HAMILTON, Bermuda, April 10 /PRNewswire-FirstCall/ -- Syncora Holdings Ltd. ("Syncora" or the "Company") today announced that it has filed a Form 15 with the Securities and Exchange Commission ("SEC") to voluntarily deregister its common and preferred shares. In filing the Form 15, the Company's obligation to file certain reports and forms with the SEC, including Forms 10-K, 10-Q and 8-K, is immediately suspended. The Company expects that deregistration of its common and preferred shares will become effective in 90 days.
The Company expects that it will, from time to time, provide certain financial information to the market via its website, http://www.syncora.com/. The Company's securities will continue to be traded over the counter and its common shares quoted on the Pink Sheets, but the Company can make no assurance that any broker will continue to make a market in the Company's securities.
About Syncora Holdings Ltd.
Syncora Holdings Ltd. is a Bermuda-domiciled holding company. For more information, please visit http://www.syncora.com/.
Investor and Media Contact: Michael Gormley +1 212-478-3463 michael.gormley@scafg.com FORWARD-LOOKING STATEMENTS
This release contains statements about future results, plans and events that may constitute "forward-looking" statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You are cautioned that these statements are not guarantees of future results, plans or events and such statements involve risks and uncertainties that may cause actual results to differ materially from those set forth in these statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond Syncora Guarantee's control. These factors include, but are not limited to: Syncora Guarantee's ability to enter into or close agreements with the counterparties to its credit default swap ("CDS") contracts (the "2009 MTA") and close the tender offer; the possible suspension of all future claim payments; Syncora Guarantee's ability to maintain minimum policyholders' surplus even if it closes the 2009 MTA and the tender offer; higher losses on guaranteed obligations due to deterioration in the credit and mortgage markets; the suspension of writing substantially all new business; the effect of adverse developments in the credit and mortgage markets on Syncora Guarantee's in-force business; higher loss reserves estimates and the adequacy of the loss reserves; uncertainty as to the fair value of CDS contracts and liabilities thereon; decision by Syncora Guarantee's regulators to take regulatory action such as rehabilitation or liquidation of Syncora Guarantee at any time; Syncora Guarantee being required to make mark-to-market termination payments under its CDS contracts; Syncora Guarantee's ability to continue as a going concern; the performance of invested assets; payment of claims on guaranteed obligations, including Jefferson County, Alabama and RMBS transactions; bankruptcy events involving counterparties to CDS contracts; the loss of certain control rights under certain financial guarantee insurance; non-payment of premium and makewholes owed or cancellation of policies; impact of the non-payment of dividends on Syncora Holdings Ltd.'s series A preference shares on the composition of Syncora Holdings Ltd.'s Board of Directors; uncertainty in portfolio modeling which makes it difficult to estimate potential paid claims and loss reserves; unavailability of funds due to capitalization of a financial guarantee insurance subsidiary of Syncora Guarantee to be formed ("Drop-Down Company") under the 2009 MTA; unavailability of funds due to consideration expected to be paid to certain of the counterparties under the 2009 MTA; potential adverse developments at Drop-Down Company and recapture of business to be ceded to Drop-Down Company under the 2009 MTA; the financial condition of Syncora Guarantee (U.K.) Ltd. and action by the Financial Services Authority; requirement of Syncora Guarantee to provide Syncora Guarantee (U.K.) Ltd. with sufficient funds to maintain its minimum solvency margin; challenges to the Master Commutation, Release and Restructuring Agreement, dated July 28, 2008, as amended, and related commutations and releases; ratings downgrades or the withdrawal of ratings; defaults by counterparties to reinsurance arrangements; the interconnectedness of risks that affect the Syncora Guarantee's reinsurance and insurance portfolio and financial guarantee products; termination payments related to less traditional products, including CDS contracts, possibly in excess of current resources; changes in accounting policies or practices or the application thereof; uncertainty with respect to the valuation of CDS contracts; changes in officers or key employees; delisting from the New York Stock Exchange and deregistration under the Securities Exchange Act of 1934, as amended; further deterioration in general economic conditions, including as a result of the financial crisis as well as inflation, interest rates, foreign currency exchange rates and other factors and the effects of disruption or economic contraction due to catastrophic events or terrorist acts; the commencement of new litigation or the outcome of current and new litigation; legislative or regulatory developments, including changes in tax laws and regulation of mortgages; losses from fraudulent conduct due to unconditional and irrevocable nature of financial guarantee insurance; problems with the transaction servicers in relation to structured finance transactions; limitations on the availability of net operating loss carryforwards; uncertainty as to federal income tax treatment of CDS contracts; liquidity risks including due to undertakings with the NYID, conflicts of interests with significant shareholders of Syncora Holdings Ltd.; limitations on the transferability of the common shares of Syncora Holdings Ltd. and other additional factors, risks or uncertainties described in Company filings with the Securities and Exchange Commission, including in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2008. Readers are cautioned not to place undue reliance on forward-looking statements which speak only as of the date they are made. Syncora Guarantee does not undertake to update forward-looking statements to reflect the impact of circumstances or events that arise after the date the forward-looking statements are made.
Syncora Holdings Ltd.
CONTACT: Michael Gormley, Syncora Holdings, +1-212-478-3463,
michael.gormley@scafg.com
Web site: http://www.syncora.com/
