Contrarian Corpus
activist full deck follow up
2025-01-16 · 104 pages

Fannie Mae and Freddie Mac FNMA/FMCC

Fannie and Freddie have already repaid Treasury at an 11.6% IRR; releasing them from conservatorship via modest IPOs unlocks ~$300bn of warrant value for taxpayers within two years.

Thesis

Fannie Mae and Freddie Mac, placed into conservatorship in 2008 and effectively seized via the 2012 Net Worth Sweep, have already repaid Treasury's $191bn bailout with $301bn of dividends — an 11.6% IRR and ~$25bn above the contractual 10% rate. Pershing Square argues the conservatorship was always intended to be temporary and can now be ended without Congressional action. With $131bn of retained capital already on their balance sheets, Fannie needs only a ~$5bn IPO by YE2026 and Freddie a ~$15bn IPO by YE2027 to reach a 2.5% capital ratio appropriate for low-risk mortgage guarantors. Treasury's 79.9% warrants, left intact, could generate over $300bn in proceeds for taxpayers. The deck warns against converting the Senior Preferred to common — it would trigger litigation, prevent the capital raise, and slash Treasury stake value by 12-60%. Trump's first-term unfinished business now has a four-year runway and a consummate dealmaker.

SCQA

Situation

Fannie Mae and Freddie Mac guarantee ~$7.6tn of US mortgages and enable the 30-year fixed-rate mortgage for middle-class borrowers. Placed in conservatorship after the 2008 crisis, they have operated under government control for sixteen years.

Complication

The 2012 Net Worth Sweep required the GSEs to remit 100% of earnings to Treasury. They have since repaid the $191bn bailout with $301bn of dividends (11.6% IRR), yet remain stranded under a statute meant to be temporary.

Resolution

End conservatorship without Congress: set a 2.5% capital rule, deem the Senior Preferred repaid, let GSEs retain earnings, then execute a ~$5bn Fannie IPO by YE2026 and a ~$15bn Freddie IPO by YE2027.

Reward

Taxpayers realize over $300bn by monetizing Treasury's 79.9% warrants. Fannie shares could reach ~$35 by YE2026 (vs. $6.21 today, ~5.6x); Freddie ~$39 by YE2027 (vs. $5.66, ~6.9x).

The three reasons

  1. 1

    Treasury's warrants and residual stake could generate ~$300bn for taxpayers over time

  2. 2

    Senior Preferred already repaid: Treasury has earned 11.6% IRR, $25bn above contractual 10%

  3. 3

    Ending conservatorship needs no Congress — only Treasury and FHFA approval

Primary demands

  • Release Fannie Mae and Freddie Mac from conservatorship within two years (Fannie IPO YE2026, Freddie IPO YE2027)
  • Set post-conservatorship minimum capital requirement at 2.5% rather than the current 4% FHFA rule
  • Deem Treasury's Senior Preferred Stock already repaid (11.6% IRR earned) rather than convert to common
  • Exercise Treasury's 79.9% warrants and monetize over time (~$300bn estimated value)
  • Limit government-granted benefits (SEC exemption, UST line of credit, Volcker exemption) and clarify ongoing backstop
  • Execute re-IPO at NYSE listings; leave junior preferred outstanding or convert to common on negotiated basis

KPIs cited

Proposed capital ratio
2.5% vs current FHFA rule of 4%; pre-GFC was 0.45%
Single-family guarantee book
~$7.6tn combined guarantees, 88% single-family
Treasury IRR on Senior Preferred
11.6% cash IRR; $301bn dividends vs $191bn disbursements; ~$25bn excess
Government net profit vs bailouts
$110bn (57%) on GSEs — more than AIG, GM, Citi, BAC, JPM, WFC, Chrysler combined
Warrant ownership
Treasury holds warrants for 79.9% of common stock of each GSE
FNMA illustrative share value
$34.99 per share at 12/31/26 vs current $6.21 (15.9x 2027E EPS)
FMCC illustrative share value
$38.84 per share at 12/31/27 vs current $5.66 (14.6x 2028E EPS)
Required capital raises
Fannie ~$5bn IPO (2026); Freddie ~$15bn IPO (2027)
Run-rate ROE
FNMA ~11.9-12.5%; FMCC ~10.4-10.6% — low-double-digit utility-like returns
Single-family underwriting
FICO ~754-758, LTV ~78% on 2024 YTD acquisitions — prime borrowers
Historical g-fee
~30bps long-term average 1990-2023, rising to ~55bps post-crisis
GSE retained capital
$131bn today (Fannie $83bn, Freddie $54bn at 12/31/24E) vs effectively zero pre-Trump

Pattern membership

Where this document fits across the library's 12 rhetorical / structural patterns. Orange cells are present in this deck; neutral cells are not.

Precedents cited

  • AIG bailout exit — 12% government profit, exited 2012
  • Citi, Bank of America, JPMorgan, Wells Fargo TARP bailouts
  • GM and Chrysler government bailouts
  • Large global IPOs as comps (Saudi Aramco $29bn, Alibaba $25bn, Visa $20bn, Facebook $16bn, GM $18bn)
  • Mnuchin's first-term suspension of the Net Worth Sweep (January 2021)
  • Mortgage Bankers Association 2017 GSE reform white paper
  • GGP restructuring (Pershing Square's own precedent)
  • 4,000+ prior FDIC/FSLIC/RTC conservatorships cited by Cato/Vartanian briefs

Composition what's on the 104 slides

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Notes

Not a typical activist campaign — this is a public-policy advocacy deck aimed at the incoming Trump/Bessent Treasury rather than a corporate board. Framing is built around Trump ('The Art of the Deal' title; closing Trump quote on p.103; Trump's 2021 letter on p.46 endorsing privatization). Pershing has argued this thesis since ~2014; this is a major follow-up catalyzed by Trump's election. Strong SCQA structure: Situation = GSEs in indefinite conservatorship; Complication = Treasury already repaid but stuck; Question = how to exit; Answer = 4-step framework + IPO plan. Uses Greenspan and Buffett as authority quotes against the old FIA business model rather than against current management. GGP case study is Ackman's own successful precedent. Pershing discloses only 'funds...own shares, predominantly common stock' — no specific stake percentage. Junior preferred handling described as negotiable (convert to common at IPO price assumed for modeling). Bookends: 'Art of the Deal' cover (p1) and Trump's 'deals are my art form' closing quote (p103).