Fannie Mae (FNMA/OTCQB) today announced the results of its fixed-price cash tender offers (each, an “Offer” and, collectively, the “Offers”) for any and all of certain Connecticut Avenue Securities® (CAS) Notes listed in the table below (the “Notes”) upon the terms and subject to the conditions set forth in the Offer to Purchase and related Notice of Guaranteed Delivery, each dated as of December 5, 2022 (collectively, the “Offer Documents”).
A total of approximately $3,834 million in original principal amount of Notes were validly tendered and not validly withdrawn on or before the designated expiration time for the Offers, which was 5:00 PM New York City time on December 9, 2022. The table below sets forth the original principal balance of the Notes, the percentage of original principal amount tendered, and the original principal amount tendered in the Offers.
|Name of Security||CUSIP||ISIN||Original Principal Balance1||Percentage of Original Principal Amount Tendered2||Original Principal Amount Tendered3|
|Connecticut Avenue Securities, Series 2014-C02, Class 1M-2 Notes||30711XAF1||US30711XAF15||$644,467,000.00||65.74%||$423,644,904.00|
|Connecticut Avenue Securities, Series 2014-C03, Class 1M-2 Notes||30711XAK0||US30711XAK00||$945,000,000.00||65.87%||$622,432,226.00|
|Connecticut Avenue Securities, Series 2015-C04, Class 1M-2 Notes||30711XBF0||US30711XBF06||$651,064,000.00||68.70%||$447,258,897.00|
|Connecticut Avenue Securities, Series 2015-C04, Class 2M-2 Notes||30711XBH6||US30711XBH61||$392,443,000.00||49.04%||$192,467,419.00|
|Connecticut Avenue Securities, Series 2016-C02, Class 1M-2 Notes||30711XCB8||US30711XCB82||$599,085,000.00||56.62%||$339,216,559.00|
|Connecticut Avenue Securities, Series 2016-C04, Class 1M-2 Notes||30711XDA9||US30711XDA90||$325,095,236.00||60.43%||$196,466,834.00|
|Connecticut Avenue Securities, Series 2017-C02, Class 2M-2 Notes||30711XGP3||US30711XGP33||$115,090,715.00||77.60%||$89,309,878.00|
|Connecticut Avenue Securities, Series 2017-C03, Class 1M-2 Notes||30711XJX3||US30711XJX30||$145,981,246.00||97.83%||$142,811,246.00|
|Connecticut Avenue Securities, Series 2017-C04, Class 2M-2 Notes||30711XLT9||US30711XLT99||$448,544,499.00||95.21%||$427,050,118.00|
|Connecticut Avenue Securities, Series 2017-C05, Class 1M-2 Notes||30711XNX8||US30711XNX83||$45,399,723.00||93.49%||$42,444,723.00|
|Connecticut Avenue Securities, Series 2017-C07, Class 2M-2 Notes||30711XWX8||US30711XWX82||$303,996,000.00||95.56%||$290,509,769.00|
|Connecticut Avenue Securities, Series 2018-C03, Class 1M-2 Notes||30711XJ70||US30711XJ702||$54,705,450.00||82.60%||$45,185,450.00|
|Connecticut Avenue Securities, Series 2018-C06, Class 1M-2 Notes||30711X3H5||US30711X3H56||$353,406,000.00||99.61%||$352,029,022.00|
|Connecticut Avenue Securities, Series 2018-C06, Class 2M-2 Notes||30711X5R1||US30711X5R11||$230,031,000.00||97.20%||$223,582,354.00|
1 Original Principal Balance amounts have been adjusted to reflect reported exchange activity of RCR Notes or Exchangeable Notes into Notes eligible for tender initiated during the tender offer period.
2 Rounded to the nearest hundredth of a percent.
3 Original Principal Amount tendered includes $310,443,315 of Notes tendered using the Notice of Guaranteed Delivery.
The settlement date for the Notes tendered and accepted for purchase in the Offers is expected to occur on Tuesday, December 13, 2022 (the “Settlement Date”). Any Notes tendered and accepted for purchase in the Offers using the Notice of Guaranteed Delivery are expected to be purchased on December 14, 2022.
BofA Securities acted as the designated lead dealer manager and Wells Fargo Securities acted as the designated dealer manager for the Offers. Fannie Mae engaged Hispanic-owned Great Pacific Securities and women and Black-owned Siebert Williams Shank & Co, LLC as advisors on the transaction. Global Bondholder Services Corporation was engaged as the tender agent and information agent for the Offers.
CAS Notes Tender Offer Press Release
CAS Notes Tender Offer Frequently Asked Questions
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This press release does not constitute an offer to sell or the solicitation of an offer to buy securities of Fannie Mae, including the Notes. Nothing in this press release constitutes advice on the merits of buying or selling a particular investment. Any investment decision as to any purchase or sale of securities referred to herein must be made solely on the basis of information contained in the Offer Documents, and no reliance may be placed on the completeness or accuracy of the information contained in this press release. The Offers are not being made to holders of the Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Offer to be made by a licensed broker or dealer, the Offer will be deemed to be made on behalf of the Company by BofA Securities, Inc. or Wells Fargo Securities, LLC (as applicable) or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.
You should not deal in securities unless you understand their nature and the extent of your exposure to risk. You should be satisfied that they are suitable for you in light of your circumstances and financial position. If you are in any doubt you should consult an appropriately qualified financial advisor.
This release includes forward-looking statements, including statements relating to the timing and expected settlement and closing of the purchase of the Notes in a tender offer. These forward-looking statements are based on Fannie Mae’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may turn out to be different from these statements. Factors that may lead to different results are discussed in “Risk Factors,” “Forward-Looking Statements,”” and elsewhere in the Offer Documents and the documents incorporated by reference therein. All forward-looking statements are made as of the date of this press release, and Fannie Mae assumes no obligation to update this information.
Connecticut Avenue Securities is a registered mark of Fannie Mae. Unauthorized use of this mark is prohibited.