Second Quarter 2021 10-Q
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2021 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) Federally chartered 8200 Jones Branch Drive 52-0904874 22102-3110 (703) 903-2000 corporation McLean, Virginia (State or other jurisdiction of (I.R.S. Employer (Zip Code) (Registrant’s telephone number, incorporation or organization) Identification No.) (Address of principal executive offices) including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered None N/A N/A 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. ☒ Yes ☐ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). ☒ Yes ☐ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of July 13, 2021, there were 650,059,553 shares of the registrant’s common stock outstanding. Table of Contents Table of Contents Page MANAGEMENT'S DISCUSSION AND ANALYSIS OF 1 FINANCIAL CONDITION AND RESULTS OF OPERATIONS n Introduction 1 n Market Conditions and Economic Indicators 7 n Consolidated Results of Operations 12 n Consolidated Balance Sheets Analysis 20 n Our Portfolios 21 n Our Business Segments 24 n Risk Management 37 l Credit Risk 37 l Market Risk 56 n Liquidity and Capital Resources 59 n Critical Accounting Policies and Estimates 65 n Regulation and Supervision 66 n Forward-Looking Statements 68 FINANCIAL STATEMENTS 71 OTHER INFORMATION 138 CONTROLS AND PROCEDURES 140 EXHIBIT INDEX 141 SIGNATURES 142 FORM 10-Q INDEX 143 Freddie Mac 2Q 2021 Form 10-Q i Table of Contents MD&A TABLE INDEX Table Description Page 1 Summary of Condensed Consolidated Statements of Comprehensive Income (Loss) 12 2 Components of Net Interest Income 13 3 Analysis of Net Interest Yield 14 4 Components of Guarantee Income 15 5 Components of Investment Gains (Losses), Net 16 6 Components of Mortgage Loans Gains (Losses) 16 7 Components of Investment Securities Gains (Losses) 17 8 Components of Debt Gains (Losses) 17 9 Components of Derivative Gains (Losses) 18 10 Components of Benefit (Provision) for Credit Losses 18 11 Summarized Condensed Consolidated Balance Sheets 20 12 Mortgage Portfolio 21 13 Guarantee Portfolio 22 14 Mortgage-Related Investments Portfolio 22 15 Single-Family Segment Financial Results 30 16 Multifamily Segment Financial Results 36 17 Single-Family New Business Activity 38 18 Single-Family Mortgage Portfolio CRT Issuance 39 19 Single-Family Mortgage Portfolio Credit Enhancement Coverage Outstanding 39 20 Serious Delinquency Rates for Credit-Enhanced and Non-Credit-Enhanced Loans in Our Single-Family Mortgage Portfolio 40 21 Credit Enhancement Coverage by Year of Origination 40 22 Single-Family Mortgage Portfolio Without Credit Enhancement 41 23 Details of Single-Family Credit Enhancement Costs, Investment Gains (Losses), and Recoveries 41 24 Single-Family Credit Enhancement Receivables 41 25 Credit Quality Characteristics of Our Single-Family Mortgage Portfolio 42 26 Single-Family Mortgage Portfolio Attribute Combinations 42 27 Alt-A Loans in Our Single-Family Mortgage Portfolio 43 28 Concentration of Credit Risk of Our Single-Family Mortgage Portfolio 44 29 Credit Quality Characteristics of Our Single-Family Loans in Forbearance 44 30 Single-Family Loans in Forbearance Plans by Payment Status 45 31 Accrued Interest Receivable Related to Single-Family Loans in Forbearance 45 32 Single-Family Loans that Received Forbearance 46 33 Single-Family Allowance for Credit Losses Activity 46 34 Single-Family Mortgage Portfolio Credit Performance Metrics 47 35 Single-Family TDR and Non-Accrual Loans 47 36 Foregone Interest Income on Single-Family TDRs and Non-Accrual Loans 48 37 Single-Family TDR Loan Activity 48 38 Single-Family Sales and Securitization of Seasoned Loans 50 39 Single-Family REO Activity 50 40 Multifamily Loans that Received Forbearance 52 41 Multifamily Allowance for Credit Losses Activity 52 42 Multifamily Mortgage Portfolio CRT Issuance 52 43 Credit-Enhanced and Non-Credit-Enhanced Loans Underlying Our Multifamily Mortgage Portfolio 53 44 Level of Subordination Outstanding 53 45 Credit Quality of Our Multifamily Mortgage Portfolio Without Credit Enhancement 53 Freddie Mac 2Q 2021 Form 10-Q ii Table of Contents Table Description Page 46 Single-Family Mortgage Portfolio Non-Depository Servicers 54 47 Single-Family Mortgage Insurers 54 48 Single-Family ACIS Counterparties 55 49 PVS-YC and PVS-L Results Assuming Shifts of the LIBOR Yield Curve 56 50 Duration Gap and PVS Results 57 51 PVS-L Results Before Derivatives and After Derivatives 57 52 Earnings Sensitivity to Changes in Interest Rates 58 53 Liquidity Sources 59 54 Other Investments Portfolio 59 55 Funding Sources 60 56 Debt of Freddie Mac Activity 61 57 Activity for Debt Securities of Consolidated Trusts Held by Third Parties 63 58 Net Worth Activity 64 59 Forecasted House Price Growth Rates 65 Freddie Mac 2Q 2021 Form 10-Q iii Management's Discussion and Analysis Introduction Management's Discussion and Analysis of Financial Condition and Results of Operations This Quarterly Report on Form 10-Q includes forward-looking statements that are based on current expectations, including the effects the COVID-19 pandemic and the actions taken in response may have on our liquidity, business activities, financial condition, and results of operations, and that are subject to significant risks and uncertainties. These forward-looking statements are made as of the date of this Form 10-Q. 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 the MD&A - Forward- Looking Statements section of this Form 10-Q and the Introduction and Risk Factors sections of our Annual Report on Form 10-K for the year ended December 31, 2020, or 2020 Annual Report. Throughout this Form 10-Q, we use certain acronyms and terms that are defined in the Glossary of our 2020 Annual Report. You should read the following MD&A in conjunction with our 2020 Annual Report and our condensed consolidated financial statements and accompanying notes for the three and six months ended June 30, 2021 included in Financial Statements. INTRODUCTION Freddie Mac is a GSE chartered by Congress in 1970. Our public mission is to provide liquidity, stability, and affordability to the U.S. housing market. We do this primarily by purchasing residential mortgage loans originated by lenders. In most instances, we package these loans into guaranteed mortgage-related securities, which are sold in the global capital markets, and transfer interest-rate and liquidity risks to third-party investors. In addition, we transfer mortgage credit risk exposure to third-party investors through our credit risk transfer programs, which include securities- and insurance-based offerings. We also invest in mortgage loans and mortgage-related securities. We do not originate loans or lend money directly to mortgage borrowers. We support the U.S. housing market and the overall economy by enabling America's families to access mortgage loan funding with better terms and by providing consistent liquidity to the single-family and multifamily mortgage markets. We have helped many distressed borrowers keep their homes or avoid foreclosure and have helped many distressed renters avoid eviction. We are working with FHFA, our customers, and the industry to build a better housing finance system for the nation. COVID-19 Pandemic Response Efforts Throughout the COVID-19 pandemic, we have remained focused on serving our mission and the crucial role we play in the U.S. housing finance system while supporting the health and safety of our communities, customers, and staff. We continue to actively monitor the effects of the pandemic and to make decisions based on guidance from national, state, and local governments and public health authorities, including the U.S. CDC. More than 95% of our staff continued to work remotely as of June 30, 2021. We have started planning for our staff to return to the office. The decision as to timing will be informed by local infection rates, CDC guidance, and other factors.