Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________________________ 
FORM 10-Q
 __________________________________________________
ý
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2016
OR
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 001-34057
__________________________________________________
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AGNC INVESTMENT CORP.
(Exact name of registrant as specified in its charter)
__________________________________________________
Delaware
 
26-1701984
(State or Other Jurisdiction of
Incorporation or Organization)
 
(I.R.S. Employer
Identification No.)
2 Bethesda Metro Center, 12th Floor
Bethesda, Maryland 20814
(Address of principal executive offices)
(301) 968-9315
(Registrant’s telephone number, including area code)
 __________________________________________________
Indicate by check mark whether the registrant (1) has filed all reports 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 earlier 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  ý    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).    Yes  ý    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
ý
 
Accelerated filer
¨
 
 
 
 
 
Non-accelerated filer
¨
(Do not check if a smaller reporting company)
Smaller Reporting Company
¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  ý  
The number of shares of the issuer's common stock, $0.01 par value, outstanding as of October 31, 2016 was 331,046,077.
 



AGNC INVESTMENT CORP.
TABLE OF CONTENTS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


1


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

AGNC INVESTMENT CORP.
CONSOLIDATED BALANCE SHEETS
(in millions, except per share data)

 
September 30, 2016
 
December 31, 2015
 
(Unaudited)
 
 
Assets:
 
 
 
Agency securities, at fair value (including pledged securities of $44,089 and $48,380, respectively)
$
46,328

 
$
51,331

Agency securities transferred to consolidated variable interest entities, at fair value (pledged securities)
890

 
1,029

Non-agency securities, at fair value (pledged securities)
102

 
113

Credit risk transfer securities, at fair value
36

 
—

U.S. Treasury securities, at fair value (pledged securities)
45

 
25

REIT equity securities, at fair value
—

 
33

Cash and cash equivalents
1,254

 
1,110

Restricted cash and cash equivalents
681

 
1,281

Derivative assets, at fair value
61

 
81

Receivable for securities sold (pledged securities)
228

 
—

Receivable under reverse repurchase agreements
5,441

 
1,713

Goodwill and other intangible assets, net
555

 
—

Other assets
268

 
305

Total assets
$
55,889

 
$
57,021

Liabilities:
 
 
 
Repurchase agreements
$
37,668

 
$
41,754

Federal Home Loan Bank advances
3,037

 
3,753

Debt of consolidated variable interest entities, at fair value
494

 
595

Payable for securities purchased
251

 
182

Derivative liabilities, at fair value
947

 
935

Dividends payable
66

 
74

Obligation to return securities borrowed under reverse repurchase agreements, at
fair value
5,424

 
1,696

Accounts payable and other accrued liabilities
71

 
61

Total liabilities
47,958

 
49,050

Stockholders' equity:
 
 
 
Preferred stock - $0.01 par value; 10.0 shares authorized:
 
 
 
Redeemable Preferred Stock; $0.01 par value; 6.9 shares issued and outstanding (aggregate liquidation preference of $348)
336

 
336

Common stock - $0.01 par value; 600.0 shares authorized;
 
 
 
331.0 and 337.5 shares issued and outstanding, respectively
3

 
3

Additional paid-in capital
9,932

 
10,048

Retained deficit
(3,350
)
 
(2,350
)
Accumulated other comprehensive income (loss)
1,010

 
(66
)
Total stockholders' equity
7,931

 
7,971

Total liabilities and stockholders' equity
$
55,889

 
$
57,021

See accompanying notes to consolidated financial statements.

2


AGNC INVESTMENT CORP.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(in millions, except per share data)

 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2016
 
2015
 
2016
 
2015
Interest income:
 
 
 
 
 
 
 
Interest income
$
315

 
$
295

 
$
928

 
$
1,092

Interest expense
96

 
77

 
296

 
244

Net interest income
219

 
218

 
632

 
848

Other gain (loss), net:
 
 
 
 
 
 
 
Gain (loss) on sale of mortgage-backed securities, net
61

 
(39
)
 
114

 
(25
)
Gain (loss) on derivative instruments and other securities, net
242

 
(778
)
 
(1,058
)
 
(1,090
)
Management fee income
4

 
—

 
4

 
—

Total other gain (loss), net
307

 
(817
)
 
(940
)
 
(1,115
)
Expenses:
 
 
 
 
 
 
 
Management fee expense
—

 
29

 
52

 
88

Compensation and benefits
9

 
—

 
9

 
—

Other operating expenses
6

 
5

 
27

 
18

Total operating expenses
15

 
34

 
88

 
106

Net income (loss)
511

 
(633
)
 
(396
)
 
(373
)
Dividend on preferred stock
7

 
7

 
21

 
21

Net income (loss) available (attributable) to common stockholders
$
504

 
$
(640
)
 
$
(417
)
 
$
(394
)
 
 
 
 
 
 
 
 
Net income (loss)
$
511

 
$
(633
)
 
$
(396
)
 
$
(373
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
Unrealized gain (loss) on available-for-sale securities, net
(97
)
 
467

 
1,038

 
(14
)
Unrealized gain on derivative instruments, net
7

 
24

 
38

 
79

Other comprehensive income (loss)
(90
)
 
491

 
1,076

 
65

Comprehensive income (loss)
421

 
(142
)
 
680

 
(308
)
Dividend on preferred stock
7

 
7

 
21

 
21

Comprehensive income (loss) available (attributable) to common stockholders
$
414

 
$
(149
)
 
$
659

 
$
(329
)
 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding - basic and diluted
331.0

 
347.8

 
332.1

 
350.9

Net income (loss) per common share - basic and diluted
$
1.52

 
$
(1.84
)
 
$
(1.26
)
 
$
(1.12
)
Dividends declared per common share
$
0.56

 
$
0.60

 
$
1.76

 
$
1.88

See accompanying notes to consolidated financial statements.

3

AGNC INVESTMENT CORP.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(Unaudited)
(in millions)

 
Preferred Stock
 
Common Stock
 
Additional
Paid-in
Capital
 
Retained
Deficit
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
 
Shares
 
Amount
 
Shares
 
Amount
 
Balance, December 31, 2014
6.9

 
$
336

 
352.8

 
$
4

 
$
10,332

 
$
(1,674
)
 
$
430

 
$
9,428

Net loss
—

 
—

 
—

 
—

 
—

 
(373
)
 
—

 
(373
)
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrealized loss on available-for-sale securities, net
—

 
—

 
—

 
—

 
—

 
—

 
(14
)
 
(14
)
Unrealized gain on derivative instruments, net
—

 
—

 
—

 
—

 
—

 
—

 
79

 
79

Repurchase of common stock
—

 
—

 
(6.3
)
 
(1
)
 
(123
)
 
—

 
—

 
(124
)
Preferred dividends declared
—

 
—

 
—

 
—

 
—

 
(21
)
 
—

 
(21
)
Common dividends declared
—

 
—

 
—

 
—

 
—

 
(659
)
 
—

 
(659
)
Balance, September 30, 2015
6.9

 
$
336

 
346.5

 
$
3

 
$
10,209

 
$
(2,727
)
 
$
495

 
$
8,316

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, December 31, 2015
6.9

 
$
336

 
337.5

 
$
3

 
$
10,048

 
$
(2,350
)
 
$
(66
)
 
$
7,971

Net loss
—

 
—

 
—

 
—

 
—

 
(396
)
 
—

 
(396
)
Other comprehensive income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrealized gain on available-for-sale securities, net
—

 
—

 
—

 
—

 
—

 
—

 
1,038

 
1,038

Unrealized gain on derivative instruments, net
—

 
—

 
—

 
—

 
—

 
—

 
38

 
38

Repurchase of common stock
—

 
—

 
(6.5
)
 
—

 
(116
)
 
—

 
—

 
(116
)
Preferred dividends declared
—

 
—

 
—

 
—

 
—

 
(21
)
 
—

 
(21
)
Common dividends declared
—

 
—

 
—

 
—

 
—

 
(583
)
 
—

 
(583
)
Balance, September 30, 2016
6.9

 
$
336

 
331.0

 
$
3

 
$
9,932

 
$
(3,350
)
 
$
1,010

 
$
7,931


See accompanying notes to consolidated financial statements.


4


AGNC INVESTMENT CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in millions) 

 
Nine Months Ended September 30,
 
2016
 
2015
Operating activities:
 
 
 
Net loss
$
(396
)
 
$
(373
)
Adjustments to reconcile net loss to net cash provided by operating activities:
 
 
 
Amortization of premiums and discounts on mortgage-backed securities, net
394

 
330

Amortization of accumulated other comprehensive loss on interest rate swaps de-designated as qualifying hedges
38

 
79

Amortization of intangible assets
1

 
—

Stock based compensation
1

 
—

(Gain) loss on sale of mortgage-backed securities, net
(114
)
 
25

Loss on derivative instruments and other securities, net
1,058

 
1,090

(Increase) decrease in other assets
37

 
(73
)
Increase (decrease) in accounts payable and other accrued liabilities
10

 
(8
)
Net cash provided by operating activities
1,029

 
1,070

Investing activities:
 
 
 
Purchases of mortgage-backed securities
(17,275
)
 
(23,792
)
Proceeds from sale of mortgage-backed securities
17,032

 
22,615

Principal collections on mortgage-backed securities
5,997

 
6,177

Purchases of credit risk transfer securities
(36
)
 
—

Purchases of U.S. Treasury securities
(2,178
)
 
(46,774
)
Proceeds from sale of U.S. Treasury securities
5,741

 
44,237

Net proceeds from (payments on) reverse repurchase agreements
(3,728
)
 
3,755

Net payments on other derivative instruments
(892
)
 
(85
)
Purchases of REIT equity securities
—

 
(11
)
Proceeds from sale of REIT equity securities
39

 
35

Purchase of AGNC Mortgage Management, LLC, net of cash acquired
(555
)
 
—

(Increase) decrease in restricted cash and cash equivalents
577

 
(700
)
Other investing cash flows, net
—

 
(28
)
Net cash provided by investing activities
4,722

 
5,429

Financing activities:
 
 
 
Proceeds from repurchase arrangements
196,015

 
317,718

Payments on repurchase agreements
(200,078
)
 
(327,000
)
Proceeds from Federal Home Loan Bank advances
2,098

 
5,437

Payments on Federal Home Loan Bank advances
(2,814
)
 
(1,935
)
Payments on debt of consolidated variable interest entities
(100
)
 
(121
)
Payments for common stock repurchases
(116
)
 
(124
)
Cash dividends paid
(612
)
 
(689
)
Net cash used in financing activities
(5,607
)
 
(6,714
)
Net change in cash and cash equivalents
144

 
(215
)
Cash and cash equivalents at beginning of period
1,110

 
1,720

Cash and cash equivalents at end of period
$
1,254

 
$
1,505

See accompanying notes to consolidated financial statements.

5


AGNC INVESTMENT CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Unaudited Interim Consolidated Financial Statements
The unaudited interim consolidated financial statements of AGNC Investment Corp. (referred throughout this report as the "Company", "we", "us" and "our") are prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 10 of Regulation S-X. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
Our unaudited interim consolidated financial statements include the accounts of all of our wholly-owned subsidiaries and variable interest entities for which we are the primary beneficiary. Significant intercompany accounts and transactions have been eliminated. In the opinion of management, all adjustments, consisting solely of normal recurring accruals, necessary for the fair presentation of financial statements for the interim period have been included. The current period’s results of operations are not necessarily indicative of results that ultimately may be achieved for the year.

Note 2. Organization
We were organized in Delaware on January 7, 2008, and commenced operations on May 20, 2008 following the completion of our initial public offering ("IPO"). Our common stock is traded on The NASDAQ Global Select Market under the symbol "AGNC."
We operate so as to qualify to be taxed as a real estate investment trust ("REIT") under the Internal Revenue Code of 1986, as amended (the "Internal Revenue Code"). As a REIT, we are required to distribute annually 90% of our taxable net income. As long as we continue to qualify as a REIT, we will generally not be subject to U.S. federal or state corporate taxes on our taxable net income to the extent that we distribute our annual taxable net income to our stockholders on a timely basis. It is our intention to distribute 100% of our taxable net income, after application of available tax attributes, within the limits prescribed by the Internal Revenue Code, which may extend into the subsequent taxable year.
We invest primarily in agency mortgage-backed securities ("agency MBS") on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations ("CMOs") for which the principal and interest payments are guaranteed by a government-sponsored enterprise, such as the Federal National Mortgage Association ("Fannie Mae") and the Federal Home Loan Mortgage Corporation ("Freddie Mac"), or by a U.S. Government agency, such as the Government National Mortgage Association ("Ginnie Mae") (collectively referred to as "GSEs"). We may also invest in other types of mortgage and mortgage-related securities, such as credit risk transfer ("CRT") securities and non-agency residential and commercial mortgage-backed securities, where repayment of principal and interest is not guaranteed by a GSE or U.S. Government agency.
Our principal objective is to provide our stockholders with attractive risk-adjusted returns through a combination of monthly dividends and net asset value (also referred to as "net book value," "NAV" and "stockholders' equity") accretion. We generate income from the interest earned on our investment assets, net of associated borrowing and hedging activities, and net realized gains and losses on our investments and hedging activities. We fund our investments primarily through short-term borrowings structured as repurchase agreements.
Prior to July 1, 2016, we were externally managed by AGNC Management, LLC, (formerly known as American Capital AGNC Management, LLC) (our "Manager"). On July 1, 2016, we completed the acquisition of all of the outstanding membership interests of AGNC Mortgage Management, LLC ("AMM," formerly known as American Capital Mortgage Management, LLC ), the parent company of our Manager, from American Capital Asset Management, LLC ("ACAM"), a wholly owned portfolio company of American Capital, Ltd. ("ACAS"). AMM is also the parent company of MTGE Management, LLC ("MTGE Manager," formerly known as American Capital MTGE Management, LLC), the external manager of MTGE Investment Corp. ("MTGE," formerly known as American Capital Mortgage Investment Corp.). Following the closing of the acquisition of AMM, we became internally managed and are no longer affiliated with ACAS. (See Note 10 for further details.)


6


Note 3. Summary of Significant Accounting Policies
Investment Securities
Accounting Standards Codification ("ASC") Topic 320, Investments—Debt and Equity Securities ("ASC 320"), requires that at the time of purchase, we designate a security as held-to-maturity, available-for-sale or trading, depending on our ability and intent to hold such security to maturity. Securities classified as trading and available-for-sale are reported at fair value, while securities classified as held-to-maturity are reported at amortized cost. We may sell any of our securities as part of our overall management of our investment portfolio. Accordingly, we typically designate our investment securities as available-for-sale, unless we have elected the fair value option for such securities under ASC Topic 825, Financial Instruments. All securities classified as available-for-sale are reported at fair value, with unrealized gains and losses reported in accumulated other comprehensive income (loss) ("OCI"), a separate component of stockholders' equity. Upon the sale of a security designated as available-for-sale, we determine the cost of the security and the amount of unrealized gains or losses to reclassify out of accumulated OCI into earnings based on the specific identification method.
If we designate a security as trading or if we elect the fair value option for a security, changes in the fair value of such security are reflected in net income through other gain (loss) during the period in which they occur. We have elected the fair value option to account for CRT securities, interest-only securities and inverse interest-only securities (together referred to as "interest-only securities") and principal-only securities as this election simplifies the accounting for such securities.
CRT securities are risk sharing instruments issued by the GSEs, and similarly structured transactions issued by third party market participants, that transfer a portion of the risk associated with credit losses within pools of conventional residential mortgage loans from the GSEs and/or third parties to private investors. Unlike agency MBS, full repayment of the original principal balance of CRT securities is not guaranteed by a GSE or government agency; rather, "credit risk transfer" is achieved by writing down the outstanding principal balance of the CRT securities if credit losses on a related pool of loans exceed certain thresholds. By reducing the amount that they are obligated to repay to holders of CRT securities, the GSEs and/or other third parties are able to offset credit losses on the related loans.
Non-agency MBS are backed by residential or commercial mortgage loans packaged and securitized by a private institution, such as a commercial bank. Non-agency MBS typically benefit from credit enhancements derived from structural elements, such as subordination, overcollateralization or insurance, but nonetheless carry a higher level of credit exposure than agency MBS.
Interest-only securities represent the right to receive a specified proportion of the contractual interest flows of specific agency CMO securities. Principal-only securities represent the right to receive the contractual principal flows of specific agency CMO securities. Our investments in interest and principal-only securities are included in agency securities, at fair value on the accompanying consolidated balance sheets.
REIT equity securities represent investments in the common stock of other publicly traded mortgage REITs that invest predominantly in agency MBS. We designate our investments in REIT equity securities as trading securities and report them at fair value on the accompanying consolidated balance sheets.
We estimate the fair value of agency and non-agency MBS and CRT securities based on a market approach using "Level 2" inputs from third-party pricing services and non-binding dealer quotes derived from common market pricing methods. Such methods incorporate, but are not limited to, reported trades and executable bid and asked prices for similar securities, benchmark interest rate curves, such as the spread to the U.S. Treasury rate and interest rate swap curves, convexity, duration and the underlying characteristics of the particular security, including coupon, periodic and life caps, rate reset period, issuer, additional credit support and expected life of the security. We estimate the fair value of our REIT equity securities based on a market approach using "Level 1" inputs based on quoted market prices. Refer to Note 8 for further discussion of fair value measurements.
We evaluate our investments designated as available-for-sale for other-than-temporary impairment ("OTTI") on at least a quarterly basis. The determination of whether a security is other-than-temporarily impaired may involve judgments and assumptions based on subjective and objective factors. When a security is impaired, an OTTI is considered to have occurred if any one of the following three conditions exists as of the financial reporting date: (i) we intend to sell the security (that is, a decision has been made to sell the security), (ii) it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis or (iii) we do not expect to recover the security's amortized cost basis, even if we do not intend to sell the security and it is not more likely than not that we will be required to sell the security. A general allowance for unidentified impairments in a portfolio of securities is not permitted.

7


Interest Income
Interest income is accrued based on the outstanding principal amount of the investment securities and their contractual terms. Premiums or discounts associated with the purchase of agency and non-agency MBS are amortized or accreted into interest income, respectively, over the projected lives of the securities, including contractual payments and estimated prepayments using the effective interest method in accordance with ASC Subtopic 310-20, Receivables—Nonrefundable Fees and Other Costs ("ASC 310-20").
We estimate long-term prepayment speeds of our mortgage securities using a third-party service and market data. The third-party service estimates prepayment speeds using models that incorporate the forward yield curve, current mortgage rates and mortgage rates of the outstanding loans, age and size of the outstanding loans, loan-to-value ratios, interest rate volatility and other factors. We review the prepayment speeds estimated by the third-party service and compare the results to market consensus prepayment speeds, if available. We also consider historical prepayment speeds and current market conditions to validate the reasonableness of the prepayment speeds estimated by the third-party service and, based on our judgment, we may make adjustments to its estimates. Actual and anticipated prepayment experience is reviewed quarterly and effective yields are recalculated when differences arise between (i) our previously estimated future prepayments and (ii) the actual prepayments to date plus our currently estimated future prepayments. If the actual and estimated future prepayment experience differs from our prior estimate of prepayments, we are required to record an adjustment in the current period to the amortization or accretion of premiums and discounts for the cumulative difference in the effective yield through the reporting date.

At the time we purchase CRT securities, we determine an effective yield based on our estimate of the timing and amount of future cash flows and our cost basis. Our initial cash flow estimates for these investments are based on our observations of current information and events and include assumptions related to interest rates, prepayment rates and the impact of default and severity rates on the timing and amount of credit losses. On at least a quarterly basis, we review the estimated cash flows and make appropriate adjustments, based on inputs and analysis received from external sources, internal models, and our judgment about interest rates, prepayment rates, the timing and amount of credit losses, and other factors. Any resulting changes in effective yield are recognized prospectively based on the current amortized cost of the investment as adjusted for credit impairment, if any.
Derivative Instruments
We use a variety of derivative instruments to hedge a portion of our exposure to market risks, including interest rate, prepayment, extension and liquidity risk. The objective of our risk management strategy is to reduce fluctuations in net book value over a range of interest rate scenarios. In particular, we attempt to mitigate the risk of the cost of our variable rate liabilities increasing during a period of rising interest rates. The principal instruments that we use are interest rate swaps and options to enter into interest rate swaps ("swaptions"). We also utilize U.S. Treasury securities and U.S. Treasury futures contracts, primarily through short sales, and forward contracts for the purchase or sale of agency MBS securities on a generic pool basis in the "to-be-announced" market ("TBA securities") and on a specified pool basis. We may also purchase or write put or call options on TBA securities and invest in mortgage and other types of derivatives, such as interest and principal-only securities.
We also enter into TBA contracts as a means of investing in and financing agency securities (thereby increasing our "at risk" leverage) or as a means of disposing of or reducing our exposure to agency securities (thereby reducing our "at risk" leverage). Under TBA contracts, we agree to purchase or sell, for future delivery, agency securities with certain principal and interest terms and certain types of collateral, but the particular agency securities to be delivered are not identified until shortly before the TBA settlement date. We may also choose, prior to settlement, to move the settlement of these securities out to a later date by entering into an offsetting short or long position (referred to as a "pair off"), net settling the paired off positions for cash, and simultaneously purchasing or selling a similar TBA contract for a later settlement date. This transaction is commonly referred to as a "dollar roll." The agency securities purchased or sold for a forward settlement date are typically priced at a discount to agency securities for settlement in the current month. This difference (or discount) is referred to as the "price drop." The price drop is the economic equivalent of net interest carry income on the underlying agency securities over the roll period (interest income less implied financing cost) and is commonly referred to as "dollar roll income/loss." Consequently, forward purchases of agency securities and dollar roll transactions represent a form of off-balance sheet financing.
We account for derivative instruments in accordance with ASC Topic 815, Derivatives and Hedging ("ASC 815"). ASC 815 requires an entity to recognize all derivatives as either assets or liabilities in our accompanying consolidated balance sheets and to measure those instruments at fair value.
Our derivative agreements generally contain provisions that allow for netting or setting off derivative assets and liabilities with the counterparty; however, we report related assets and liabilities on a gross basis in our consolidated balance sheets. Derivative instruments in a gain position are reported as derivative assets at fair value and derivative instruments in a loss position are reported as derivative liabilities at fair value in our consolidated balance sheets. Changes in fair value of derivative instruments and periodic settlements related to our derivative instruments are recorded in gain (loss) on derivative instruments and other securities, net in

8


our consolidated statements of comprehensive income. Cash receipts and payments related to derivative instruments are classified in our consolidated statements of cash flows according to the underlying nature or purpose of the derivative transaction, generally in the investing section.
The use of derivative instruments creates exposure to credit risk relating to potential losses that could be recognized in the event that the counterparties to these instruments fail to perform their obligations under the contracts. We attempt to minimize this risk by limiting our counterparties to major financial institutions with acceptable credit ratings, monitoring positions with individual counterparties and adjusting posted collateral as required.
Discontinuation of hedge accounting for interest rate swap agreements
Prior to fiscal year 2011, we entered into interest rate swap agreements typically with the intention of qualifying for hedge accounting under ASC 815. However, during fiscal year 2011, we elected to discontinue hedge accounting for our interest rate swaps. Upon discontinuation of hedge accounting, the net deferred loss related to our de-designated interest rate swaps remained in accumulated OCI and is being reclassified from accumulated OCI into interest expense on a straight-line basis over the remaining term of each interest rate swap through October 2016.
Interest rate swap agreements
We use interest rate swaps to hedge the variable cash flows associated with borrowings made under our repurchase agreement facilities. Under our interest rate swap agreements, we typically pay a fixed rate and receive a floating rate based on one, three or six-month LIBOR ("payer swaps") with terms up to 20 years. The floating rate we receive under our swap agreements has the effect of offsetting the repricing characteristics of our repurchase agreements and cash flows on such liabilities. Our swap agreements are privately negotiated in the over−the−counter ("OTC") market, with swap agreements entered into subsequent to May 2013 subject to central clearing through a registered commodities exchange ("centrally cleared swaps").
We estimate the fair value of our centrally cleared interest rate swaps using the daily settlement price determined by the respective exchange. Centrally cleared swaps are valued by the exchange using a pricing model that references the underlying rates including the overnight index swap rate and LIBOR forward rate to produce the daily settlement price.
We estimate the fair value of our "non-centrally cleared" swaps using a combination of inputs from counterparty and third-party pricing models to estimate the net present value of the future cash flows using the forward interest rate yield curve in effect as of the end of the measurement period. We also incorporate both our own and our counterparties' nonperformance risk in estimating the fair value of our interest rate swaps. In considering the effect of nonperformance risk, we consider the impact of netting and credit enhancements, such as collateral postings and guarantees, and have concluded that our own and our counterparty risk is not significant to the overall valuation of these agreements.
Interest rate swaptions
We purchase interest rate swaptions generally to help mitigate the potential impact of larger, more rapid changes in interest rates on the performance of our investment portfolio. Interest rate swaptions provide us the option to enter into an interest rate swap agreement for a predetermined notional amount, stated term and pay and receive interest rates in the future. Our swaption agreements typically provide us the option to enter into a pay fixed rate interest rate swap, which we refer as "payer swaptions." We may also enter into swaption agreements that provide us the option to enter into a receive fixed interest rate swap, which we refer to as "receiver swaptions." The premium paid for interest rate swaptions is reported as an asset in our consolidated balance sheets. The premium is valued at an amount equal to the fair value of the swaption that would have the effect of closing the position adjusted for nonperformance risk, if any. The difference between the premium and the fair value of the swaption is reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income. If a swaption expires unexercised, the realized loss on the swaption would be equal to the premium paid. If we sell or exercise a swaption, the realized gain or loss on the swaption would be equal to the difference between the cash or the fair value of the underlying interest rate swap received and the premium paid.
Our interest rate swaption agreements are privately negotiated in the OTC market and are not subject to central clearing. We estimate the fair value of interest rate swaptions using a combination of inputs from counterparty and third-party pricing models based on the fair value of the future interest rate swap that we have the option to enter into as well as the remaining length of time that we have to exercise the option, adjusted for non-performance risk, if any.
TBA securities
A TBA security is a forward contract for the purchase ("long position") or sale ("short position") of agency MBS at a predetermined price, face amount, issuer, coupon and stated maturity on an agreed-upon future date. The specific agency MBS delivered into the contract upon the settlement date, published each month by the Securities Industry and Financial Markets

9


Association, are not known at the time of the transaction. We may enter into TBA contracts as a means of hedging against short-term changes in interest rates. We may also enter into TBA contracts as a means of acquiring or disposing of agency securities and utilize TBA dollar roll transactions to finance agency MBS purchases.
We account for TBA contracts as derivative instruments since either the TBA contracts do not settle in the shortest period of time possible or we cannot assert that it is probable at inception and throughout the term of the TBA contract that we will take physical delivery of the agency security upon settlement of the contract. We account for TBA dollar roll transactions as a series of derivative transactions. Gains, losses and dollar roll income associated with our TBA contracts and dollar roll transactions are recognized in our consolidated statements of comprehensive income in gain (loss) on derivative instruments and other securities, net.
We estimate the fair value of TBA securities based on similar methods used to value our agency MBS securities.
U.S. Treasury securities
We purchase or sell short U.S. Treasury securities and U.S. Treasury futures contracts to help mitigate the potential impact of changes in interest rates on the performance of our portfolio. We borrow securities to cover short sales of U.S. Treasury securities under reverse repurchase agreements. We account for these as securities borrowing transactions and recognize an obligation to return the borrowed securities at fair value on our accompanying consolidated balance sheets based on the value of the underlying borrowed securities as of the reporting date. Gains and losses associated with purchases and short sales of U.S. Treasury securities and U.S. Treasury futures contracts are recognized in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.
Goodwill and Other Intangible Assets, Net
Goodwill is the cost of an acquisition in excess of the fair value of identified assets acquired and liabilities assumed and is recorded as an asset on our balance sheet. Acquired intangible assets that do not meet the criteria for recognition as a separate asset are included in goodwill, which represents the estimated future economic benefit arising from these assets. Goodwill is not subject to amortization but must be tested for impairment at least annually. Intangible assets meeting the criteria for recognition as separate assets are recorded at their respective fair market values at the date of acquisition. Intangible assets with an estimated useful life are amortized over their expected useful life. As of September 30, 2016, we had $526 million of goodwill and $29 million of other intangible assets, net of accumulated amortization, reported in goodwill and other intangible assets, net in our accompanying consolidated balance sheets related to our acquisition of AMM on July 1, 2016 (see Note 10 for further details).
We test goodwill for impairment on an annual basis and at interim periods when events or circumstances may make it more likely than not that an impairment has occurred. If a qualitative analysis indicates that there may be an impairment, a quantitative analysis is performed.  The quantitative impairment test for goodwill utilizes a two-step approach whereby we compare the carrying value of each identified reporting unit to its fair value.  If the carrying value of the reporting unit is greater than its fair value, the second step is performed, where the implied fair value of goodwill is compared to its carrying value. An impairment charge is recognized to the extent the carrying amount of goodwill exceeds its fair value.  

Note 4. Investment Securities
As of September 30, 2016 and December 31, 2015, our investment portfolio consisted of $47.4 billion and $52.5 billion of investment securities, at fair value, respectively, and a $15.6 billion and $7.4 billion net long TBA position, at fair value, respectively.
Our TBA position is reported at its net carrying value of $46 million and $14 million as of September 30, 2016 and December 31, 2015, respectively, in derivative assets/(liabilities) on our accompanying consolidated balance sheets. The net carrying value of our TBA position represents the difference between the fair value of the underlying agency security in the TBA contract and the cost basis or the forward price to be paid or received for the underlying agency security. (See Note 6 for further details of our net TBA position as of September 30, 2016 and December 31, 2015.)
As of September 30, 2016 and December 31, 2015, the net unamortized premium balance on our MBS was $2.1 billion and $2.3 billion, respectively, including interest and principal-only securities.

10


The following tables summarize our investment securities as of September 30, 2016 and December 31, 2015 (dollars in millions):
 
 
September 30, 2016
Investment Securities
 
Amortized
Cost
 
Gross
Unrealized
Gain
 
Gross
Unrealized
Loss
 
Fair Value
Agency MBS:
 
 
 
 
 
 
 
 
Fixed rate
 
$
44,641

 
$
980

 
$
(10
)
 
$
45,611

Adjustable rate
 
401

 
14

 
—

 
415

CMO
 
840

 
25

 
—

 
865

Interest-only and principal-only strips
 
286

 
44

 
(3
)
 
327

Total agency MBS
 
46,168

 
1,063

 
(13
)
 
47,218

Non-agency MBS
 
100

 
2

 
—

 
102

CRT securities
 
36

 
—

 
—

 
36

Total investment securities
 
$
46,304

 
$
1,065

 
$
(13
)
 
$
47,356


 
 
December 31, 2015
Investments Securities
 
Amortized
Cost
 
Gross
Unrealized
Gain
 
Gross
Unrealized
Loss
 
Fair Value
Agency MBS:
 
 
 
 
 
 
 
 
Fixed rate
 
$
50,576

 
$
339

 
$
(393
)
 
$
50,522

Adjustable rate
 
484

 
11

 
—

 
495

CMO
 
973

 
18

 
(1
)
 
990

Interest-only and principal-only strips
 
317

 
39

 
(3
)
 
353

Total agency MBS
 
52,350

 
407

 
(397
)
 
52,360

Non-agency MBS
 
114

 
—

 
(1
)
 
113

Total investment securities
 
$
52,464

 
$
407

 
$
(398
)
 
$
52,473


 
 
September 30, 2016
Investment Securities
 
Fannie Mae
 
Freddie Mac
 
Ginnie Mae
 
Non-Agency
 
CRT
 
Total
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
 
 
Par value
 
$
33,919

 
$
9,930

 
$
48

 
$
99

 
$
—

 
$
43,996

Unamortized discount
 
(27
)
 
(3
)
 
—

 
—

 
—

 
(30
)
Unamortized premium
 
1,494

 
520

 
1

 
1

 
—

 
2,016

Amortized cost
 
35,386

 
10,447

 
49

 
100

 
—

 
45,982

Gross unrealized gains
 
817

 
201

 
1

 
2

 
—

 
1,021

Gross unrealized losses
 
(6
)
 
(4
)
 
—

 
—

 
—

 
(10
)
Total available-for-sale securities, at fair value
 
36,197

 
10,644

 
50

 
102

 
—

 
46,993

Securities remeasured at fair value through earnings: 1
 
 
 
 
 
 
 
 
 
 
 

Par value 2
 
181

 
—

 
—

 
—

 
35

 
216

Unamortized discount
 
(37
)
 
—

 
—

 
—

 
—

 
(37
)
Unamortized premium
 
126

 
16

 
—

 
—

 
1

 
143

Amortized cost
 
270

 
16

 
—

 
—

 
36

 
322

Gross unrealized gains
 
41

 
3

 
—

 
—

 
—

 
44

Gross unrealized losses
 
(2
)
 
(1
)
 
—

 
—

 
—

 
(3
)
Total securities remeasured at fair value through earnings
 
309

 
18

 
—

 
—

 
36

 
363

Total securities, at fair value
 
$
36,506

 
$
10,662

 
$
50

 
$
102

 
$
36

 
$
47,356

Weighted average coupon as of September 30, 2016
 
3.63
%
 
3.69
%
 
2.81
%
 
3.50
%
 
4.91
%
 
3.64
%
Weighted average yield as of September 30, 2016 3
 
2.68
%
 
2.67
%
 
1.96
%
 
3.00
%
 
4.85
%
 
2.68
%
 ________________________
1.
Securities measured at fair value through earnings includes agency interest-only and principal-only securities.

11


2.
Par value amount excludes the underlying unamortized principal balance ("UPB") of interest-only securities of $1.0 billion as of September 30, 2016.
3.
Incorporates a weighted average future constant prepayment rate assumption of 11% based on forward rates as of September 30, 2016.

 
 
December 31, 2015
Investment Securities
 
Fannie Mae
 
Freddie Mac
 
Ginnie Mae
 
Non-Agency
 
Total
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
Par value
 
$
39,205

 
$
10,575

 
$
62

 
$
113

 
$
49,955

Unamortized discount
 
(32
)
 
(4
)
 
—

 
—

 
(36
)
Unamortized premium
 
1,707

 
519

 
1

 
1

 
2,228

Amortized cost
 
40,880

 
11,090

 
63

 
114

 
52,147

Gross unrealized gains
 
286

 
80

 
2

 
—

 
368

Gross unrealized losses
 
(283
)
 
(111
)
 
—

 
(1
)
 
(395
)
Total available-for-sale securities, at fair value
 
40,883

 
11,059

 
65

 
113

 
52,120

Securities remeasured at fair value through earnings: 1
 
 
 
 
 
 
 
 
 
 
Par value 2
 
208

 
—

 
—

 
—

 
208

Unamortized discount
 
(42
)
 
—

 
—

 
—

 
(42
)
Unamortized premium
 
132

 
19

 
—

 
—

 
151

Amortized cost
 
298

 
19

 
—

 
—

 
317

Gross unrealized gains
 
35

 
4

 
—

 
—

 
39

Gross unrealized losses
 
(2
)
 
(1
)
 
—

 
—

 
(3
)
Total securities remeasured at fair value through earnings
 
331

 
22

 
—

 
—

 
353

Total securities, at fair value
 
$
41,214

 
$
11,081

 
$
65

 
$
113

 
$
52,473

Weighted average coupon as of December 31, 2015
 
3.62
%
 
3.69
%
 
3.18
%
 
3.50
%
 
3.63
%
Weighted average yield as of December 31, 2015 3
 
2.79
%
 
2.77
%
 
1.97
%
 
3.33
%
 
2.78
%
 ________________________
1.
Securities measured at fair value through earnings includes agency interest-only and principal-only securities.
2.
Par value amount excludes the underlying unamortized principal balance ("UPB") of interest-only securities of $1.0 billion as of December 31, 2015.
3.
Incorporates a weighted average future constant prepayment rate assumption of 8% based on forward rates as of December 31, 2015.

As of September 30, 2016 and December 31, 2015, our investments in non-agency MBS carried a credit rating of AAA. As of September 30, 2016, all of our investments in CRT securities were issued by Fannie Mae or Freddie Mac.

The actual maturities of our investment securities are generally shorter than their stated contractual maturities. Actual maturities are affected by the contractual lives of the underlying mortgages, periodic contractual principal payments and principal prepayments. As of September 30, 2016 and December 31, 2015, our weighted average expected constant prepayment rate ("CPR") over the remaining life of our aggregate investment portfolio was 11% and 8%, respectively. Our estimates differ materially for different types of securities and thus individual holdings have a wide range of projected CPRs.

The following table summarizes our investments classified as available-for-sale as of September 30, 2016 and December 31, 2015 according to their estimated weighted average life classification (dollars in millions):

 
 
September 30, 2016
 
December 31, 2015
Estimated Weighted Average Life of Securities Classified as Available-for-Sale
 
Fair Value
 
Amortized
Cost
 
Weighted
Average
Coupon
 
Weighted
Average
Yield
 
Fair Value
 
Amortized
Cost
 
Weighted
Average
Coupon
 
Weighted
Average
Yield
≥ 1 year and ≤ 3 years
 
$
1,493

 
$
1,467

 
3.92%
 
2.48%
 
$
167

 
$
163

 
4.02%
 
2.66%
> 3 years and ≤ 5 years
 
15,984

 
15,556

 
3.30%
 
2.44%
 
17,497

 
17,343

 
3.27%
 
2.40%
> 5 years and ≤10 years
 
29,490

 
28,936

 
3.65%
 
2.76%
 
34,206

 
34,391

 
3.67%
 
2.93%
> 10 years
 
26

 
23

 
4.67%
 
3.86%
 
250

 
250

 
3.56%
 
3.08%
Total
 
$
46,993

 
$
45,982

 
3.54%
 
2.64%
 
$
52,120

 
$
52,147

 
3.54%
 
2.75%



12


The following table presents the gross unrealized loss and fair values of our available-for-sale securities by length of time that such securities have been in a continuous unrealized loss position as of September 30, 2016 and December 31, 2015 (in millions):

 
 
Unrealized Loss Position For
 
 
Less than 12 Months
 
12 Months or More
 
Total
Securities Classified as Available-for-Sale
 
Estimated Fair
Value
 
Unrealized
Loss
 
Estimated
Fair Value
 
Unrealized
Loss
 
Estimated Fair
Value
 
Unrealized
Loss
September 30, 2016
 
$
602

 
$
(2
)
 
$
1,851

 
$
(8
)
 
$
2,453

 
$
(10
)
December 31, 2015
 
$
24,035

 
$
(200
)
 
$
6,793

 
$
(195
)
 
$
30,828

 
$
(395
)

We did not recognize any OTTI charges on our investment securities for the nine months ended September 30, 2016 and 2015. As of the end of each respective reporting period, a decision had not been made to sell any of our securities in an unrealized loss position and we did not believe it was more likely than not that we would be required to sell such securities before recovery of their amortized cost basis. The unrealized losses on our securities were not due to credit losses given the GSE guarantees and credit enhancements on our non-agency securities, but rather were due to changes in interest rates and prepayment expectations. However, as we continue to actively manage our portfolio, we may recognize additional realized losses on our investment securities upon selecting specific securities to sell.
Gains and Losses on Sale of Mortgage-Backed Securities
The following table is a summary of our net gain (loss) from the sale of securities classified as available-for-sale for the three and nine months ended September 30, 2016 and 2015 (in millions). Please refer to Note 9 for a summary of changes in accumulated OCI for the same periods.  
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
Securities Classified as Available-for-Sale
 
2016
 
2015
 
2016
 
2015
MBS sold, at cost
 
$
(6,123
)
 
$
(4,575
)
 
$
(17,146
)
 
$
(22,548
)
Proceeds from MBS sold 1
 
6,184

 
4,536

 
17,260

 
22,523

Net gain (loss) on sale of MBS
 
$
61

 
$
(39
)
 
$
114

 
$
(25
)
 
 
 
 
 
 
 
 
 
Gross gain on sale of MBS
 
$
62

 
$
2

 
$
122

 
$
81

Gross loss on sale of MBS
 
(1
)
 
(41
)
 
(8
)
 
(106
)
Net gain (loss) on sale of MBS
 
$
61

 
$
(39
)
 
$
114

 
$
(25
)
  ________________________
1.
Proceeds include cash received during the period, plus receivable for MBS sold during the period as of period end.
For the three and nine months ended September 30, 2016, we recognized a net unrealized loss of $6 million and an unrealized gain of $5 million, respectively, and for the three and nine months ended September 30, 2015 we recognized a net unrealized gain of $10 million and $14 million, respectively, for the change in value of investments in interest and principal-only securities in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income. Over the same periods, we did not recognize any realized gains or losses on our interest or principal-only securities.
Securitizations and Variable Interest Entities
As of September 30, 2016 and December 31, 2015, we held investments in CMO trusts, which are variable interest entities ("VIEs"). We have consolidated certain of these CMO trusts in our consolidated financial statements where we have determined we are the primary beneficiary of the trusts. All of our CMO securities are backed by fixed or adjustable-rate agency MBS. Fannie Mae or Freddie Mac guarantees the payment of interest and principal and acts as the trustee and administrator of their respective securitization trusts. Accordingly, we are not required to provide the beneficial interest holders of the CMO securities any financial or other support. Our maximum exposure to loss related to our involvement with CMO trusts is the fair value of the CMO securities and interest and principal-only securities held by us, less principal amounts guaranteed by Fannie Mae and Freddie Mac.
In connection with our consolidated CMO trusts, we recognized agency securities with a total fair value of $0.9 billion and $1.0 billion as of September 30, 2016 and December 31, 2015, respectively, and debt with a total fair value of $494 million and $595 million, respectively, in our accompanying consolidated balance sheets. As of September 30, 2016 and December 31, 2015, the agency securities had an aggregate unpaid principal balance of $0.8 billion and $1.0 billion, respectively, and the debt had an

13


aggregate unpaid principal balance of $488 million and $587 million, respectively. We re-measure our consolidated debt at fair value through earnings in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income. For the three and nine months ended September 30, 2016, we recorded a loss of $2 million and $8 million, respectively, associated with our consolidated debt. For the three and nine months ended September 30, 2015, we recorded a gain of $7 million and $16 million, respectively, associated with our consolidated debt. Our involvement with the consolidated trusts is limited to the agency securities transferred by us upon the formation of the trusts and the CMO securities subsequently held by us. There are no arrangements that could require us to provide financial support to the trusts.
As of September 30, 2016 and December 31, 2015, the fair value of our CMO securities and interest and principal-only securities was $1.2 billion and $1.3 billion, respectively, excluding the consolidated CMO trusts discussed above, or $1.6 billion and $1.8 billion, respectively, including the net asset value of our consolidated CMO trusts. Our maximum exposure to loss related to our CMO securities and interest and principal-only securities, including our consolidated CMO trusts, was $222 million and $238 million as of September 30, 2016 and December 31, 2015, respectively.

Note 5. Repurchase Agreements and Other Secured Borrowings
We pledge certain of our securities as collateral under our repurchase agreements with financial institutions and under our secured borrowing facility with the Federal Home Loan Bank ("FHLB") of Des Moines. Interest rates on our borrowings are generally based on LIBOR plus or minus a margin and amounts available to be borrowed are dependent upon the fair value of the securities pledged as collateral, which fluctuates with changes in interest rates, type of security and liquidity conditions within the banking, mortgage finance and real estate industries. If the fair value of our pledged securities declines, lenders will typically require us to post additional collateral or pay down borrowings to re-establish agreed upon collateral requirements, referred to as "margin calls." Similarly, if the fair value of our pledged securities increases, lenders may release collateral back to us. As of September 30, 2016, we had met all margin call requirements. For additional information regarding our pledged assets, please refer to Note 7.
Repurchase Agreements
As of September 30, 2016 and December 31, 2015, we had $37.7 billion and $41.8 billion, respectively, of repurchase agreements outstanding. The terms and conditions of our repurchase agreements are typically negotiated on a transaction-by-transaction basis. Our repurchase agreements with original maturities greater than 90 days have floating interest rates based on an index plus or minus a fixed spread. Substantially all of our repurchase agreements were used to fund purchases of agency securities ("agency repo"). The remainder of our repurchase agreements were used to fund temporary holdings of U.S. Treasury securities ("U.S. Treasury repo").
The following table summarizes our borrowings under repurchase agreements by their remaining maturities as of September 30, 2016 and December 31, 2015 (dollars in millions):
 
 
September 30, 2016
 
December 31, 2015
Remaining Maturity
 
Repurchase Agreements
 
Weighted
Average
Interest
Rate
 
Weighted
Average Days
to Maturity
 
Repurchase Agreements
 
Weighted
Average
Interest
Rate
 
Weighted
Average Days
to Maturity
Agency repo:
 
 
 
 
 
 
 
 
 
 
 
 
≤ 1 month
 
$
17,198

 
0.72
%
 
11

 
$
17,579

 
0.54
%
 
14

> 1 to ≤ 3 months
 
9,318

 
0.79
%
 
50

 
14,283

 
0.64
%
 
58

> 3 to ≤ 6 months
 
3,617

 
0.90
%
 
126

 
3,154

 
0.61
%
 
121

> 6 to ≤ 9 months
 
765

 
0.85
%
 
221

 
589

 
0.65
%
 
199

> 9 to ≤ 12 months
 
615

 
0.95
%
 
309

 
1,201

 
0.65
%
 
307

> 12 to ≤ 24 months
 
1,985

 
1.09
%
 
495

 
1,473

 
0.73
%
 
600

> 24 to ≤ 36 months
 
1,100

 
1.21
%
 
926

 
650

 
0.81
%
 
901

> 36 to ≤ 48 months
 
2,100

 
1.15
%
 
1,216

 
1,300

 
0.86
%
 
1,231

> 48 to < 60 months
 
925

 
1.23
%
 
1,559

 
1,500

 
0.76
%
 
1,477

Total agency repo
 
37,623

 
0.83
%
 
199

 
41,729

 
0.61
%
 
173

U.S. Treasury repo:
 
 
 
 
 
 
 
 
 
 
 
 
1 day
 
45

 
0.85
%
 
3

 
25

 
—
%
 
1

Total
 
$
37,668

 
0.83
%
 
198

 
$
41,754

 
0.61
%
 
173


14


Federal Home Loan Bank Advances

On January 12, 2016, the Federal Housing Finance Agency ("FHFA") released its final rule on FHLB membership, which requires the termination of our wholly-owned captive insurance subsidiary's FHLB membership and repayment of all FHLB advances after a one year period ending in February 2017. As of September 30, 2016 and December 31, 2015, we had $3.0 billion and $3.8 billion, respectively, of outstanding secured FHLB advances, with a weighted average borrowing rate of 0.63% and 0.53%, respectively, and a weighted average remaining term to maturity of 123 and 141 days, respectively, consisting of 30 day and longer-term floating rate advances:
 
 
September 30, 2016
 
December 31, 2015
Remaining Maturity
 
FHLB Advances
 
Weighted
Average
Interest
Rate
 
Weighted
Average Days
to Maturity
 
FHLB Advances
 
Weighted
Average
Interest
Rate
 
Weighted
Average Days
to Maturity
≤ 1 month
 
$
—

 
—
%
 
—

 
$
1,952

 
0.47
%
 
14

> 1 to ≤ 3 months
 
—

 
—
%
 
—

 
681

 
0.60
%
 
84

> 4 to ≤ 6 months
 
3,037

 
0.63
%
 
123

 
—

 
—
%
 
—

13 months
 
—

 
—
%
 
—

 
1,120

 
0.58
%
 
397

Total FHLB advances
 
$
3,037

 
0.63
%
 
123

 
$
3,753

 
0.53
%
 
141

Debt of Consolidated Variable Interest Entities
As of September 30, 2016 and December 31, 2015, debt of consolidated VIEs, at fair value, was $494 million and $595 million, respectively, and had a weighted average interest rate of LIBOR plus 39 and 34 basis points, respectively, and a principal balance of $488 million and $587 million, respectively. The actual maturities of our debt of consolidated VIEs are generally shorter than the stated contractual maturities. The actual maturities are affected by the contractual lives of the underlying agency MBS securitizing the debt of our consolidated VIEs and periodic principal prepayments of such underlying securities. The estimated weighted average life of the debt of our consolidated VIEs as of September 30, 2016 and December 31, 2015 was 5.1 and 4.9 years, respectively.

Note 6. Derivative and Other Hedging Instruments
In connection with our risk management strategy, we hedge a portion of our interest rate risk by entering into derivative and other hedging instrument contracts. The principal instruments that we use are interest rate swaps and interest rate swaptions and U.S. Treasury securities and U.S. Treasury futures contracts, primarily through short sales. We may also utilize TBA securities, purchase or write put or call options on TBA securities or invest in mortgage and other types of derivatives, such as interest and principal-only securities. We also enter into TBA contracts as a means of investing in and financing agency securities (thereby increasing our "at risk" leverage) or as a means of disposing of or reducing our exposure to agency securities (thereby reducing our "at risk" leverage). Our risk management strategy attempts to manage the overall risk of the portfolio, reduce fluctuations in our net book value and generate additional income distributable to stockholders. For additional information regarding our derivative instruments and our overall risk management strategy, please refer to the discussion of derivative and other hedging instruments in Note 3.
Prior to September 30, 2011, our interest rate swaps were typically designated as cash flow hedges under ASC 815; however, as of September 30, 2011, we elected to discontinue hedge accounting for our interest rate swaps in order to increase our funding flexibility. For the three and nine months ended September 30, 2016, we reclassified $7 million and $38 million, respectively, and for the three and nine months ended September 30, 2015 $24 million and $79 million, respectively, of net deferred losses from accumulated OCI into interest expense related to our de-designated interest rate swaps and recognized an equal, but offsetting, amount in other comprehensive income. Our total net periodic interest costs on our swap portfolio were $58 million and $247 million for the three and nine months ended September 30, 2016, respectively, and $131 million and $369 million for the three and nine months ended September 30, 2015, respectively. The difference between our total net periodic interest costs on our swap portfolio and the amount recorded in interest expense related to our de-designated hedges is reported in gain (loss) on derivative instruments and other securities, net in our accompanying consolidated statements of comprehensive income (totaling $51 million and $209 million for the three and nine months ended September 30, 2016, respectively, and $107 million and $290 million for the three and nine months ended September 30, 2015, respectively). As of September 30, 2016, the remaining net deferred loss in accumulated OCI related to de-designated interest rate swaps was $1 million.


15


Derivative and Other Hedging Instrument Assets (Liabilities), at Fair Value

The table below summarizes fair value information about our derivative and other hedging instrument assets and liabilities as of September 30, 2016 and December 31, 2015 (in millions):

Derivative and Other Hedging Instruments
 
Balance Sheet Location
 
September 30, 2016
 
December 31, 2015
Interest rate swaps
 
Derivative assets, at fair value
 
$
5

 
$
31

Swaptions
 
Derivative assets, at fair value
 
6

 
17

TBA securities
 
Derivative assets, at fair value
 
50

 
29

U.S. Treasury futures - short
 
Derivative assets, at fair value
 
—

 
4

Total derivative assets, at fair value
 
 
 
$
61

 
$
81

 
 
 
 
 
 
 
Interest rate swaps
 
Derivative liabilities, at fair value
 
$
(942
)
 
$
(920
)
TBA securities
 
Derivative liabilities, at fair value
 
(4
)
 
(15
)
U.S. Treasury futures - short
 
Derivative liabilities, at fair value
 
(1
)
 
—

Total derivative liabilities, at fair value
 
 
 
$
(947
)
 
$
(935
)
 
 
 
 
 
 
 
U.S. Treasury securities - long
 
U.S. Treasury securities, at fair value
 
$
45

 
$
25

U.S. Treasury securities - short
 
Obligation to return securities borrowed under reverse repurchase agreements, at fair value
 
(5,424
)
 
(1,696
)
Total U.S. Treasury securities, net at fair value
 
 
 
$
(5,379
)
 
$
(1,671
)

The following tables summarize our interest rate swap agreements outstanding as of September 30, 2016 and December 31, 2015 (dollars in millions):
 
 
September 30, 2016
Payer Interest Rate Swaps
 
Notional
Amount 1
 
Average
Fixed
Pay Rate 2
 
Average
Receive
Rate 3
 
Net
Estimated
Fair Value
 
Average
Maturity
(Years)
≤ 3 years
 
$
19,025

 
1.05%
 
0.79%
 
$
(64
)
 
1.4
> 3 to ≤ 5 years
 
5,050

 
1.55%
 
0.76%
 
(89
)
 
3.5
> 5 to ≤ 7 years
 
7,075

 
2.23%
 
0.76%
 
(405
)
 
5.8
> 7 to ≤ 10 years
 
1,825

 
2.46%
 
0.83%
 
(158
)
 
8.6
> 10 years
 
1,175

 
3.20%
 
0.80%
 
(221
)
 
14.0
Total payer interest rate swaps
 
$
34,150

 
1.52%
 
0.78%
 
$
(937
)
 
3.5
   ________________________
1.
Notional amount includes forward starting swaps of $2.2 billion with an average forward start date of 0.5 years and an average maturity of 6.8 years from September 30, 2016.
2.
Average fixed pay rate includes forward starting swaps. Excluding forward starting swaps, the average fixed pay rate was 1.40% as of September 30, 2016.
3.
Average receive rate excludes forward starting swaps.



16


 
 
December 31, 2015
Payer Interest Rate Swaps
 
Notional
Amount 1
 
Average
Fixed
Pay Rate 2
 
Average
Receive
Rate 3
 
Net
Estimated
Fair Value
 
Average
Maturity
(Years)
≤ 3 years
 
$
14,775

 
1.06%
 
0.40%
 
$
(23
)
 
1.6
> 3 to ≤ 5 years
 
9,950

 
2.03%
 
0.40%
 
(203
)
 
4.0
> 5 to ≤ 7 years
 
7,175

 
2.47%
 
0.44%
 
(230
)
 
6.1
> 7 to ≤ 10 years
 
7,450

 
2.57%
 
0.39%
 
(342
)
 
8.3
> 10 years
 
1,175

 
3.20%
 
0.39%
 
(91
)
 
14.7
Total payer interest rate swaps
 
$
40,525

 
1.89%
 
0.40%
 
$
(889
)
 
4.6
   ________________________
1.
Notional amount includes forward starting swaps of $4.5 billion with an average forward start date of 0.7 years and an average maturity of 5.5 years from December 31, 2015.
2.
Average fixed pay rate includes forward starting swaps. Excluding forward starting swaps, the average fixed pay rate was 1.75% as of December 31, 2015.
3.
Average receive rate excludes forward starting swaps.
The following table summarizes our interest rate payer swaption agreements outstanding as of September 30, 2016 and December 31, 2015 (dollars in millions):
Payer Swaptions
 
Option
 
Underlying Payer Swap
Years to Expiration
 
Cost
 
Fair
Value
 
Average
Months to
Expiration
 
Notional
Amount
 
Average Fixed Pay
Rate
 
Average
Receive
Rate
(LIBOR)
 
Average
Term
(Years)
September 30, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total ≤ 1 year
 
$
44

 
$
6

 
5
 
$
700

 
3.10%
 
3M
 
7.0
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total ≤ 1 year
 
$
74

 
$
17

 
4
 
$
2,150

 
3.51%
 
3M
 
7.0
The following table summarizes our U.S. Treasury securities as of September 30, 2016 and December 31, 2015 (in millions):
 
 
September 30, 2016
 
December 31, 2015
Maturity
 
Face Amount Net Long / (Short)
 
Cost Basis
 
Market Value
 
Face Amount Net Long / (Short)
 
Cost Basis
 
Market Value
5 years
 
$
(1,670
)
 
$
(1,683
)
 
$
(1,688
)
 
$
(250
)
 
$
(249
)
 
$
(249
)
7 years
 
(2,941
)
 
(2,930
)
 
(2,959
)
 
(354
)
 
(353
)
 
(352
)
10 years
 
(700
)
 
(697
)
 
(732
)
 
(1,085
)
 
(1,078
)
 
(1,070
)
Total U.S. Treasury securities, net
 
$
(5,311
)
 
$
(5,310
)
 
$
(5,379
)
 
$
(1,689
)
 
$
(1,680
)
 
$
(1,671
)
The following table summarizes our U.S. Treasury futures as of September 30, 2016 and December 31, 2015 (in millions):
 
 
September 30, 2016
 
December 31, 2015
Maturity
 
Notional 
Amount - Long (Short) 1
 
Cost
Basis 2
 
Market
Value 3
 
Net Carrying Value 4
 
Notional 
Amount - Long (Short) 1
 
Cost
Basis 2
 
Market
Value 3
 
Net Carrying Value 4
5 years
 
$
(730
)
 
$
(886
)
 
$
(887
)
 
$
(1
)
 
$
(730
)
 
$
(866
)
 
$
(864
)
 
$
2

10 years
 
(1,230
)
 
(1,612
)
 
(1,612
)
 
—

 
(1,130
)
 
(1,424
)
 
(1,422
)
 
2

Total U.S. Treasury futures
 
$
(1,960
)
 
$
(2,498
)
 
$
(2,499
)
 
$
(1
)
 
$
(1,860
)
 
$
(2,290
)
 
$
(2,286
)
 
$
4

_____________________
1.
Notional amount represents the par value (or principal balance) of the underlying U.S. Treasury security.
2.
Cost basis represents the forward price to be paid / (received) for the underlying U.S. Treasury security.

17


3.
Market value represents the current market value of U.S. Treasury futures as of period-end.
4.
Net carrying value represents the difference between the market value and the cost basis of U.S. Treasury futures as of period-end and is reported in derivative assets / (liabilities), at fair value in our consolidated balance sheets.
The following tables summarize our TBA securities as of September 30, 2016 and December 31, 2015 (in millions):
 
 
September 30, 2016
 
December 31, 2015
TBA Securities by Coupon
 
Notional 
Amount - Long (Short) 1
 
Cost
Basis 2
 
Market
Value 3
 
Net Carrying Value 4
 
Notional 
Amount - Long (Short) 1
 
Cost
Basis 2
 
Market
Value 3
 
Net Carrying Value 4
15-Year TBA securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.5%
 
$
1,839

 
$
1,891

 
$
1,899

 
$
8

 
$
(80
)
 
$
(81
)
 
$
(80
)
 
$
1

3.0%
 
293

 
306

 
307

 
1

 
225

 
233

 
232

 
(1
)
3.5%
 
95

 
100

 
100

 
—

 
136

 
143

 
142

 
(1
)
Total 15-Year TBAs
 
2,227

 
2,297

 
2,306