Freddie Mac (OTCQB: FMCC) (the “Company”) today announced the preliminary tender results of its previously announced fixed-price cash tender offer (the “Offer”) for the purchase of any and all of the STACR® (Structured Agency Credit Risk) notes listed below (the “Notes”). Each series of Notes was issued by the STACR trust identified in the table below (each, a “Trust”). Freddie Mac is the holder of the owner certificate issued by each Trust and, as a result, the sole beneficial owner of each Trust.
The Company has conducted the Offer in accordance with the conditions set forth in the Offer to Purchase dated June 7, 2022 (the “Offer to Purchase”) and related Notice of Guaranteed Delivery dated June 7, 2022 (the “Notice of Guaranteed Delivery” and together with the Offer to Purchase, the “Offer Documents”). Capitalized terms used but not defined in this Press Release have the meanings ascribed to such terms in the Offer Documents.
As of 5 p.m., New York City time, on Monday, June 13, 2022 (the “Expiration Time”), approximately $2,489 million aggregate original principal amount of the Notes had been validly tendered and not properly withdrawn as set forth in the table below:
|STACR Trust||Series of Note||CUSIP Number||ISIN Number||Original Principal Amounts1,3||Percentage of Original Principal Amounts Tendered and Accepted2,3||Original Principal Amounts Tendered and Accepted3|
|STACR Trust 2018-DNA2||STACR 2018-DNA2 M-2||35563TAB7||US35563TAB70||$451,954,036||98.39%||$444,674,036|
|STACR Trust 2018-HQA2||STACR 2018-HQA2 M-2||35563XAH5||US35563XAH52|| 416,906,000||87.27%|| 363,829,257|
|STACR Trust 2018-DNA3||STACR 2018-DNA3 M-2||35563WAH7||US35563WAH79|| 354,614,034||97.54%|| 345,875,493|
|STACR Trust 2019-DNA1||STACR 2019-DNA1 M-2||35563KAH3||US35563KAH32|| 327,000,000||99.97%|| 326,895,000|
|STACR Trust 2019-HQA1||STACR 2019-HQA1 M-2||35563MAH9||US35563MAH97|| 305,000,000||99.36%|| 303,035,000|
|STACR Trust 2019-DNA2||STACR 2019-DNA2 M-2||35564LAH0||US35564LAH06|| 352,000,000||90.08%|| 317,066,000|
|STACR Trust 2019-HQA2||STACR 2019-HQA2 M-2||35564MAH8||US35564MAH88|| 280,000,000||98.36%|| 275,415,000|
|STACR Trust 2019-HRP1||STACR 2019-HRP1 M-2||35564RAK0||US35564RAK05|| 112,000,000||100.00%|| 112,000,000|
1 Original principal amounts have been adjusted to reflect reported exchange activity of MAC notes or exchangeable notes into eligible Notes initiated during the tender offer period. Reported exchange activity results are preliminary and are subject to change.
2 Rounded to the nearest hundredth of a percent.
3 For STACR 2018-DNA3 M-2, the original principal amount tendered and accepted includes $2,200,000 expected to be tendered by guaranteed delivery prior to the guaranteed delivery deadline. The guaranteed delivery deadline is 5 p.m. on Wednesday, June 15, 2022.
The settlement date for the Notes tendered and accepted for purchase in the Offer is expected to occur on Wednesday, June 15, 2022. Any Notes tendered and accepted for purchase in the Offer using the Notice of Guaranteed Delivery are expected to be purchased on Thursday, June 16, 2022.
BofA Securities, Inc. and Citigroup Global Markets Inc. are the lead dealer managers and CastleOak Securities, L.P. is a co-dealer manager for the Offer. For additional information regarding the terms of the Offer, please contact BofA Securities, Inc. at (980) 387-3907 or (888) 292-0070 (toll-free); Citigroup Global Markets Inc. at 212-733-6106 or (800) 558-3745 (toll free); CastleOak Securities, L.P. at (212) 610-5593. Requests for Offer Documents may be directed to Global Bondholder Services Corporation, as tender agent, at (212) 430-3774 or (855) 654-2015 (toll-free) or by email at email@example.com.
This announcement does not constitute an invitation to participate in the Offer in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such Offer under applicable securities laws or otherwise. The distribution of materials relating to the Offer, and the transactions contemplated by the Offer, may be restricted by law in certain jurisdictions where it is legal to do so. The Offer is void in all jurisdictions where it is prohibited. If materials relating to the Offer come into your possession, you are required by Freddie Mac to inform yourself of and to observe all of these restrictions. The materials relating to the Offer do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that the Offer be made by a licensed broker or dealer and a dealer manager or any affiliate of a dealer manager is a licensed broker or dealer in that jurisdiction, the Offer shall be deemed to be made by the dealer manager or such affiliate on behalf of Freddie Mac in that jurisdiction.
About Freddie Mac Single-Family Credit Risk Transfer
Freddie Mac’s Single-Family CRT programs transfer credit risk away from U.S. taxpayers to global private capital via securities and (re)insurance policies. We founded the GSE Single-Family CRT market when we issued our first Structured Agency Credit Risk (STACR®) notes in July 2013. In November 2013, we introduced our Agency Credit Insurance Structure® (ACIS®) program. Today, CRT serves as the primary source of private capital investment in residential mortgage credit. For specific STACR and ACIS transaction data, please visit Clarity, our CRT data intelligence portal.
About Freddie Mac
Freddie Mac makes home possible for millions of families and individuals by providing mortgage capital to lenders. Since our creation by Congress in 1970, we’ve made housing more accessible and affordable for homebuyers and renters in communities nationwide. We are building a better housing finance system for homebuyers, renters, lenders, investors and taxpayers. Learn more at FreddieMac.com, Twitter @FreddieMac, and Freddie Mac’s blog FreddieMac.com/blog.
MEDIA CONTACT: Fred Solomon