Assured Guaranty Ltd. (NYSE:AGO) (together with its subsidiaries,
Assured Guaranty), the leading provider of financial guaranty insurance,
announced today that its subsidiary Assured Guaranty Corp. (AGC)
acquired CIFG Holding Inc., the parent of financial guaranty insurer
CIFG Assurance North America, Inc. (CIFG) in accordance with the
agreement announced on April 13, 2016.
On or about July 5, 2016, CIFG will merge with and into AGC, with AGC as
the surviving company. After the merger, all insurance policies issued
by CIFG will become direct insurance obligations of AGC. This includes
$2.7 billion of CIFG public finance and infrastructure insurance
policies assumed by AGC in 2009 that were not novated to AGC following
that reinsurance transaction. Between July 1, 2016 and the date that
CIFG merges into AGC, CIFG will operate as an Assured Guaranty
subsidiary.
“We are pleased to have completed our third acquisition of a legacy bond
insurer, adding $5.5 billion to Assured Guaranty’s insured portfolio,”
said Dominic Frederico, President and CEO of Assured Guaranty. “Much
like our previous acquisitions of Financial Security Assurance and
Radian Asset Assurance, this acquisition will strengthen Assured
Guaranty’s franchise by adding a solid book of financial guaranty
business and will also increase AGC’s shareholders’ equity and statutory
capital. This transaction will strengthen CIFG-insured bondholders’
security and enhance the liquidity of their bonds by providing the
financial strength, protection and market acceptance of AGC.”
The CIFG acquisition is expected to be accretive to Assured Guaranty’s
operating shareholders’ equity1 and adjusted book value1
at the acquisition date. It is also expected to be accretive to future
operating earnings per share1 and, subject to mark-to-market
adjustments, earnings per share.
“We appreciate the responsiveness and timely review by both the New York
State Department of Financial Services and the Maryland Insurance
Administration in diligently reviewing this multi-step transaction in
just two-and-a-half months from the date of its announcement and, by
doing so, permitting a significant benefit to the policyholders of both
CIFG and AGC,” said Mr. Frederico.
As of March 31, 2016, CIFG had approximately $644 million of statutory
capital. AGC paid $450.6 million in cash to acquire CIFG.
For additional information about the acquisition, please visit the
Assured Guaranty website at AssuredGuaranty.com/CIFG.
1. Operating earnings, operating shareholders’ equity and adjusted book
value are non-GAAP financial measures. The most directly comparable GAAP
financial measures are net income for operating earnings, and
shareholders’ equity for operating shareholders’ equity and adjusted
book value. An explanation of these non-GAAP financial measures may be
found in the most recent Equity Presentation, Fixed Income Presentation
and Assured Guaranty Ltd. Financial Supplement in the Investor
Information section of the Company’s website at AssuredGuaranty.com.
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, those resulting from adverse
developments in the acquired portfolio, 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 July 1, 2016. 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.
AGC is a Maryland-domiciled insurance company regulated by the Maryland
Insurance Administration and licensed to conduct financial guaranty
insurance business in all 50 states of the United States, the District
of Columbia and Puerto Rico. AGC commenced operations in 1988. AGC is a
wholly owned, indirect subsidiary of Assured Guaranty Ltd., a
Bermuda-based holding company whose shares are publicly traded and are
listed on the New York Stock Exchange under the symbol AGO. The
operating subsidiaries of Assured Guaranty Ltd. 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.