Citibank 2011 Annual Report Download - page 290

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retained experts, and engagement in settlement negotiations. Depending on
a range of factors, such as the complexity of the facts, the novelty of the legal
theories, the pace of discovery, the court’s scheduling order, the timing of
court decisions, and the adverse party’s willingness to negotiate in good faith
toward a resolution, it may be months or years after the filing of a case before
an estimate of the range of reasonably possible loss can be made.
Matters as to Which an Estimate Can Be Made. For some of the matters
disclosed below, Citigroup is currently able to estimate a reasonably possible
loss or range of loss in excess of amounts accrued (if any). For some of the
matters included within this estimation, an accrual has been made because
a loss is believed to be both probable and reasonably estimable, but an
exposure to loss exists in excess of the amount accrued; in these cases, the
estimate reflects the reasonably possible range of loss in excess of the accrued
amount. For other matters included within this estimation, no accrual has
been made because a loss, although estimable, is believed to be reasonably
possible, but not probable; in these cases the estimate reflects the reasonably
possible loss or range of loss. As of December 31, 2011, Citigroup estimates
that the reasonably possible unaccrued loss in future periods for these
matters ranges up to approximately $4 billion in the aggregate.
These estimates are based on currently available information. As available
information changes, the matters for which Citigroup is able to estimate will
change, and the estimates themselves will change. In addition, while many
estimates presented in financial statements and other financial disclosure
involve significant judgment and may be subject to significant uncertainty,
estimates of the range of reasonably possible loss arising from litigation and
regulatory proceedings are subject to particular uncertainties. For example,
at the time of making an estimate, Citigroup may have only preliminary,
incomplete, or inaccurate information about the facts underlying the claim;
its assumptions about the future rulings of the court or other tribunal
on significant issues, or the behavior and incentives of adverse parties or
regulators, may prove to be wrong; and the outcomes it is attempting to
predict are often not amenable to the use of statistical or other quantitative
analytical tools. In addition, from time to time an outcome may occur that
Citigroup had not accounted for in its estimate because it had deemed such
an outcome to be remote. For all these reasons, the amount of loss in excess
of accruals ultimately incurred for the matters as to which an estimate has
been made could be substantially higher or lower than the range of loss
included in the estimate.
Matters as to Which an Estimate Cannot Be Made. For other matters
disclosed below, Citigroup is not currently able to estimate the reasonably
possible loss or range of loss. Many of these matters remain in very
preliminary stages (even in some cases where a substantial period of
time has passed since the commencement of the matter), with few or no
substantive legal decisions by the court or tribunal defining the scope of
the claims, the class (if any), or the potentially available damages, and
fact discovery is still in progress or has not yet begun. In many of these
matters, Citigroup has not yet answered the complaint or statement of
claim or asserted its defenses, nor has it engaged in any negotiations with
the adverse party (whether a regulator or a private party). For all these
reasons, Citigroup cannot at this time estimate the reasonably possible loss
or range of loss, if any, for these matters.
Opinion of Management as to Eventual Outcome. Subject to the
foregoing, it is the opinion of Citigroup’s management, based on current
knowledge and after taking into account its current legal accruals, that the
eventual outcome of all matters described in this Note would not be likely
to have a material adverse effect on the consolidated financial condition
of Citigroup. Nonetheless, given the substantial or indeterminate amounts
sought in certain of these matters, and the inherent unpredictability of such
matters, an adverse outcome in certain of these matters could, from time
to time, have a material adverse effect on Citigroup’s consolidated results of
operations or cash flows in particular quarterly or annual periods.
Credit Crisis-Related Litigation and Other Matters
Citigroup and Related Parties have been named as defendants in numerous
legal actions and other proceedings asserting claims for damages and
related relief for losses arising from the global financial credit crisis that
began in 2007. Such matters include, among other types of proceedings,
claims asserted by: (i) individual investors and purported classes of
investors in Citigroup’s common and preferred stock and debt, alleging
violations of the federal securities laws and state securities and fraud
laws; (ii) participants and purported classes of participants in Citigroup’s
retirement plans, alleging violations of the Employee Retirement Income
Security Act (ERISA); (iii) counterparties to transactions adversely affected
by developments in the credit and mortgage markets; (iv) individual
investors and purported classes of investors in securities and other
investments underwritten, issued or marketed by Citigroup, including
collateralized debt obligations (CDOs), mortgage-backed securities (MBS),
auction-rate securities (ARS), investment funds, and other structured or
leveraged instruments, that have suffered losses as a result of the credit
crisis; and (v) individual borrowers asserting claims related to their
loans. These matters have been filed in state and federal courts across the
country, as well as in arbitrations before the Financial Industry Regulatory
Authority (FINRA) and other arbitration associations.
In addition to these litigations and arbitrations, Citigroup continues
to cooperate fully in response to subpoenas and requests for information
from the Securities and Exchange Commission (SEC), FINRA, state
attorneys general, the Department of Justice and subdivisions thereof, bank
regulators, and other government agencies and authorities, in connection
with various formal and informal (and, in many instances, industry-wide)
inquiries concerning Citigroup’s mortgage-related conduct and business
activities, as well as other business activities affected by the credit crisis.
These business activities include, but are not limited to, Citigroup’s
sponsorship, packaging, issuance, marketing, servicing and underwriting
of MBS and CDOs and its origination, sale or other transfer, servicing, and
foreclosure of residential mortgages, including its compliance with the
Servicemembers Civil Relief Act (SCRA).
Mortgage-Related Litigation and Other Matters
Beginning in November 2007, Citigroup and Related Parties have been
named as defendants in numerous legal actions and other proceedings
brought by Citigroup shareholders, investors, counterparties, regulators and
others concerning Citigroup’s activities relating to mortgages, including