FGIC Announces Results of Joinders to the Transaction Support Agreement; Supporting Owners Represent Over 85% of Permitted Policy Distributions Under the Proposed Transaction
July 10 2024 - 12:58PM
Business Wire
Financial Guaranty Insurance Company (“FGIC”) announced
the results of its joinder process for beneficial owners of certain
FGIC-insured instruments and units (“Owners”) to join the
Transaction Support Agreement, dated February 29, 2024, among FGIC
and holders of certain FGIC-insured instruments and units (the
“TSA”) and become eligible to receive an early joinder fee
thereunder. The TSA provides for a transaction (the “Proposed
Transaction”) that will accelerate the current long-term
run-off of FGIC’s insured portfolio pursuant to the First Amended
Plan of Rehabilitation for FGIC, dated June 4, 2013 (the
“Existing Rehabilitation Plan”). Under the Proposed
Transaction, all FGIC policies with outstanding DPO or DPO
Accretion (each as defined in the Existing Rehabilitation Plan)
and/or projected future claims (defined in the TSA as “Covered
Policies”) will be satisfied and discharged, in consideration
of payment in full in cash (on a present value basis) by FGIC to
the respective holders of such policies (the “Permitted Policy
Distribution”). The total gross amount of Permitted Policy
Distributions that will be payable by FGIC to satisfy and discharge
such policies is estimated to be approximately $1.841 billion. A
copy of the TSA is available at
http://www.fgic.com/proposedacceleratedrunoff/ and
https://deals.is.kroll.com/fgic.
The deadline to submit an executed joinder agreement to join the
TSA was June 12, 2024, at 5:00 p.m. New York City time (the
“Early Joinder Fee Deadline”) and the deadline for
participating Owners to certify their ownership of FGIC-insured
instruments and units was June 27, 2024, at 5:00 p.m. New York City
time. As of the Early Joinder Fee Deadline, approximately 735
Owners are party to the TSA, consisting of approximately 165
institutional Owners and approximately 570 individual retail Owners
(collectively, the “Supporting Owners”). The Supporting
Owners represent holders who collectively would be entitled to
receive over 85% of the Permitted Policy Distributions under the
Proposed Transaction.
The Proposed Transaction is conditioned on, among other things,
receiving the support of the New York State Department of Financial
Services (“NYSDFS”). Subject to this support, the TSA
contemplates that the Proposed Transaction will be implemented
pursuant to an amended rehabilitation plan (the “Amended
Plan”), subject to approval by the Supreme Court of the State
of New York (the “Court”) in a reopened rehabilitation
proceeding pursuant to Article 74 of the New York Insurance Law.
There is no guarantee that the NYSDFS will support the Proposed
Transaction, or the Court will approve the Amended Plan.
FGIC is encouraged by the strong support for the Proposed
Transaction by the Supporting Owners and will continue its dialogue
with the NYSDFS to receive its support to reopen FGIC’s
rehabilitation proceeding and implement the Proposed Transaction
through the Amended Plan, subject to Court approval.
About FGIC
FGIC is a New York stock insurance corporation and a wholly
owned subsidiary of FGIC Corporation. FGIC emerged from
rehabilitation on August 19, 2013, and is responsible for
administering its outstanding insurance policies in accordance with
the terms of the First Amended Plan of Rehabilitation for FGIC,
dated June 4, 2013. Please visit www.fgic.com.
Investor and Media Contacts:
If you have any questions regarding FGIC and/or the Proposed
Transaction, you can send an email to FGICinfo@is.kroll.com.
Additional Information:
Weil, Gotshal & Manges LLP is serving as counsel and
Houlihan Lokey Capital, Inc. is serving as financial advisor.
FORWARD-LOOKING STATEMENTS
This notice contains “forward-looking statements” – that is,
statements related to possible future events. Forward-looking
statements often address expectations and beliefs as to future
performance, results and business plans. You should not place undue
reliance on forward-looking statements because they speak only as
of the date they are made and are necessarily subject to risks and
uncertainties that could cause actual results and performance to
differ materially from those expressed or implied by such
forward-looking statements. Forward-looking statements are based
upon FGIC management’s current expectations and beliefs concerning
future events. FGIC undertakes no obligation to update or revise
any forward-looking statement, whether as a result of new
information, future developments or otherwise, except as required
by law.
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FGICinfo@is.kroll.com