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SECURITIZATIONS AND VARIABLE INTEREST ENTITIES
3 Months Ended
Mar. 31, 2023
Securitizations and Variable Interest Entities [Abstract]  
SECURITIZATIONS AND VARIABLE INTEREST ENTITIES SECURITIZATIONS AND VARIABLE INTEREST ENTITIES
For additional information regarding Citi’s use of special purpose entities (SPEs) and variable interest entities (VIEs), see Note 22 to the Consolidated Financial Statements in Citi’s 2022 Form 10-K.
Citigroup’s involvement with consolidated and unconsolidated VIEs with which the Company holds significant variable interests or has continuing involvement through servicing a majority of the assets in a VIE is presented below:

As of March 31, 2023
Maximum exposure to loss in significant unconsolidated VIEs(1)
Funded exposures(2)
Unfunded exposures
In millions of dollars
Total
involvement
with SPE
assets
Consolidated
VIE/SPE assets
Significant
unconsolidated
VIE assets(3)
Debt
investments
Equity
investments
Funding
commitments
Guarantees
and
derivatives
Total
Credit card securitizations
$30,241 $30,241 $ $ $ $ $ $ 
Mortgage securitizations(4)
U.S. agency-sponsored
124,641  124,641 2,059   107 2,166 
Non-agency-sponsored
63,156  63,156 3,264  7  3,271 
Citi-administered asset-backed commercial paper conduits19,419 19,419       
Collateralized loan obligations (CLOs)7,134  7,134 2,599    2,599 
Asset-based financing(5)
178,461 10,336 168,125 40,737 990 10,261  51,988 
Municipal securities tender option bond trusts (TOBs)1,885 673 1,212 35  867  902 
Municipal investments
22,107 3 22,104 2,641 3,025 3,196  8,862 
Client intermediation
490 129 361 58   13 71 
Investment funds492 96 396 3 6 66  75 
Other
        
Total
$448,026 $60,897 $387,129 $51,396 $4,021 $14,397 $120 $69,934 
As of December 31, 2022
Maximum exposure to loss in significant unconsolidated VIEs(1)
Funded exposures(2)
Unfunded exposures
In millions of dollars
Total
involvement
with SPE
assets
Consolidated
VIE/SPE assets
Significant
unconsolidated
VIE assets(3)
Debt
investments
Equity
investments
Funding
commitments
Guarantees
and
derivatives
Total
Credit card securitizations
$32,021 $32,021 $— $— $— $— $— $— 
Mortgage securitizations(4)
U.S. agency-sponsored
117,358 — 117,358 2,052 — — 48 2,100 
Non-agency-sponsored
67,704 — 67,704 3,294 — — — 3,294 
Citi-administered asset-backed commercial paper conduits19,621 19,621 — — — — — — 
Collateralized loan obligations (CLOs)7,600 — 7,600 2,601 — — — 2,601 
Asset-based financing(5)
242,348 9,672 232,676 40,121 1,022 10,726 — 51,869 
Municipal securities tender option bond trusts (TOBs)2,155 672 1,483 — 1,108 — 1,110 
Municipal investments
22,167 22,164 2,731 3,143 3,420 — 9,294 
Client intermediation
482 121 361 58 — — 13 71 
Investment funds534 91 443 68 — 75 
Other
— — — — — — — — 
Total
$511,990 $62,201 $449,789 $50,861 $4,170 $15,322 $61 $70,414 

(1)    The definition of maximum exposure to loss is included in the text that follows this table.
(2)    Included on Citigroup’s March 31, 2023 and December 31, 2022 Consolidated Balance Sheet.
(3)    A significant unconsolidated VIE is an entity in which the Company has any variable interest or continuing involvement considered to be significant, regardless of the likelihood of loss.
(4)    Citigroup mortgage securitizations also include agency and non-agency (private label) re-securitization activities. These SPEs are not consolidated.
(5)     Included within this line are loans to third-party-sponsored private equity funds, which represent $10 billion and $69 billion in unconsolidated VIE assets and $252 million and $498 million in maximum exposure to loss as of March 31, 2023 and December 31, 2022, respectively.
The previous tables do not include:

certain investment funds for which the Company provides investment management services and personal estate trusts for which the Company provides administrative, trustee and/or investment management services;
certain third-party-sponsored private equity funds to which the Company provides secured credit facilities. The Company has no decision-making power and does not consolidate these funds, some of which may meet the definition of a VIE. The Company’s maximum exposure to loss is generally limited to a loan or lending-related commitment. As of March 31, 2023 and December 31, 2022, the Company’s maximum exposure to loss related to these transactions was $25.2 billion and $33.6 billion, respectively (for more information on these positions, see Note 13 and Note 27 to the Consolidated Financial Statements in Citi’s 2022 Form 10-K);
certain VIEs structured by third parties in which the Company holds securities in inventory, as these investments are made on arm’s-length terms;
certain positions in mortgage- and asset-backed securities held by the Company, which are classified as Trading account assets or Investments, in which the Company has no other involvement with the related securitization entity deemed to be significant (see Notes 12 and 21 for more information on these positions);
certain representations and warranties exposures in Citigroup residential mortgage securitizations, in which the original mortgage loan balances are no longer outstanding; and
VIEs such as preferred securities trusts used in connection with the Company’s funding activities. The Company does not have a variable interest in these trusts.

The asset balances for consolidated VIEs represent the carrying amounts of the assets consolidated by the Company. The carrying amount may represent the amortized cost or the current fair value of the assets depending on the classification of the asset (e.g., loan or security) and the associated accounting model ascribed to that classification.
The asset balances for unconsolidated VIEs in which the Company has significant involvement represent the most current information available to the Company. In most cases, the asset balances represent an amortized cost basis without regard to impairments, unless fair value information is readily available to the Company.
The maximum funded exposure represents the balance sheet carrying amount of the Company’s investment in the VIE. It reflects the initial amount of cash invested in the VIE, adjusted for any accrued interest and cash principal payments received. The carrying amount may also be adjusted for increases or declines in fair value or any impairment in value recognized in earnings. The maximum exposure of unfunded positions represents the remaining undrawn committed amount, including liquidity and credit facilities provided by the Company or the notional amount of a derivative instrument considered to be a variable interest. In certain transactions, the Company has entered into derivative instruments or other arrangements that are not considered variable interests in the VIE (e.g., interest rate swaps, cross-currency swaps or where the Company is the purchaser of credit protection under a credit default swap or total return swap where the Company pays the total return on certain assets to the SPE). Receivables under such arrangements are not included in the maximum exposure amounts.
The following tables present certain assets and liabilities of consolidated variable interest entities (VIEs), which are included on Citi’s Consolidated Balance Sheet. The assets in the table below include those assets that can only be used to settle obligations of consolidated VIEs, presented on the following page, and are in excess of those obligations. In addition, the assets in the table below include third-party assets of consolidated VIEs only and exclude intercompany balances that eliminate in consolidation. The liabilities in the table below include third-party liabilities of consolidated VIEs only and exclude intercompany balances that eliminate in consolidation. The liabilities also exclude amounts where creditors or beneficial interest holders have recourse to the general credit of Citigroup.

March 31,
2023December 31,
In millions of dollars(Unaudited)2022
Assets of consolidated VIEs to be used to settle obligations of consolidated VIEs  
Cash and due from banks$58 $61 
Trading account assets9,921 9,153 
Investments614 594 
Loans, net of unearned income 
Consumer33,188 35,026 
Corporate19,575 19,782 
Loans, net of unearned income$52,763 $54,808 
Allowance for credit losses on loans (ACLL)(2,572)(2,520)
Total loans, net$50,191 $52,288 
Other assets113 105 
Total assets of consolidated VIEs to be used to settle obligations of consolidated VIEs$60,897 $62,201 

March 31,
2023December 31,
In millions of dollars(Unaudited)2022
Liabilities of consolidated VIEs for which creditors or beneficial interest holders
do not have recourse to the general credit of Citigroup
  
Short-term borrowings$9,673 $9,807 
Long-term debt
9,572 10,324 
Other liabilities854 622 
Total liabilities of consolidated VIEs for which creditors or beneficial interest holders
do not have recourse to the general credit of Citigroup
$20,099 $20,753 
Funding Commitments for Significant Unconsolidated VIEs—Liquidity Facilities and Loan Commitments
The following table presents the notional amount of liquidity facilities and loan commitments that are classified as funding commitments in the VIE tables above:

March 31, 2023December 31, 2022
In millions of dollars
Liquidity
facilities
Loan/equity
commitments
Liquidity
facilities
Loan/equity
commitments
Non-agency-sponsored mortgage securitizations$ $7 $— $— 
Asset-based financing
 10,261 — 10,726 
Municipal securities tender option bond trusts (TOBs)
867  1,108 — 
Municipal investments
 3,196 — 3,420 
Investment funds
 66 — 68 
Other
  — — 
Total funding commitments
$867 $13,530 $1,108 $14,214 

Significant Interests in Unconsolidated VIEs—Balance Sheet Classification
The following table presents the carrying amounts and classification of significant variable interests in unconsolidated VIEs:

In billions of dollars
March 31, 2023December 31, 2022
Cash
$ $— 
Trading account assets
1.6 1.6 
Investments
8.8 8.6 
Total loans, net of allowance
44.4 44.2 
Other
0.6 0.6 
Total assets
$55.4 $55.0 

Credit Card Securitizations
Substantially all of the Company’s credit card securitization activity is through two trusts—Citibank Credit Card Master Trust (Master Trust) and Citibank Omni Trust (Omni Trust), with the substantial majority through the Master Trust. These trusts are consolidated entities. The following table reflects amounts related to the Company’s securitized credit card receivables:

In billions of dollars
March 31, 2023December 31, 2022
Ownership interests in principal amount of trust credit card receivables
Sold to investors via trust-issued securities$6.9 $7.9 
Retained by Citigroup as trust-issued securities6.4 6.4 
Retained by Citigroup via non-certificated interests18.8 19.5 
Total
$32.1 $33.8 

The following table summarizes selected cash flow information related to Citigroup’s credit card securitizations:

Three Months Ended March 31,
In billions of dollars
20232022
Proceeds from new securitizations
$ $— 
Pay down of maturing notes
(1.0)— 

Master Trust Liabilities (at Par Value)
The weighted average maturity of the third-party term notes issued by the Master Trust was 3.9 years as of March 31, 2023 and 3.5 years as of December 31, 2022.

In billions of dollars
Mar. 31, 2023Dec. 31, 2022
Term notes issued to third parties
$5.3 $6.3 
Term notes retained by Citigroup affiliates1.6 1.6 
Total Master Trust liabilities
$6.9 $7.9 

Omni Trust Liabilities (at Par Value)
The weighted average maturity of the third-party term notes issued by the Omni Trust was 2.0 years as of March 31, 2023 and 2.2 years as of December 31, 2022.

In billions of dollars
Mar. 31, 2023Dec. 31, 2022
Term notes issued to third parties
$1.6 $1.6 
Term notes retained by Citigroup affiliates4.8 4.8 
Total Omni Trust liabilities
$6.4 $6.4 
Mortgage Securitizations
The following tables summarize selected cash flow information and retained interests related to Citigroup mortgage securitizations:

Three Months Ended March 31,
20232022
In billions of dollars
U.S. agency-
sponsored
mortgages
Non-agency-
sponsored
mortgages
U.S. agency-
sponsored
mortgages
Non-agency-
sponsored
mortgages
Principal securitized
$0.8 $1.3 $2.1 $1.6 
Proceeds from new securitizations
0.8 1.1 2.0 1.6 
Contractual servicing fees received  — — 
Cash flows received on retained interests and other net cash flows  — — 
Purchases of previously transferred financial assets
  — — 

Note: Excludes broker-dealer re-securitization transactions.

Gains recognized on the securitization of U.S. agency-sponsored mortgages were $0.1 million for the three months ended March 31, 2023. Gains recognized on the securitization of non-agency-sponsored mortgages were $2.4 million for the three months ended March 31, 2023.
Gains recognized on the securitization of U.S. agency-sponsored mortgages were $0.3 million for the three months ended March 31, 2022. Gains recognized on the securitization of non-agency-sponsored mortgages were $39 million for the three months ended March 31, 2022.


March 31, 2023December 31, 2022
Non-agency-sponsored mortgages(1)
Non-agency-sponsored mortgages(1)
In millions of dollars
U.S. agency-
sponsored mortgages
Senior
interests
(2)
Subordinated
interests
U.S. agency-
sponsored mortgages
Senior
interests
Subordinated
interests
Carrying value of retained interests(3)
$656 $1,143 $937 $659 $1,119 $943 

(1)    Disclosure of non-agency-sponsored mortgages as senior and subordinated interests is indicative of the interests’ position in the capital structure of the securitization.
(2)    Senior interests in non-agency-sponsored mortgages include $18 million related to personal loan securitizations at March 31, 2023.
(3)    Retained interests consist of Level 2 and Level 3 assets depending on the observability of significant inputs. See Note 21 for more information about fair value measurements.


The following table includes information about loan delinquencies and liquidation losses for assets held in non-consolidated, non-agency-sponsored securitization entities:

Liquidation losses
Securitized assets90 days past dueThree Months Ended March 31,
In billions of dollars, except liquidation losses in millionsMar. 31, 2023Dec. 31, 2022Mar. 31, 2023Dec. 31, 202220232022
Securitized assets
Residential mortgages(1)
$31.5 $30.8 $0.5 $0.5 $2.3 $1.5 
Commercial and other
28.8 28.8  —  — 
Total
$60.3 $59.6 $0.5 $0.5 $2.3 $1.5 

(1)    Securitized assets include $0.1 billion of personal loan securitizations as of March 31, 2023.
Mortgage Servicing Rights (MSRs)
The fair value of Citi’s capitalized MSRs was $658 million and $519 million at March 31, 2023 and 2022, respectively. The MSRs correspond to principal loan balances of $50 billion and $47 billion as of March 31, 2023 and 2022, respectively. The following table summarizes the changes in capitalized MSRs:





Three Months Ended March 31,
In millions of dollars20232022
Balance, beginning of period$665 $404 
Originations12 34 
Changes in fair value of MSRs due to changes in inputs and assumptions(3)98 
Other changes(1)
(16)(17)
Sales of MSRs — 
Balance, as of March 31$658 $519 

(1)    Represents changes due to customer payments and passage of time.

The fair value of the MSRs is primarily affected by changes in prepayments of mortgages that result from shifts in mortgage interest rates. Specifically, higher interest rates tend to lead to declining prepayments, which causes the fair value of the MSRs to increase. In managing this risk, Citigroup economically hedges a significant portion of the value of its MSRs through the use of interest rate derivative contracts, forward purchase and sale commitments of mortgage-backed securities and purchased securities, all classified as Trading account assets.
The Company receives fees during the course of servicing previously securitized mortgages. The amounts of these fees were as follows:

Three Months Ended March 31,
In millions of dollars20232022
Servicing fees
$33 $29 
Late fees
1 
Total MSR fees
$34 $30 

In the Consolidated Statement of Income these fees are primarily classified as Commissions and fees, and changes in MSR fair values are classified as Other revenue.

Re-securitizations
The Company engages in re-securitization transactions in which debt securities are transferred to a VIE in exchange for new beneficial interests. Citi did not transfer non-agency (private label) securities to re-securitization entities during the three months ended March 31, 2023 and 2022. These securities are backed by either residential or commercial mortgages and are often structured on behalf of clients.
As of March 31, 2023 and December 31, 2022, Citi held no retained interests in private label re-securitization transactions structured by Citi.
The Company also re-securitizes U.S. government-agency-guaranteed mortgage-backed (agency) securities.
During the three months ended March 31, 2023, Citi transferred agency securities with a fair value of approximately $5.3 billion to re-securitization entities, compared to approximately $9.3 billion for the three months ended March 31, 2022.
As of March 31, 2023, the fair value of Citi-retained interests in agency re-securitization transactions structured by Citi totaled approximately $1.4 billion (including $268 million related to re-securitization transactions executed in 2023), compared to $1.4 billion as of December 31, 2022 (including $801 million related to re-securitization transactions executed in 2022), which is recorded in Trading account assets. The original fair values of agency re-securitization transactions in which Citi holds a retained interest as of March 31, 2023 and December 31, 2022 were approximately $86.6 billion and $79.4 billion, respectively.
As of March 31, 2023 and December 31, 2022, the Company did not consolidate any private label or agency re-securitization entities.

Citi-Administered Asset-Backed Commercial Paper Conduits
At March 31, 2023 and December 31, 2022, the commercial paper conduits administered by Citi had approximately $19.4 billion and $19.6 billion of purchased assets outstanding, respectively, and had incremental funding commitments with clients of approximately $14.2 billion and $13.9 billion, respectively.
Substantially all of the funding of the conduits is in the form of short-term commercial paper. At March 31, 2023 and December 31, 2022, the weighted average remaining lives of the commercial paper issued by the conduits were approximately 63 and 64 days, respectively.
Each asset purchased by the conduit is structured with transaction-specific credit enhancement features provided by the third-party client seller, including over-collateralization, cash and excess spread collateral accounts, direct recourse or third-party guarantees. These credit enhancements are sized with the objective of approximating a credit rating of A or
above, based on Citi’s internal risk ratings. In addition to the transaction-specific credit enhancements, the conduits, other than the government-guaranteed loan conduit, have obtained letters of credit from the Company, which equal at least 8% to 10% of the conduit’s assets with a minimum of $350 million. The letters of credit provided by the Company to the conduits total approximately $1.9 billion and $1.9 billion as of March 31, 2023 and December 31, 2022, respectively. The net result across multiseller conduits administered by the Company is that, in the event that defaulted assets exceed the transaction-specific credit enhancements described above, any losses in each conduit are allocated first to the Company and then to the commercial paper investors.
At March 31, 2023 and December 31, 2022, the Company owned $8.5 billion and $8.6 billion, respectively, of the commercial paper issued by its administered conduits. The Company’s investments were not driven by market illiquidity and the Company is not obligated under any agreement to purchase the commercial paper issued by the conduits.


Municipal Securities Tender Option Bond (TOB) Trusts
At March 31, 2023 and December 31, 2022, none of the municipal bonds owned by non-customer TOB trusts were subject to a credit guarantee provided by the Company.
At March 31, 2023 and December 31, 2022, liquidity agreements provided with respect to customer TOB trusts totaled $0.9 billion and $1.1 billion, respectively, of which $0.6 billion and $0.7 billion, respectively, were offset by reimbursement agreements. For the remaining exposure related to TOB transactions, where the residual owned by the customer was at least 25% of the bond value at the inception of the transaction, no reimbursement agreement was executed.
The Company also provides other liquidity agreements or letters of credit to customer-sponsored municipal investment funds, which are not variable interest entities, and municipality-related issuers that totaled $1.4 billion and $1.4 billion as of March 31, 2023 and December 31, 2022, respectively. These liquidity agreements and letters of credit are offset by reimbursement agreements with various term-out provisions.

Asset-Based Financing
The primary types of Citi’s asset-based financings, total assets of the unconsolidated VIEs with significant involvement and Citi’s maximum exposure to loss are shown below. For Citi to realize the maximum loss, the VIE (borrower) would have to default with no recovery from the assets held by the VIE.

March 31, 2023December 31, 2022
In millions of dollars
Total
unconsolidated
VIE assets
Maximum
exposure to
unconsolidated VIEs
Total
unconsolidated
VIE assets
Maximum
exposure to
unconsolidated VIEs
Type
Commercial and other real estate$44,631 $9,175 $43,236 $8,806 
Corporate loans
24,257 15,332 23,120 15,077 
Other (including investment funds, airlines and shipping)99,237 27,481 166,320 27,986 
Total
$168,125 $51,988 $232,676 $51,869