ARMONK, N.Y.--(BUSINESS WIRE)--
MBIA Inc. (NYSE:MBI):
Dear Owners:
In my first letter to you last Tuesday the 19th, I told you that I
believe the structure of the financial guarantee industry needs to be
changed. I said that we are looking at a number of different
approaches to transform MBIA with the goal of ensuring that if we're
ever faced with an industry crisis even close to the magnitude of the
one we're experiencing today, we would be in a position to maintain
our operating flexibility and manage our capital needs on a more cost
effective basis. We would continue to be more than capable of honoring
our obligations to all of our policyholders, as we are doing today,
while continuing to write new business.
It's been a non-stop first week back for me, and I'm pleased to
tell you that we've made a number of important decisions that will
help guide the transformation of our business and allow us to achieve
the goals that I laid out for you last week. Just last Wednesday I met
with the Honorable Eric Dinallo, Superintendent of the New York State
Insurance Department, and shared my vision of MBIA's future with him.
We're in frequent and active contact with Mr. Dinallo and his team,
who have been enormously supportive of our efforts. We're indebted to
them for their guidance and encouragement throughout our discussions.
We are also in close contact with the rating agencies to assure that
our transformation strategy achieves the highest ratings for our
insurance business.
One of the points we've made clear in our discussions is that we
will only restructure on a timeframe and in a manner that allows us to
carefully consider the needs of all of our stakeholders. First among
all considerations is that we will protect the interests of all of our
policyholders. That is why, as soon as it's feasible but within a
five-year period, we will restructure the company in such a way as to
insure public and structured finance business from separate operating
entities. We have already made the decision to cease ensuring new
derivative credit contracts from our insurance companies. My goal is
to retain the highest ratings that we can for both our structured and
public finance businesses, and I believe this can be accomplished by
separating these two business lines and leaving the derivative market
to the traders on Wall Street.
While we continue to evaluate our options, I have suspended the
writing of all new structured finance business for approximately six
months. Further, the flexibility and preservation of our capital
remains a high priority for us. That is why today your board voted
today to eliminate the quarterly dividend, effective immediately. This
move will preserve approximately $174 million, which is the amount
that the Company paid out in dividends in 2007.
I fully support this decision by the board, even though - as
MBIA's largest individual shareholder - I'm the first one to feel the
pinch. But I hope you see this, along with the fact that I have never
sold a share of MBIA stock or exercised any options during my previous
tenure, along with my commitment to buy a substantial number of
additional shares, as a demonstration of my absolute commitment to be
aligned with our owners. Going forward we will declare and pay
dividends on an annual, rather than quarterly basis.
In a move to level the playing field in terms of the cost of
capital, we will escalate our efforts to campaign vigorously against
the ability of U.S. financial guarantors to reinsure U.S. domestic
financial guarantee transactions with foreign affiliates without
paying U.S. corporate tax rates. As more money comes into existing and
new competitors' public finance business, the discrepancy this
loophole allows becomes even more pronounced. In a competitive and
open market to provide all American public entities with access to the
capital markets, it makes no sense to allow foreign competitors with
U.S. domiciled operations to operate without paying their fair share
of U.S. taxes. After nine years of trying to use mainly logic to make
this argument to those who can affect this change, we have decided to
enlist help and thus will earmark a minimum of $1 million this year to
support the Coalition for a Domestic Insurance Industry. We are
prepared to pay more if that proves insufficient! I've been against
this loophole for years, and discussed it in my first investor
conference in 1999. I still don't look good in Bermuda shorts but we
will eventually have to move the company if the U.S. tax code is not
modified.
Also related to capital outlay (and some might say significant
capital outlay) is executive compensation - in particular, the
compensation packages structured for our executives. Starting with me,
we will ask our shareholders at our next annual meeting to vote on the
restricted stock awarded to me that you saw in a recent 8K filing. Our
commitment to "say on pay" is to lead rather than be compelled, and we
will provide an opportunity for our owners to vote on the board's
significant decisions on executive pay beginning at the 2009 annual
meeting. We're working for you, and you should be able to tell your
board if you think we're worth what we're being paid.
In addition to coordinating our plan going forward, I spent a good
portion of the last week and weekend with our financial team reviewing
our draft 2007 financial statements which will be filed in a few days.
As you might expect, a significant portion of that time has been spent
on the two key areas requiring both the most extensive analysis and
sound judgment: loss reserves and our mark-to-market (MTM) on credit
derivative transactions. If I was not already familiar with the
company's existing valuation approaches, this is all I would have been
doing as it is a difficult and complex task for both the internal
teams and the company's auditors to establish best estimates in the
most volatile credit markets in the company's history. I have a few
more follow-up questions that need to be answered for me to confirm
the company's preliminary results which were released a few weeks ago.
That said, it is clear that the continued lack of any market
valuations based on cash trades continues, and the extreme spread
widening we and others are forced to rely on for valuation in the
credit derivative market means we are likely to have another MTM in
the first quarter. And the continued uncertainty surrounding the
housing market, liquidity for refinancings, impact of the interest
rate cuts and Congress' economic stimulus legislation mean we will
need to continuously review our loss reserve modeling assumptions.
Everything we are working towards right now is centered on
regaining stability in these volatile times. You can find a list of
the decisions and principles we're using to guide our transformation
on www.mbia.com. Make no mistake, we still have work to do, and I will
keep you informed as we make progress with our plans. But the net of
it is this: we know where we're going. We're on a path now that will
allow us to achieve and deliver financial stability to our many
constituents for the long term. Our path is not the same road that
others in our industry are taking. For example, we were the only
monoline to pursue an aggressive capital plan, and we raised over $2.6
billion in new capital and preserved over $500 million in a two-month
period. Yes, we're following our own course, but this shouldn't
surprise anyone. Our direction is consistent with actions only the
industry leader could take.
But as the leading monoline, we are also a convenient and
attractive target for self-interested parties such as Mr. William
Ackman. Many of you have asked me in the past few days whether there
is something personal between us. In actual fact we have many
similarities. We are both extremely passionate in our beliefs and are
persistent in overcoming all obstacles in terms of reaching our
objectives. The real difference is that I am leading a regulated
institution that provides security, jobs and peace of mind to tens of
thousands of institutions and millions of individual investors. Mr.
Ackman's objective is less complex; he will stop at nothing to
increase his already enormous personal profits as he systematically
tries to destroy our franchise and our industry. His campaign against
us has increased our cost of capital, but his intent to force a
collapse has no chance to succeed.
The continuing uncertainty in the mortgage markets tells me that
we can expect a bumpy ride over the coming months and possibly longer.
I am truly thrilled to be back in the driver's seat at MBIA, and I
fully expect that together we'll reach our goal of financial stability
and long-term value in the years ahead.
As always, thank you for your continuing loyalty and confidence in
our company.
Sincerely,
Jay Brown
Chairman and CEO
MBIA
This release contains statements about future results that may
constitute "forward-looking statements" within the meaning of the safe
harbor provisions of the Private Securities Litigation Reform Act of
1995. Readers are cautioned that these statements are not guarantees
of future performance. There are a variety of factors, many of which
are beyond MBIA's control, which affect the operations, performance,
business strategy and results and could cause its actual results to
differ materially from the expectations and objectives expressed in
any forward-looking statements. Accordingly, readers are cautioned not
to place undue reliance on forward-looking statements which speak only
as of the date they are made. MBIA 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. The reader should, however, consult any further disclosures MBIA
may make in its future filings of its reports on Form 10-K, Form 10-Q
and Form 8-K.
MBIA Inc., through its subsidiaries, is a leading financial
guarantor and provider of specialized financial services. MBIA's
innovative and cost-effective products and services meet the credit
enhancement, financial and investment needs of its public and private
sector clients, domestically and internationally. MBIA Inc.'s
principal operating subsidiary, MBIA Insurance Corporation, has the
following financial strength ratings: Triple-A from Fitch Ratings with
ratings on Rating Watch Negative; Triple-A with a negative outlook
from Standard & Poor's Ratings Services; and Triple-A on review for
possible downgrade from Moody's Investors Service. Please visit MBIA's
Web site at www.mbia.com.
Source: MBIA Inc.
Contact: MBIA
Media:
Willard Hill, +1-914-765-3860
or
Investor Relations:
Greg Diamond, +1-914-765-3190