On the Brink (22 page)

I’d had a hard time attracting Treasury people who had experience with Wall Street deal making. Now, with no time to lose, I reached out to two all-stars, Ken Wilson and Dan Jester. Neither was looking to come to Washington, but I had worked closely with both at Goldman Sachs. I trusted their expertise and judgment, and believed I could persuade them to join me.

When I called Ken in July, I knew the move would require a sacrifice on his part. I decided to reduce the likelihood of a turndown by having President Bush call his old friend and Harvard Business School classmate personally. It worked: Ken began working full-time at Treasury on August 4.

Dan had been a banker in the financial institutions group, then Goldman’s deputy CFO and a key member of the risk committee, before retiring in the spring of 2005. The following year I had asked him to join Treasury as an assistant secretary, but he hadn’t wanted to uproot his family from their new home in Austin, Texas. This time I impressed on him the nature of our emergency, and he signed on immediately, even though it meant leaving his family behind for six months. Unflappable and brilliant, with strong analytical and financial engineering skills, he quickly won the confidence of the Treasury team as he dug into the GSEs’ finances.

Ken, who had been a chairman of the financial institutions group at Goldman, also worked on the GSEs, and, equally important, I asked him to be the point of contact for Dick Fuld. With Lehman desperate for a solution, there could have been no better confidant than Ken, who probably knew more people and had better relationships in financial services than anybody in the business.

Dick regularly discussed his problems with Ken, as well as the conversations he was having with investors about possible transactions. At the time, Lehman was talking with, among others, the state-owned Korea Development Bank (KDB) and China’s Citic Securities. (Later I would learn that Lehman’s CEO had approached a stunning range of possible partners, from Deutsche Bank and Morgan Stanley to British giant HSBC, Middle Eastern sovereign wealth funds, and AIG, which soon would find itself in desperate straits.)

Unfortunately, word of Dick’s search for possible investors popped up in the press, lending Lehman an air of desperation and eroding confidence in the firm. Ken did his best to impart a need for pragmatism. But it was clear to Ken and me that Dick was looking for an unrealistic price.

HERA failed to boost the market’s faith in Fannie and Freddie. Their abysmal second-quarter earnings announcements made matters worse. On August 6, Freddie reported that it had lost $821 million in the period; two days later, Fannie followed with a $2.3 billion loss, forecasting “significant” credit-related expenses in 2009.

We worked to shore up confidence. In mid-July I had told Dave McCormick to reach out to international investors, approaching finance ministers and central bankers. “Make sure they understand what we’re doing,” I instructed him. “Make sure that to the extent we can say it that the U.S. government is standing behind Fannie Mae and Freddie Mac.”

From the moment the GSEs’ problems hit the news, Treasury had been getting nervous calls from officials of foreign countries that were invested heavily with Fannie and Freddie. These calls ratcheted up after the legislation. Foreign investors held more than $1 trillion of the debt issued or guaranteed by the GSEs, with big shares held in Japan, China, and Russia. To them, if we let Fannie or Freddie fail and their investments got wiped out, that would be no different from expropriation. They had bought these securities in the belief that the GSEs were backed by the U.S. government. They wanted to know if the U.S. would stand behind this implicit guarantee—and what this would imply for other U.S. obligations, such as Treasury bonds.

I flew to China for the Olympics on August 7. Officially it was a family trip, and Wendy and I were accompanied by our children and their families. Even though it was a vacation, I had a number of meetings scheduled with Chinese officials, and I worried about Fannie and Freddie the whole time I was in Beijing.

Wendy had planned our free time down to the minute. In the mornings we got up early and explored Beijing’s stunning parks and historical sites, including the Summer Palace and the Forbidden City. (One day we practiced tai chi with a grand master.) Security at the Great Wall was high because an American couple had been stabbed at a Beijing tourist attraction just after the games started. At one point, exploring a guard tower with a low ceiling, I hit my head. Now, I’ve got a hard head, but I don’t suffer in silence, and I screamed in pain. Chinese officials were beside themselves when they saw the U.S. Treasury secretary gushing blood. But afterward, a number of China’s leaders made a point of apologizing to me, tongue in cheek, for not having built higher-ceilinged guard towers.

Between the sightseeing and the Olympic Games, my family had a great time. At 14 months, with blond hair and blue eyes, my granddaughter, Willa, was very cute, and many Chinese wanted to hold her and take her picture. At the Olympic events, they invariably handed her a little Chinese flag, which made me a bit uncomfortable. The last thing I needed in the newspapers back home was a picture of my granddaughter on my lap waving a Chinese flag. So whenever she was handed one, I would pass Willa off to another family member or take the flag away—carefully, because I didn’t want her to start crying.

I was delighted to see swimmer Michael Phelps in action and to witness U.S. gymnast Nastia Liukin winning the individual all-around gold. But those who knew me well could sense my anxiety. NBC broadcaster Tom Brokaw spotted it when he interviewed me outside the Olympic stadium on a range of issues, from U.S.-China relations to Fannie and Freddie. I ended up leaving my cell phone, suit, and shirt on the NBC set; we had to go back and collect them. Tom, a longtime friend, told me afterward that he could tell I was deeply preoccupied, my mind far away, because of the heavy burden I was carrying.

It didn’t help that my calls home needed to be cryptic. Communications in China weren’t secure, and I didn’t want any news to leak out about how bad things were going with the GSEs. On the contrary, I was doing my best, in private meetings and dinners, to assure the Chinese that everything would be all right.

What I learned in Beijing, however, left me less than reassured myself: Russian officials had made a top-level approach to the Chinese suggesting that together they might sell big chunks of their GSE holdings to force the U.S. to use its emergency authorities to prop up these companies. The Chinese had declined to go along with the disruptive scheme, but the report was deeply troubling—heavy selling could create a sudden loss of confidence in the GSEs and shake the capital markets. I waited till I was back home and in a secure environment to inform the president.

When I returned to Washington on Friday, August 15, I was preoccupied with the GSEs and Lehman Brothers. The GSEs were such a huge, obvious problem that I knew we would somehow take care of them, but Lehman presented another level of potential trouble. Without wind-down powers, we could be forced to stand by as the firm failed and the entire financial system felt the shock.

One of my first calls was with Dick Fuld, who was entertaining any number of ideas to raise capital, including a plan to package problem commercial real estate into a separate company and spin it off to shareholders. Lehman needed to raise capital for this so-called Spinco, but was having trouble attracting any from the private sector. Dick asked Tim Geithner and me if the government would invest in Spinco. We each said no—several times. The government had no authority to do so.

The GSEs’ situation had grown increasingly dire. On August 11, Standard & Poor’s had cut its preferred stock ratings for Freddie and Fannie, and the weekend I returned from China a piece titled “The Endgame Nears for Fannie and Freddie” appeared in
Barron’s
. The lengthy article laid out the poor prospects for the two GSEs and predicted a government takeover that would wipe out holders of common shares. The market reacted violently on Monday, driving the stocks to nearly 18-year lows.

The story was pretty accurate. While I was away, Fannie’s and Freddie’s books had been analyzed by the Fed; the OCC; our adviser, Morgan Stanley; and BlackRock, the New York money manager that had a long-term relationship with Freddie. They agreed that the organizations were sorely undercapitalized. And the quality of their capital was suspect: some of it consisted of intangible items, such as deferred taxes, that would not have been counted to the same degree as capital by financial institutions overseen by the banking regulators. What’s more, the GSEs had not adequately written down the value of guarantees provided by private mortgage insurers that had been downgraded by the rating agencies. Each of the companies looked to have true, economic capital holes amounting to tens of billions of dollars. (By November 2009, Fannie and Freddie would eat through all of their capital, and the government would be forced to inject more than $110 billion.)

We’d been prepared for bad news, but the extent of the problems was startling. We’d had no specific information when we’d pushed for extraordinary powers in July. Now, I told Josh Bolten that in all likelihood we would have to use our newly granted authorities.

We had evaluated such options as having the government backstop a private capital raising by the GSEs. But we’d become convinced that private capital would be impossible to raise unless we could clarify the GSEs’ future status or structure, which we could not. And there was no practical way to invest in them in their current form because any government investment needed to be approved by the GSEs. They had a fiduciary duty to protect their shareholders, but our duty was to protect the taxpayer.

I concluded that the only solution was to get FHFA to put the GSEs into receivership. I knew this would be a shock to Fannie and Freddie, to their investors, to Congress, and even to their regulator. I also knew we needed the support of the Fed. If we acted alone, some might believe that this was a Bush administration vendetta against Fannie and Freddie.

The situation was awkward for me. I’m a man of my word, and I had told Congress in July we did not intend to use the bazooka. But there was no alternative. I also knew we needed to keep our intentions confidential or Fannie and Freddie would run to their many friends on the Hill and possibly hinder us.

On August 19 I met privately with Ben Bernanke at the Fed. He was as concerned as I was, although he had been expecting Treasury to make an equity investment. But after I laid out the case for taking control of Fannie and Freddie and putting them in receivership, he offered his support on the spot. His staff would help document the capital hole in the GSEs. This was critically important because I wanted the Fed to attest to a capital deficiency in a letter.

“We’re with you 100 percent,” Ben told me.

Two days later, on August 21, I had lunch in my private dining room with Jim Lockhart, who headed the new FHFA, created by HERA to oversee Fannie and Freddie. Though outgoing and affable, Lockhart had a terrible relationship with the GSEs and their boards, after having pushed them hard to clean up their accounting problems. Because of his close ties to the White House, he was viewed as a megaphone for the administration.

I pressed him on the need for receivership, but he repeatedly told me that this would be difficult to do quickly because FHFA’s most recent semiannual regulatory exams had not cited capital shortfalls. He was scheduled to leave the next day for vacation in Nantucket, but I urged him to stay in Washington and work on our plan. He called me back to tell me he had canceled his vacation and that he would work through the weekend and let me know on Monday if receivership was feasible.

With that, we needed outside advice to guide us through the intricacies of the law and the corporate governance issues involved. Anticipating this, Ken Wilson had already contacted Wach-tell, Lipton, Rosen & Katz, a New York firm, and Bob Hoyt signed them up on Friday, August 22. This was another example of exemplary citizenship during the crisis. Just as Morgan Stanley had done, Wachtell, thanks to Ed Herlihy, the co-chairman of their executive committee, agreed to represent us for free and with no indemnification.

We hired them at 3:00 p.m. By the next morning they had torn through the GSEs’ debt and preferred stock documents, and concluded that going the receivership route would be perilous for a number of practical and technical reasons. That approach would be terribly disruptive to the GSEs’ businesses and extremely difficult to implement successfully in a short time frame, especially without the active involvement and cooperation of the GSEs’ management in the planning stages. It would also have posed risks of court challenges and the early termination of the GSEs’ valuable derivatives contracts. Receivership, which is used to liquidate companies, might trigger consequences every bit as bad as those we were trying to avoid, Wachtell said. By contrast, conservatorship was more like a
Chapter 11
bankruptcy, where companies kept their current forms; it would provide a stable time-out for the GSEs to avoid defaulting on their debts and could be accomplished quickly.

We were in a race against time. The markets were fragile, and we knew that September was going to be even rockier. Lehman was going to announce a dreadful loss, and Washington Mutual and Wachovia both appeared headed for trouble. We needed to take care of Fannie and Freddie before then or we would have a real problem.

Initially, we had hoped to act by Labor Day. But we had to build a case for conservatorship, prepare to run the GSEs, and devise financing arrangements that would reassure bondholders and the market. There just wasn’t enough time, even as teams from Treasury, the Fed, FHFA, and other agencies worked around the clock.

Then on Monday, August 25, I received a disturbing report about FHFA. It turned out that the previous Friday, when Lockhart had told me he was on board for conservatorship, his people had sent the GSEs draft letters reviewing their second-quarter financial statements and concluding that the companies were at least adequately capitalized and in fact exceeded their regulatory capital requirements.