woods, Inc. makes no
representation as to the accuracy or completeness of such information.
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Keefe, Bruyette & Woods (KBW) Research Department provides three core ratings: Outperform, Market Perform
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KBW's investment rating and target price have been temporarily suspended due to a lack of publicly available
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Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 13
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
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KBW currently makes a market in this security FNM.
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Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 14
October 19, 2009
An Augean Task: A Government Exit Strategy to Recap FNM & FRE
Please refer to important disclosures and analyst certification information on pages 12 - 15. Page 15