Assured Guaranty Ltd. (together with its subsidiaries, Assured Guaranty), the leading financial guaranty insurance company, announced that its subsidiary Assured Guaranty Corp. (AGC) completed its acquisition of MBIA UK Insurance Limited (MBIA UK), the European operating subsidiary of MBIA Insurance Corporation, in accordance with the agreement announced on September 29, 2016.
Assured Guaranty currently intends to maintain MBIA UK as a subsidiary of AGC. It will rebrand MBIA UK as part of the Assured Guaranty group within the next several months. Assured Guaranty is also actively working to combine MBIA UK with its other affiliated European insurance companies.* Any such combination will be subject to regulatory and court approvals; as a result, Assured Guaranty cannot predict when, or if, such a combination will be completed.
"We are pleased to have completed our fourth acquisition of a legacy bond insurer, which has further diversified Assured Guaranty's insured portfolio by adding approximately $13 billion (£10 billion) of predominantly European infrastructure transactions," said Dominic Frederico, President and CEO of Assured Guaranty. "We expect this acquisition to be accretive to Assured Guaranty's operating earnings per share, operating shareholders' equity and adjusted book value."
"This acquisition significantly expands Assured Guaranty's presence in the European infrastructure market at a time when we are seeing increasing opportunities and a strong pipeline of transactions," said Nick Proud, CEO of Assured Guaranty (Europe) Ltd. (AGE). "It signals our ongoing commitment to the European marketplace and gives MBIA UK bondholders the management resources and surveillance capabilities of an active financial guarantor with proven durability. It is our intention to combine MBIA UK with our European portfolio to create a single balance sheet and rating."
As of September 30, 2016, using current currency exchange rates, MBIA UK had a guaranteed portfolio of approximately $13 billion (£10 billion) of net par and approximately $470 million (£382 million) of GAAP book value. As consideration for the outstanding shares of MBIA UK plus $23 million in cash, AGC exchanged all its holdings of notes issued in the Zohar II 2005-1 transaction. AGC's Zohar II 2005-1 notes had a total outstanding principal of approximately $347 million as of September 30, 2016. MBIA Insurance Corporation insures all of the notes issued in the Zohar II 2005-1 transaction.
Assured Guaranty has posted additional information regarding the MBIA UK guaranteed portfolio at assuredguaranty.com/mbia-uk.
BofA Merrill Lynch acted as financial advisor to Assured Guaranty, and Mayer Brown LLP acted as its legal advisor.
*Assured Guaranty (Europe) Ltd., Assured Guaranty (UK) Ltd. and CIFG Europe S.A.
Cautionary Statement Regarding Forward-Looking Statements:
Any forward-looking statements made in this press release reflect Assured Guaranty's current views with respect to future events and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks and uncertainties that may cause actual results to differ materially from those set forth in these statements. These risks and uncertainties include, but are not limited to, adverse developments in the acquired portfolio; and other risks and uncertainties that have not been identified at this time, management's response to these factors, and other risk factors identified in Assured Guaranty's filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which are made as of January 10, 2017. Assured Guaranty undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Assured Guaranty Ltd. is a publicly traded (NYSE: AGO) Bermuda-based holding company. Its operating subsidiaries provide credit enhancement products to the U.S. and international public finance, infrastructure and structured finance markets. More information on Assured Guaranty Ltd. and its subsidiaries can be found at AssuredGuaranty.com.
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Contacts:
Assured Guaranty Ltd.
Investor Relations:
Robert Tucker, 212-339-0861
Senior Managing Director, Investor Relations and Corporate Communications
rtucker@agltd.com
or
Media:
Ashweeta Durani, 212-408-6042
Vice President, Corporate Communications
adurani@agltd.com
or
UK Media
Mark Lunn, +44 (0) 203128 8100
MHP Communications
Mark.lunn@mhpc.com
