Assured Guaranty (AGO) Enters Agreement to Acquire MBIA UK Insurance Limited

September 29, 2016 6:32 AM EDT

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Assured Guaranty Ltd. (together with its subsidiaries, Assured Guaranty), the leading financial guaranty insurance company, announced that its subsidiary Assured Guaranty Corp. (AGC) has entered into an agreement to acquire MBIA UK Insurance Limited (MBIA UK), the European operating subsidiary of MBIA Insurance Corporation (together with its subsidiaries, MBIA). The parties expect the transaction to close in early January 2017, subject to receipt of regulatory approvals and the satisfaction of other customary closing conditions. There can be no assurance that regulatory approvals will be obtained.

Under the agreement, AGC will deliver to MBIA all of the notes issued in the Zohar II 2005-1 transaction that AGC holds, and the seller, MBIA UK (Holdings) Limited, will transfer to AGC all of the outstanding shares of MBIA UK plus $23 million (£18 million) in cash. The Zohar notes to be transferred had, as of June 30, 2016, a total outstanding principal of approximately $347 million (£261 million). MBIA Insurance Corporation insures all of the notes issued in the Zohar II 2005-1 transaction.

“This agreement furthers our strategy of acquiring legacy financial guaranty companies,” said Dominic Frederico, President and CEO of Assured Guaranty. “In this case, we will be acquiring a seasoned insured portfolio of almost exclusively European transactions and the capital resources to support those exposures. We expect this transaction to be accretive to Assured Guaranty’s earnings per share, operating shareholders’ equity and adjusted book value.”

Nick Proud, CEO of Assured Guaranty (Europe) Ltd. (AGE), said, “This is a landmark transaction that will significantly increase the size of Assured Guaranty’s European insured portfolio, creating a total non-U.S. portfolio of approximately $45 billion (£34 billion). It also sends a strong message to the market that the monoline model − and Assured Guaranty specifically − is an active source of infrastructure funding solutions. AGE is currently mandated on a number of primary UK transactions, and we expect this acquisition to add further momentum to our expanding European opportunities.”

As of June 30, 2016, MBIA UK had an insured portfolio of approximately $13 billion (£10 billion) of net par and approximately $500 million (£374 million) of GAAP book value. At this point, Assured Guaranty plans to maintain MBIA UK as a stand-alone entity but could combine it with other European affiliates in the future.

BofA Merrill Lynch is acting as financial advisor to Assured Guaranty, and Mayer Brown LLP is acting as its legal advisor.

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