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Citi, ACC Deal

Agreement for capital infusion and possible Argent sale

March 1, 2007

By MortgageDaily.com staff

Ameriquest Mortgage Co.'s founder and a Citigroup unit will provide working capital to the parent of Ameriquest. The deal provides an option for Citigroup to acquire Argent Mortgage Co.

Roland Arnall, who is the majority shareholder of ACC Capital Holdings, and Citigroup's markets and banking division have agreed to infuse the capital "to strengthen ACH's financial position as the company repositions to adapt to the current market environment," ACC announced yesterday.

No figures were provided.

"This relationship is a result of ACH's thorough review of the current market and the different strategic alternatives currently available to an independent mortgage lender," the announcement said.

Citigroup will also become ACC's primary warehouse lender, the statement said.

If ACC wholesale subsidiary Argent, which originated more than $23 billion last year, achieves "business milestones and satisfaction of regulatory filings and approvals," then Citigroup has a conditional purchase agreement to acquire the unit. An acquisition would include a $65 billion servicing operation.

"This agreement provides capital and significant efficiencies to enable us to reposition our operations for long-term success," said ACC CEO Aseem Mital in the statement.

"We have extensively reviewed ACH's progress in strengthening its operations and business practices, and are impressed with what the company has accomplished," Citigroup's head of global securitization, Jeffrey A. Perlowitz, said in the announcement.

The deal appears to be carefully crafted so that Citigroup avoids the numerous problems it experienced with its acquisition of Associates First Capital Corp. in 2000, including the discovery of nearly $10 million in mortgage fraud at a Chicago branch, a $20 million settlement with the North Carolina attorney general in 2001 and a $215 million settlement with the Federal Trade Commission in 2002. Citigroup disclosed in its 2006 annual report it is being investigated by the Securities and Exchange Commission for accounting related to the Associates acquisition.

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