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Press Release

Fannie Mae Announces Results of Tender Offer for Any and All of Certain CAS Debt Notes

November 22, 2021

WASHINGTON, DC – Fannie Mae (FNMA/OTCQB) today announced the results of its fixed-price cash tender offers (each, an “Offer” and, collectively, the “Offers”) for any and all of certain Connecticut Avenue Securities® (CAS) Debt Notes listed in the table below (the “Notes”) upon the terms and subject to the conditions set forth in the Offer to Purchase and related Notice of Guaranteed Delivery, each dated as of November 15, 2021 (collectively, the “Offer Documents”).
A total of $3,134,035,239 in original principal amount of Notes were validly tendered and not validly withdrawn on or before the designated Expiration Time for the Offers, which was 5:00 p.m. on November 19, 2021.  The table below sets forth the original principal balance of the Notes, the percentage of original principal amount tendered, and the original principal amount tendered in the Offers.

Name of Security CUSIP/ISIN Original Principal Balance1 Percentage of Original Principal Amount Tendered1,2 Original Principal Amount Tendered3
Connecticut Avenue Securities, Series 2016-C03, Class 2M-2 Notes 30711XCT9 / US30711XCT90 $482,437,000.00 82.22% $396,646,775.00
Connecticut Avenue Securities, Series 2016-C04, Class 1M-2 Notes 30711XDA9 / US30711XDA90 $594,681,019.00 57.03% $339,144,040.00
Connecticut Avenue Securities, Series 2017-C02, Class 2M-2 Notes 30711XGP3 / US30711XGP33 $588,604,114.00 92.93% $546,972,038.00
Connecticut Avenue Securities, Series 2017-C06, Class 1M-2 Notes 30711XQX5 / US30711XQX56 $242,420,733.00 92.35% $223,880,733.00
Connecticut Avenue Securities, Series 2018-C02, Class 2M-2 Notes 30711XC36 / US30711XC368 $667,152,000.00 91.46% $610,187,453.00
Connecticut Avenue Securities, Series 2018-C04, Class 2M-2 Notes 30711XR63 / US30711XR630 $598,908,000.00 87.71% $525,328,813.00
Connecticut Avenue Securities, Series 2018-C05, Class 1M-2 Notes 30711XY24 / US30711XY248 $570,741,730.00 86.18% $491,875,387.00
    $3,744,944,596.00 83.69% $3,134,035,239.00

1 Original Principal Balance amounts have been adjusted to reflect reported exchange activity of RCR Notes or Exchangeable Notes into Eligible Securities initiated during the tender offer period. Reported exchange activity results are preliminary and are subject to change.

2 Rounded to the nearest hundredth of a percent.

3 Original Principal Amount tendered includes $250,000.00 of Notes tendered using the Notice of Guaranteed Delivery.

The settlement date for the Notes tendered and accepted for purchase in the Offers is expected to occur on Tuesday, November 23, 2021 (the “Settlement Date”). Any Notes tendered and accepted for purchase in the Offers using the Notice of Guaranteed Delivery are expected to be purchased on November 24, 2021.

BofA Securities acted as the designated lead dealer manager and Barclays acted as the designated dealer manager for the Offers. Fannie Mae engaged Drexel Hamilton, LLC and Siebert Williams Shank & Co., LLC as Advisors on the transaction. Global Bondholder Services Corporation was engaged as the tender agent and information agent for the Offers.

Related Link:
CAS Debt Tender Offer Press Release

About Fannie Mae
Fannie Mae helps make the 30-year fixed-rate mortgage and affordable rental housing possible for millions of people in America. We partner with lenders to create housing opportunities for people across the country. We are driving positive changes in housing finance to make the home buying process easier, while reducing costs and risk. To learn more, visit: | Twitter | Facebook | LinkedIn | Instagram | YouTube | Blog

Media Contact
Matthew Classick

Fannie Mae Newsroom

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This press release does not constitute an offer to sell or the solicitation of an offer to buy securities of Fannie Mae, including the Notes. Nothing in this press release constitutes advice on the merits of buying or selling a particular investment. Any investment decision as to any purchase or sale of securities referred to herein must be made solely on the basis of information contained in the Offer Documents, and no reliance may be placed on the completeness or accuracy of the information contained in this press release. The Offers are not being made to holders of the Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Offer to be made by a licensed broker or dealer, the Offer will be deemed to be made on behalf of the Company by BofA Securities, Inc. or Barclays Capital Inc. (as applicable) or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

You should not deal in securities unless you understand their nature and the extent of your exposure to risk. You should be satisfied that they are suitable for you in light of your circumstances and financial position. If you are in any doubt you should consult an appropriately qualified financial advisor.

This release includes forward-looking statements, including statements relating to the timing and expected settlement and closing of the purchase of the Notes in a tender offer. These forward-looking statements are based on Fannie Mae’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may turn out to be different from these statements. Factors that may lead to different results are discussed in "Risk Factors," “Forward-Looking Statements,” and elsewhere in the Offer Documents and the documents incorporated by reference therein. All forward-looking statements are made as of the date of this press release, and Fannie Mae assumes no obligation to update this information.

Connecticut Avenue Securities is a registered mark of Fannie Mae. Unauthorized use of this mark is prohibited.