NEW YORK, June 26 /PRNewswire-FirstCall/ -- The BCP Voyager Master Funds SPC, Ltd., acting on behalf of and for the account of, the Distressed Opportunities Master Segregated Portfolio (the "Fund"), today announced that it has extended the expiration date of the Fund's offer for 55 classes of residential mortgage backed securities ("RMBS") insured by Syncora Guarantee Inc. ("Syncora Guarantee") to 11:59 p.m., New York City time, on Friday, July 10, 2009. The offer will expire at that time, unless extended.
Certain Consent Prices Revised
The Fund has revised certain consent prices offered for each class of RMBS from those previously disclosed, subject to the conditions described in the offer. All Eligible RMBS Securities validly tendered as of 11:59 p.m. on June 26, 2009 will be accepted into the offer prior to any RMBS tendered on or after that time, subject to the conditions described in the offer. If there are only sufficient funds to accept a portion of the tendered RMBS of a given priority of acceptance, then tenders for that given priority of acceptance will be accepted pro rata.
Results of Offer as of June 26, 2009 and Status of Discussions with Holders of RMBS
The Fund also announced the results of the offer and the status of certain discussions with holders of RMBS as of June 26, 2009. As of June 26, tenders have been received in the offer and binding, non-binding and other agreements have been reached by the Fund and/or Syncora Guarantee and holders of RMBS to remediate RMBS exposures totaling 54.7 remediation points. RMBS representing 38.4 remediation points have been tendered into the offer, binding agreements have been reached by the Fund and/or Syncora Guarantee and RMBS holders to remediate RMBS exposures totaling 10.7 remediation points, subject to certain conditions, and non-binding agreements have been reached by the Fund and/or Syncora Guarantee and RMBS holders to remediate RMBS exposures totaling 5.5 remediation points. An agreement has been reached by the Fund and Syncora Guarantee and one RMBS holder to remediate RMBS exposures totaling 1.7 remediation points, in the event certain conditions are met. The Fund and Syncora Guarantee are in continuing discussions with numerous other holders of RMBS as the offer continues. The aggregate principal amounts of RMBS securities that have been tendered into the offer are stated in the table below.
Aggregate Principal Balance in US$ Tendered as CUSIP No. Security Description of June 26, 2009 39539BAA1 GreenPoint Mortgage Funding Trust 2006-HE1 86,452,326 126685DT0 Countrywide Home Equity Loan Trust 2006D 137,928,505 39539JAA4 GreenPoint Mortgage Funding Trust 2007-HE1 55,690,854 45664UAA3 Indymac Home Equity Mortgage Loan Asset Backed Trust Series 2006-H3 75,460,819 126685DS2 Countrywide Home Equity Loan Trust 2006D 226,354,373 41161MAB6 Harborview Mortgage Pass-Through Certificates Series 2006-5 74,098,902 126685AT3 CWABS, Home Equity Revolving Loan Trust 2005-K 110,046,593 1248MKAA3 C-BASS Mortgage Loan Asset-Backed Certificates, Series 2007-SL1 66,977,590 75114GAB5 RALI 2006-QO4 Trust 51,404,290 41161PE41 Harborview Mortgage Pass-Through Certificates 2006-CB1 39,701,573 456612AB6 Indymac Indx Mortgage Loan Trust 2006-AR6 84,772,320 41161PG64 Harborview Mortgage Loan Trust 2006-BU1 34,339,366 68402SAA7 Option One Mortgage Loan Trust 2007-HL1 205,830,564 12668VAB5 Countrywide Home Equity Loan Trust 2006-S7 23,900,595 86801CAA1 STICS 2007-1 83,781,970 65538BAA7 Nomura NAAC 2007-S2 - 41161PL35 Harborview Mortgage Pass-Through Certificates 2006-4 93,977,192 41161PP72 Harborview Mortgage Pass-Through Certificates 2006-4 - 41161PQ22 Harborview Mortgage Pass-Through Certificates 2006-4 41,768,612 12668VAC3 Countrywide Home Equity Loan Trust 2006-S7 38,551,660 1248MKAB1 C-BASS Mortgage Loan Asset-Backed Certificates, Series 2007-SL1 62,150,773 785778QA2 SACO I Trust 2006-1 10,941,134 41161PXG3 Harborview Mortgage Loan Trust 2005-15 14,575,372 41161PUJ0 Harborview Mortgage Pass-Through Certificates 2005-11 12,686,329 12587PEM8 BSSP 2007-R5 (Bear Stearns) - 12668VAD1 Countrywide Home Equity Loan Trust 2006-S7 - 12668VAA7 Countrywide Home Equity Loan Trust 2006-S7 13,523,180 23332UGP3 Downey Savings and Loan Mortgage Trust Series 2006-AR1 - 23332UGL2 Downey Savings and Loan Mortgage Trust Series 2006-AR1 426,155 12668VAF6 Countrywide Home Equity Loan Trust 2006-S7 - 52524PBT8 Lehman XS Trust, Series 2007-6 3,097,240 12668VAE9 Countrywide Home Equity Loan Trust 2006-S7 12,025,983 126685AU0 CWABS, Home Equity Revolving Loan Trust 2005-K 10,542,964 456612AE0 Indymac Indx Mortgage Loan Trust 2006-AR6 42,044,903 07401UAB9 Bear Stearns Second Lien Trust 2007-SV1 162,192,000 126673QB1 Countrywide Home Equity Loan Trust 2004R 38,060,530 52524TAS3 Lehman XS Trust, Series 2007-8H - 41161PL68 Harborview Mortgage Pass-Through Certificates 2006-4 - 30248EAA6 First Franklin Mortgage Loan Trust Series 2007-FFB-SS 89,928,498 525248BL3 Lehman XS Trust, Series 2007-5H 25,219,400 75114GAE9 RALI 2006-QO4 Trust 40,478,820 126685AX4 CWABS, Home Equity Revolving Loan Trust 2005-K 39,787,632 525248BK5 Lehman XS Trust, Series 2007-5H 28,593,744 126673QA3 Countrywide Home Equity Loan Trust 2004R - 126673MY5 Countrywide Home Equity Loan Trust 2004Q 49,857,273 126685AW6 CWABS, Home Equity Revolving Loan Trust 2005-K 12,978,770 07401UAU7 Bear Stearns Second Lien Trust 2007-SV1 25,529,277 86363GBS2 Structured Adjustable Rate Mortgage Loan Trust, Series 2007-3 28,745,884 126673MX7 Countrywide Home Equity Loan Trust 2004Q - 41161PUM3 Harborview Mortgage Pass-Through Certificates 2005-11 - 525245CP9 Lehman XS Trust, Series 2007-3 17,241,072 41161PG98 Harborview Mortgage Loan Trust 2006-BU1 14,911,945 68402SAD1 Option One Mortgage Loan Trust 2007-HL1 - 68402SAC3 Option One Mortgage Loan Trust 2007-HL1 22,220,000 68402SAB5 Option One Mortgage Loan Trust 2007-HL1 22,161,593
The offer and related financing are also conditioned on the consummation of an agreement entered into between Syncora Guarantee and certain counterparties to Syncora Guarantee's credit default swap transactions and financial guarantee insurance policies, the tender of a minimum amount of RMBS, approval of the New York Department of Insurance and certain other conditions. Holders of RMBS that have tendered or will tender their RMBS into the offer are no longer able to withdraw their tendered RMBS.
The offer by the Fund and any transactions with Syncora Guarantee are being conducted only with qualified institutional buyers and are exempt from registration under Section 4(2) of the Securities Act of 1933, as amended. Any securities that may be issued pursuant to such transactions have not been and, at the time of the closing of the transaction, will not be registered under the Securities Act or any state securities laws. The securities may not be offered or sold in the United States absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws.
This press release does not constitute an offer to purchase any securities or a solicitation of an offer to sell any securities. The offers are being made only pursuant to an offer to purchase and letter of transmittal or other appropriate documentation and only to such persons and in such jurisdictions as is permitted under applicable law.
About Syncora Guarantee Inc.
Syncora Guarantee Inc. is a wholly owned subsidiary of Syncora Holdings Ltd. Syncora Holdings Ltd. is a Bermuda-domiciled holding company. For more information, please visit http://www.syncora.com/.
FORWARD-LOOKING STATEMENTS
This release contains statements about future results, plans and events that may constitute "forward-looking" statements. 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 close the master transaction agreement with certain counterparties to Syncora Guarantee's credit default swap ("CDS") contracts (the "2009 MTA") and the tender offer for certain residential mortgage-backed securities ("RMBS") insured by Syncora Guarantee (the "RMBS Tender Offer"); the suspension of all claims payments; Syncora Guarantee's ability to maintain minimum policyholders' surplus even if it closes the 2009 MTA and the RMBS 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 potential 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 the financial guarantee 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.) Limited and action by the Financial Services Authority; requirement of Syncora Guarantee to provide Syncora Guarantee (U.K.) Limited 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 and/or the 2009 MTA; ratings downgrades or the withdrawal of ratings; defaults by counterparties to reinsurance arrangements; the interconnectedness of risks that affect 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; nonpayment of premiums by policyholders; 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; 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 Syncora Holdings Ltd.'s filings with the Securities and Exchange Commission, including in its Annual Report on Form 10K for the fiscal year ended December 31, 2008, as amended. 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 Guarantee Inc.; Syncora Holdings Ltd.
CONTACT: Michael Gormley of Syncora Guarantee Inc., +1-212-478-3463,
michael.gormley@scafg.com
