Timely Wachovia GSE Stock Sales Draw Attention

Analysts are raising questions about Wachovia Corp.'s time line for shedding its preferred stock in Fannie Mae and Freddie Mac.

The sales were completed between Robert Steel's arrival as the Charlotte company's chief executive July 10 and the seizure of the government-sponsored enterprises Sept. 7.

Some have wondered whether Mr. Steel, who was Treasury Secretary Henry Paulson's right-hand man as undersecretary for domestic finance until July, had inside knowledge about the government's plans.

Wachovia completed its liquidation of $509 million of GSE preferred stock July 21 — just 11 days after Mr. Steel joined the company, according to materials filed with his presentation Tuesday at a Lehman Brothers conference.

Though Wachovia will take a $171 million pretax loss on the sale this quarter, few large banking companies completely shed their GSE holdings before the takeover. (E-Trade Financial Corp. said in a regulatory filing Tuesday that it liquidated a majority of its holdings in the GSEs in July.)

Wachovia said in its Lehman materials that the sales were part of an effort to reduce leverage on its balance sheet.

Christy Phillips-Brown, a Wachovia spokeswoman, said in a press release Wednesday that the decision to liquidate the securities was made June 2, just a day after the board ousted G. Kennedy Thompson as the CEO. "Once the decision was made, we began to liquidate our portfolio," she said.

But Gary Townsend, the president and CEO of Hill-Townsend Capital LLC, said in an interview Wednesday that there is still room for investors to question the rationale for selling at a time when few, if any, banking companies were liquidating those holdings. "People will wonder exactly where the impetus came to sell it," Mr. Townsend said.

Kevin Fitzsimmons, an analyst at Sandler O'Neill & Partners LP, said that the timing is "a valid question, if nothing else to get their line of thinking." He commended Wachovia for cutting its losses earlier than most, but he said it was unclear why executives waited more than three months to make the decision public.

Wachovia has been criticized frequently in the past few months for lapses in risk management, ranging from its relationships with telemarketers to its exposure to leveraged leases and collateralized debt obligations. Mr. Townsend said that past criticism may have pushed it to sell the stock when talk about government intervention with the GSEs began to rise. "Those worries had been out there for quite some time," he said.

Other large banking companies in recent days have detailed the hits they expect to take from their holdings in Fannie Mae and Freddie Mac, though they have involved writedowns tied to stock they still hold.

Citigroup Inc. said in a filing with the Securities and Exchange Commission Wednesday that its net exposure to the GSEs' preferred shares had fallen 95% since the end of June, to about $50 million Monday, as a result of sales, hedges, and writedowns. The New York company said the holdings had resulted in a $450 million hit so far this quarter, though the final impact for the third quarter could be different.

Bank of America Corp. said Wednesday that it will report a third-quarter writedown tied to the GSEs, though it did not give an amount.

Wells Fargo & Co. in San Francisco said this week that it expects to take a charge tied to $480 million of GSE preferred stock, which it said now trades at 5% to 10% of face value.

PNC Financial Services Group Inc. in Pittsburgh said in a Tuesday regulatory filing that it expects to record a "significant" impairment charge on the $80 million of Fannie and Freddie preferred stock it holds.

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