Assured Guaranty Ltd. (NYSE:AGO) ("Assured Guaranty" or "the Company”)
announced the completion of the sale of 27,512,600 common shares at a
price of $20.90 per share, representing 23,924,000 shares that it agreed
to sell to the underwriter in a public offering and an additional
3,588,600 common shares that the underwriter elected to purchase
pursuant to an option granted in connection with the public offering.
The net proceeds of the sale totaled approximately $574.0 million.
UBS Securities LLC acted as sole underwriter for the offering. Willis
Capital Markets and Advisory served as transaction advisor for the
Company.
Assured Guaranty intends to use the net proceeds of the offering for
general corporate purposes and to complete the external capital portion
of the rating agency capital initiatives for its subsidiaries announced
in its November 12, 2009 press release. In light of the size of the
offering, Assured Guaranty does not currently expect to execute the
external reinsurance arrangement discussed in that press release.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the securities
laws of any such state. A shelf registration statement relating to the
common shares that Assured Guaranty offered has previously been filed
with, and declared effective by, the Securities and Exchange Commission.
The offer has been made only by means of a prospectus, including a
prospectus supplement, forming a part of the effective registration
statement. You may get this document for free by visiting EDGAR on the
SEC website at www.sec.gov.
Alternatively, copies may be obtained from UBS Investment Bank, Attn:
Prospectus Department, 299 Park Avenue, New York, New York 10171, or by
telephone toll free at 888-827-7275.
Assured Guaranty Ltd. is a Bermuda-based holding company. Its operating
subsidiaries provide credit enhancement products to the U.S. and
international public finance, structured finance and mortgage markets.
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
financial performance 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. For
example, Assured Guaranty’s forward-looking statements could be affected
by: (1) rating agency action, including a ratings downgrade at any time
of Assured Guaranty Ltd. or any of its subsidiaries and/or of
transactions insured by such subsidiaries, both of which have occurred
in the past; (2) developments in the world's financial and capital
markets that adversely affect issuers’ payment rates, Assured Guaranty’s
loss experience, its ability to cede exposure to reinsurers, its access
to capital, its unrealized (losses) gains on derivative financial
instruments or its investment returns; (3) changes in the credit
markets, segments thereof or general economic conditions; (4) more
severe or frequent losses affecting the adequacy of Assured Guaranty’s
loss reserve; (5) the impact of market volatility on the mark-to-market
of its contracts written in credit default swap form; (6) reduction in
the amount of reinsurance facultative cessions or portfolio
opportunities available to Assured Guaranty; (7) decreased demand or
increased competition; (8) changes in applicable accounting policies or
practices; (9) changes in applicable laws or regulation, including
insurance and tax laws; (10) other governmental actions;
(11) difficulties with the execution of Assured Guaranty’s business
strategy; (12) contract cancellations; (13) Assured Guaranty’s
dependence on customers; (14) loss of key personnel; (15) adverse
technological developments; (16) the effects of mergers, acquisitions
and divestitures; (17) natural or man-made catastrophes; (18) other
risks and uncertainties that have not been identified at this time;
(19) management's response to these factors; and (20) 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 December 4,
2009. 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.
