GAAP Highlights
- Net loss attributable to Assured Guaranty Ltd. was $55 million,
or $0.59 per share,(1) for first quarter 2020.
- Shareholders’ equity attributable to Assured Guaranty Ltd. per
share was $69.35 as of March 31, 2020.
Non-GAAP Highlights
- Adjusted operating income(2) was $33 million, or $0.36 per
share, for first quarter 2020.
- Adjusted operating shareholders’ equity(2) per share was $67.25
as of March 31, 2020.
- Adjusted book value (ABV)(2) per share was $98.02 as of March
31, 2020.
Total Capital Returned to Shareholders
- Total capital returned to shareholders was $136 million,
including share repurchases of $116 million, or 3.6 million shares,
in first quarter 2020.
Insurance Segment(3)
- Adjusted operating income was $85 million for first quarter
2020.
- Gross written premiums (GWP) were $64 million for first quarter
2020.
- Present value of new business production (PVP)(4) was $51
million for first quarter 2020.
Asset Management Segment(3)
- Adjusted operating loss was $9 million for first quarter 2020,
including $3 million in amortization of intangible assets.
- Wind-down funds net outflows were $875 million in first quarter
2020.
Assured Guaranty Ltd. (NYSE: AGO) (AGL and, together with its
consolidated entities, Assured Guaranty or the Company) announced
today its financial results for the three-month period ended March
31, 2020 (first quarter 2020).
“In these turbulent times, I would like to offer our sympathies
to all who have been adversely affected by this horrible pandemic
and express our heartfelt thanks to the first responders and
healthcare workers who make countless sacrifices for everyone’s
benefit,” said Dominic Frederico, President and CEO. “Assured
Guaranty’s first quarter 2020 results reflect some of the
dislocation experienced in the financial markets. We produced $51
million of PVP, 21% higher than in last year’s first quarter, even
after experiencing the negative impact of the market shutting down
in the latter part of March. We have been effectively operating
remotely, for the safety of our employees and the public, in
compliance with the shelter-at-home requirements in effect
globally. Based on our liquidity; low insured leverage;
diversified, granular portfolio; and significant excess capital, we
are structured to withstand the financial stress that can result
from this pandemic.”
(1)
All per share information is based on
diluted shares.
(2)
Adjusted operating income, adjusted
operating shareholders' equity and adjusted book value were
formerly known as "Non-GAAP operating income", "Non-GAAP operating
shareholders' equity" and "Non-GAAP adjusted book value",
respectively. Please see “Explanation of Non-GAAP Financial
Measures.”
(3)
Beginning in the fourth quarter of 2019,
with the acquisition of BlueMountain Capital Management, LLC and
expansion into the asset management business, the Company now
operates in two distinct operating segments: Insurance and Asset
Management. The Company also has a Corporate division; please see
"Summary Financial Results" table below. Adjusted operating income
is the Company's segment measure.
(4)
Please see “Explanation of Non-GAAP
Financial Measures.”
Summary Financial
Results
(in millions, except per share
amounts)
Quarter Ended
March 31,
2020
2019
GAAP Highlights
Net income (loss) attributable to
AGL
$
(55
)
$
54
Net income (loss) attributable to AGL
per diluted share
(0.59
)
0.52
Weighted average shares
92.6
104.0
Non-GAAP Highlights
Adjusted operating income (loss)
Insurance(1)
$
85
$
111
Asset Management(1)
(9
)
—
Corporate
(39
)
(25
)
Other
(4
)
—
Adjusted operating income (loss)(2)
$
33
$
86
Adjusted operating income per diluted
share(2)
$
0.36
$
0.82
Weighted average diluted shares
93.4
104.0
As of
March 31, 2020
December 31, 2019
Amount
Per Share
Amount
Per Share
Shareholders' equity attributable to
AGL
$
6,240
$
69.35
$
6,639
$
71.18
Adjusted operating shareholders' equity
(2)
6,051
67.25
6,246
66.96
ABV (2)
8,820
98.02
9,047
96.99
Common Shares Outstanding
90.0
93.3
________________________________________________
(1) Adjusted operating income (loss) represents the Company's
segment measure. (2) Please see “Explanation of Non-GAAP Financial
Measures” at the end of this press release.
Shareholders' equity attributable to AGL decreased in first
quarter 2020 primarily due to a decrease in unrealized gains on the
available-for-sale portfolio and share repurchases. Adjusted
operating shareholders' equity and ABV decreased in first quarter
2020 primarily due to share repurchases.
Shareholders' equity attributable to AGL per share declined from
$71.18 per share as of December 31, 2019, to $69.35 per share as of
March 31, 2020, the first quarterly decline in GAAP book value per
share since second quarter of 2013. Adjusted operating
shareholders' equity per share and ABV per share both reached new
records in first quarter 2020.
Insurance Segment
The Insurance segment primarily consists of the Company's
domestic and foreign insurance subsidiaries and their wholly owned
subsidiaries that provide credit protection products to the United
States (U.S.) and international public finance (including
infrastructure) and structured finance markets. The Insurance
segment also includes the income (loss) from its proportionate
equity interest in Assured Investment Management funds. The
Insurance segment is presented without giving effect to the
consolidation of variable interest entities (VIEs).
Insurance Results
(in millions)
Quarter Ended
March 31,
2020
2019
Revenues
Net earned premiums and credit derivative
revenues
$
107
$
126
Net investment income
83
99
Other income (loss)
6
9
Total revenues
196
234
Expenses
Loss expense
18
44
Amortization of deferred acquisition costs
(DAC)
3
6
Employee compensation and benefit
expenses
41
37
Other operating expenses
22
20
Total expenses
84
107
Equity in net earnings of investees
(9
)
1
Adjusted operating income (loss) before
income taxes
103
128
Provision (benefit) for income taxes
18
17
Adjusted operating income
(loss)
$
85
$
111
First Quarter 2020
Insurance adjusted operating income for first quarter 2020 was
$85 million, compared with adjusted operating income of $111
million for the three-month period ended March 31, 2019 (first
quarter 2019). The decrease was mainly due to the following:
- Net earned premiums and credit derivative revenues in first
quarter 2020 were $107 million, compared with $126 million in first
quarter 2019. The decline in net earned premiums was due to lower
accelerations from refundings and the scheduled decline in net par
outstanding. Accelerations from refundings and terminations were
$15 million in first quarter 2020 compared with $26 million in
first quarter 2019.
- Net investment income decreased in first quarter 2020 compared
with first quarter 2019 primarily due to a decrease in the average
asset balances in the investment portfolio and lower reinvestment
rates. The decrease in the average balance of the investment
portfolio was due, in part, to funds used for share repurchases and
alternative investments, including Assured Investment Management
funds.
- Equity in earnings of investees includes investments in Assured
Investment Management funds, recorded at fair value. Volatility and
dislocation in the market, particularly for the Company's
investments in Assured Investment Management's CLO Warehouse Fund
(US) L.P. (CLO Warehouse Fund) and AIM Asset Backed Income Fund
(US) L.P. funds, was the primary driver of the $9 million fair
value loss during first quarter 2020.
- The effective tax rate was 17.1% in first quarter 2020 compared
with 13.3% in first quarter 2019. The effective tax rate fluctuates
from period to period based on the proportion of income in
different tax jurisdictions.
The decrease was partially offset by lower loss expense of $18
million in first quarter 2020, compared with $44 million in first
quarter 2019. Lower loss expense in first quarter 2020 was
primarily attributable to lower loss expense for Puerto Rico
exposures and higher recoveries in the U.S. residential mortgage-
backed securities (RMBS) portfolio.
Economic Loss Development
The economic benefit in first quarter 2020 of $3 million mainly
consists of a benefit in first lien U.S. RMBS transactions that was
attributable to higher excess spread on certain transactions
supported by large portions of fixed rate assets that have insured
floating rate debt linked to the London Interbank Offered Rate,
which decreased in first quarter 2020. The benefit in U.S. RMBS was
partially offset by economic loss development in U.S. public
finance transactions, primarily Puerto Rico exposures. The economic
development attributable to changes in discount rates was a loss of
$31 million in first quarter 2020, which was primarily attributable
to U.S. RMBS transactions.
Roll Forward of Net Expected
Loss to be Paid (1)
(in millions)
Net Expected Loss to be
Paid/(Recovered) as of December 31, 2019
Economic Loss/ (Benefit)
Development
Losses (Paid)/
Recovered
Net Expected Loss to be
Paid/(Recovered) as of March 31, 2020
Public finance
$
554
$
59
$
(94
)
$
519
U.S. RMBS
146
(63
)
21
104
Other structured finance
37
1
(1
)
37
Total
$
737
$
(3
)
$
(74
)
$
660
________________________________________________
(1) Economic loss/(benefit) development represents the change in
net expected loss to be paid attributable to the effects of changes
in assumptions based on observed market trends, changes in discount
rates, accretion of discount and the economic effects of loss
mitigation efforts. Economic loss development is the principal
measure that the Company uses to evaluate the loss experience in
its insured portfolio. Expected loss to be paid includes all
transactions insured by the Company, whether written in insurance
or credit derivative form, regardless of the accounting model
prescribed under accounting principles generally accepted in the
United States of America (GAAP).
New Business Production
GWP relates to both financial guaranty insurance and specialty
insurance and reinsurance contracts. Financial guaranty GWP
includes amounts collected upfront on new business written, the
present value of future premiums on new business written
(discounted at risk free rates), as well as the effects of changes
in the estimated lives of transactions in the inforce book of
business. Specialty insurance and reinsurance GWP is recorded as
premiums are due. Credit derivatives are accounted for at fair
value and therefore are not included in GWP. The non-GAAP measure,
PVP, on the other hand, includes upfront premiums and the present
value of estimated future installments on new business at the time
of issuance, discounted at the approximate average pre-tax book
yield of fixed maturity securities purchased during the prior
calendar year, for all contracts whether in insurance or credit
derivative form. See “Explanation of Non-GAAP Financial Measures”
at the end of this press release.
New Business
Production
(in millions)
Quarter Ended March
31,
2020
2019
GWP
PVP (1)
Gross Par Written (1)
GWP
PVP (1)
Gross Par Written (1)
Public finance - U.S.
$
29
$
29
$
2,641
$
30
$
32
$
2,016
Public finance - non-U.S.
34
21
377
2
4
176
Structured finance - U.S.
1
1
15
6
5
494
Structured finance - non-U.S.
—
—
—
1
1
21
Total
$
64
$
51
$
3,033
$
39
$
42
$
2,707
________________________________________________
(1) PVP and Gross Par Written in the table above are based on
"close date," when the transaction settles. Please see “Explanation
of Non-GAAP Financial Measures” at the end of this press release.
The discount rate used for PVP as of March 31, 2020 is 3%. The
prior period has been recast to present PVP discounted at 3%
instead of 6%.
The increases in GWP and PVP were primarily attributable to
non-U.S. public finance new business, including a guaranty of a
solar bond transaction in Spain, written by the Company's new
French subsidiary, Assured Guaranty (Europe) SA , as well as
additional premiums upon the conversion of several existing
transactions from credit default swaps to financial guaranty
insurance contracts. The Company has consistently written new
non-U.S. public finance business every quarter since the end of
2015.
Business activity in the international infrastructure and
structured finance sectors is influenced by typically long lead
times and therefore may vary from period to period.
The volatility and dislocation in the U.S. municipal finance
market caused by the COVID-19 pandemic resulted in the Company
issuing a reduced number of new insurance policies in late March.
However, first quarter 2020 U.S. public finance GWP was $29
million, only slightly lower compared with first quarter 2019 GWP
of $30 million. Similarly, PVP was $29 million in first quarter
2020, compared with PVP of $32 million in first quarter 2019.
Asset Management Segment
The Asset Management segment, which consists of BlueMountain
Capital Management, LLC (BlueMountain) and its associated entities
operating within the Assured Investment Management platform,
provides asset management services to outside investors as well as
to the Insurance segment.
Asset Management
Results
(in millions)
Quarter Ended
March 31,
2020
Revenues
Management fees:
Collateralized loan obligations (CLOs)
$
5
Opportunity funds
2
Wind-down funds
9
Total management fees (1)
16
Other income
1
Total revenues
17
Expenses
Amortization of intangible assets
3
Employee compensation and benefit
expenses
18
Other operating expenses
7
Total expenses
28
Adjusted operating income (loss) before
income taxes
(11
)
Provision (benefit) for income taxes
(2
)
Adjusted operating income
(loss)
$
(9
)
________________________________________________
(1) The Asset Management segment presents reimbursable fund
expenses netted in other operating expenses, whereas on the
condensed consolidated statement of operations such reimbursable
expenses are shown gross, as components of asset management fees
and other operating expenses.
Assets Under
Management
(in millions)
CLOs
Opportunity Funds
Wind-Down Funds
Total
Rollforward:
Assets under management (AUM), December
31, 2019
$
12,758
$
1,023
$
4,046
$
17,827
Inflows
—
88
—
88
Outflows:
Redemptions
—
—
—
—
Distributions
(67
)
(85
)
(875
)
(1,027
)
Total outflows
(67
)
(85
)
(875
)
(1,027
)
Net flows
(67
)
3
(875
)
(939
)
Change in fund value
(46
)
(57
)
(306
)
(409
)
AUM, March 31, 2020 (1)
$
12,645
$
969
$
2,865
$
16,479
As of March 31, 2020:
Funded AUM (2)
$
12,634
$
849
$
2,843
$
16,326
Unfunded AUM (2)
11
120
22
153
Fee Earning AUM (2)
$
6,038
$
814
$
2,601
$
9,453
Non-Fee Earning AUM (2)
6,607
155
264
7,026
As of December 31, 2019:
Funded AUM (2)
$
12,721
$
796
$
3,980
$
17,497
Unfunded AUM (2)
37
227
66
330
Fee Earning AUM (2)
$
3,438
$
695
$
3,838
$
7,971
Non-Fee Earning AUM (2)
9,320
328
208
9,856
________________________________________________
(1) Includes AUM of the insurance company subsidiaries
(intercompany AUM) of $216 million in opportunity funds and $41
million in a CLO Warehouse Fund. (2) Please see “Definitions” at
the end of this press release.
First Quarter 2020
Asset Management adjusted operating loss was $9 million for
first quarter 2020, including $3 million in pretax amortization
related to intangible assets which primarily consist of the fair
value of investment management and CLO contracts.
CLO AUM includes CLO equity that is held by various Assured
Investment Management funds of $259 million as of March 31, 2020,
and $536 million as of December 31, 2019. This CLO equity
corresponds to the majority of the non-fee earning CLO AUM, as
BlueMountain typically rebates the CLO fees back to Assured
Investment Management funds. Prior to the market dislocation caused
by the COVID-19 pandemic in March, Assured Investment Management
funds sold CLO equity, which contributed to the increase in fee
earning AUM from $7,971 million as of December 31, 2019 to $9,453
million as of March 31, 2020.
Management fees from CLOs shown in the table above are the net
management fees that BlueMountain retains after rebating the
portion of these fees that pertains to the CLO equity that is held
directly by Assured Investment Management funds. Gross management
fees from CLOs, before rebates to Assured Investment Management
funds, were $10 million for first quarter 2020.
Net AUM outflows were $939 million, primarily driven by the
return of capital in wind-down funds, which includes funds that are
in their harvest period, partially offset by additional
subscriptions by the Insurance segment into two opportunity funds
focused on asset-backed finance and healthcare structured capital
strategies.
Corporate Division
The Corporate division consists primarily of interest expense on
the debt of Assured Guaranty US Holdings Inc. (AGUS) and Assured
Guaranty Municipal Holdings Inc. (AGMH), as well as other operating
expenses attributed to holding company activities such as Board of
Directors' expenses, and administrative services performed by
operating subsidiaries for the holding companies.
Corporate Results
(in millions)
Quarter Ended
March 31,
2020
2019
Revenues
Net investment income
$
1
$
1
Loss on extinguishment of debt
(5
)
(1
)
Total revenues
(4
)
—
Expenses
Interest expense
25
24
Employee compensation and benefit
expenses
5
4
Other operating expenses
5
3
Total expenses
35
31
Equity in net earnings of investees
(5
)
1
Adjusted operating income (loss) before
income taxes
(44
)
(30
)
Provision (benefit) for income taxes
(5
)
(5
)
Adjusted operating income
(loss)
$
(39
)
$
(25
)
Adjusted operating loss for the Corporate division for both
periods consisted primarily of (1) interest expense, (2) operating
expenses of the holding companies, and (3) loss on extinguishment
of debt recorded in other income. In first quarter 2020, the
Company also recorded a write down of an equity method investment,
that is reflected in equity in earnings of investees. The loss on
extinguishment of debt is related to AGUS's purchase of a portion
of the principal amount of AGMH's outstanding Junior Subordinated
Debentures and represents the difference between the amount paid to
purchase AGMH's debt and the carrying value of the debt, which
includes the unamortized fair value adjustments that were recorded
upon the acquisition of AGMH in 2009. Interest expense includes
interest on intersegment debt to the Insurance segment of $3
million in first quarter 2020.
Other Items
Other items consist of intersegment eliminations,
reclassifications of reimbursable fund expenses, and consolidation
adjustments, including the effect of consolidating financial
guaranty (FG) VIEs and certain BlueMountain investment vehicles in
which the Insurance segment invests.
The types of VIEs the Company consolidates when it is deemed to
be the primary beneficiary include (1) entities whose debt
obligations the insurance subsidiaries insure, and (2) investment
vehicles such as collateralized financing entities and investment
funds managed by the Asset Management subsidiaries, in which the
insurance company subsidiaries have a variable interest
(consolidated investment vehicles). The Company eliminates the
effects of intercompany transactions between consolidated VIEs and
its insurance and asset management subsidiaries, as well as
intercompany transactions between consolidated VIEs.
Generally, the consolidation of the Company's investment
vehicles and FG VIEs has a significant gross-up effect on the
Company's assets, liabilities and cash flows. The economic effect
of the Company's interest in consolidated funds and the premiums
and losses associated with consolidated FG VIEs are presented in
the Insurance segment. The consolidation of investment vehicles
have no net effect on the net income attributable to the Company.
On a consolidated basis, the ownership interests of the Company's
consolidated funds, to which the Company has no economic rights,
are reflected as either redeemable or nonredeemable noncontrolling
interests in the consolidated funds in the Company's consolidated
financial statements.
Reconciliation to GAAP
Reconciliation of Net Income
(Loss) Attributable to AGL to
Adjusted Operating Income
(Loss)
(in millions, except per share
amounts)
Quarter Ended
March 31,
2020
2019
Total
Per Diluted Share
Total
Per Diluted Share
Net income (loss) attributable to
AGL
$
(55
)
$
(0.59
)
$
54
$
0.52
Less pre-tax adjustments:
Realized gains (losses) on investments
(5
)
(0.06
)
(12
)
(0.12
)
Non-credit-impairment unrealized fair
value gains (losses) on credit derivatives
(88
)
(0.95
)
(28
)
(0.26
)
Fair value gains (losses) on committed
capital securities (CCS)
48
0.52
(9
)
(0.09
)
Foreign exchange gains (losses) on
remeasurement of premiums receivable and loss and LAE reserves
(57
)
(0.62
)
9
0.09
Total pre-tax adjustments
(102
)
(1.11
)
(40
)
(0.38
)
Less tax effect on pre-tax adjustments
14
0.16
8
0.08
Adjusted operating income (loss)
$
33
$
0.36
$
86
$
0.82
Net realized losses in first quarter 2020 related primarily to
an increase in the allowance for credit loss on loss mitigation
securities. Shut-downs due to COVID-19 pandemic restrictions
contributed to the increase in the allowance for credit loss on
certain loss mitigation securities in first quarter 2020. Credit
impairment in first quarter 2019 was primarily attributable to
other-than-temporary impairment on loss mitigation securities and
foreign exchange losses.
In first quarter 2020, non-credit-impairment fair value losses
on credit derivatives were generated primarily as a result of wider
spreads of the underlying collateral and lower discount rates,
partially offset by gains due to the widening of AGC spreads. In
first quarter 2019 non-credit impairment fair value losses were
generated primarily as a result of the tightening of AGC spreads.
Except for credit impairment, the fair value adjustments on credit
derivatives in the insured portfolio are non-economic adjustments
that reverse to zero over the remaining term of that portfolio.
Fair value gains on CCS in first quarter 2020 were primarily due
to a widening in market spreads, while fair value losses on CCS in
first quarter 2019 were primarily due to a tightening in market
spreads. Fair value of CCS is heavily affected by, and in part
fluctuates with, changes in market interest rates, credit spreads
and other market factors and are not expected to result in an
economic gain or loss.
Foreign exchange gains and losses in both periods primarily
relate to remeasurement of premiums receivable and are mainly due
to changes in the exchange rate of the pound sterling relative to
the U.S. dollar.
Common Share Repurchases
Summary of Share
Repurchases
(in millions, except per share
amounts)
Amount
Number of Shares
Average Price Per
Share
2020 (January 1 - March 31)
$
116.2
3.63
$
32.03
2020 (April 1 - May 7)
92.8
3.31
28.01
Total 2020
$
209.0
6.94
$
30.11
From 2013 through May 7, 2020, the Company repurchased a total
of 112.7 million common shares at an average price of $30.40,
representing approximately 58% of the total shares outstanding when
the repurchase program began in 2013. As of May 7, 2020, the
Company was authorized to purchase $239 million of its common
shares. These repurchases can be made from time to time in the open
market or in privately negotiated transactions.
As in the past, the Company's execution of its capital
management strategy is contingent upon its available free cash and
the capital position of the parent company, market conditions, the
maintenance of its strong financial strength ratings and other
factors, some of which factors may be impacted by the direct and
indirect consequences of the course and duration of the COVID-19
pandemic and evolving governmental and private responses to the
pandemic. The repurchase program may be modified, extended or
terminated by the Board of Directors at any time. It does not have
an expiration date.
Financial Statements
Condensed Consolidated
Statements of Operations (unaudited)
(in millions)
Quarter Ended
March 31,
2020
2019
Revenues
Net earned premiums
$
103
$
118
Net investment income
80
98
Asset management fees
23
—
Net realized investment gains (losses)
(5
)
(12
)
Net change in fair value of credit
derivatives
(77
)
(22
)
Fair value gains (losses) on CCS
48
(9
)
Fair value gains (losses) on FG VIEs
(9
)
5
Fair value gains (losses) on consolidated
investment vehicles
(12
)
—
Foreign exchange gain (loss) on
remeasurement
(62
)
11
Other income (loss)
7
6
Total revenues
96
195
Expenses
Loss and LAE
20
46
Interest expense
22
23
Amortization of DAC
3
6
Employee compensation and benefit
expenses
64
41
Other operating expenses
45
23
Total expenses
154
139
Income (loss) before income taxes and
equity in net earnings of investees
(58
)
56
Equity in net earnings of investees
(4
)
2
Income (loss) before income
taxes
(62
)
58
Provision (benefit) for income taxes
(4
)
4
Net income (loss)
(58
)
54
Less: Noncontrolling interests
(3
)
—
Net income (loss) attributable to
AGL
$
(55
)
$
54
Results by Segment
(in millions)
Three Months Ended March 31,
2020
Insurance
Asset Management
Corporate
Other
Total
Revenues
Net earned premiums and credit derivative
revenues
$
107
$
—
$
—
$
(1
)
$
106
Net investment income
83
—
1
(4
)
80
Asset management fees
—
16
—
7
23
Fair value gains (losses) on FG VIEs
—
—
—
(9
)
(9
)
Fair value gains (losses) on consolidated
investment vehicles
—
—
—
(12
)
(12
)
Other income (loss)
6
1
(5
)
—
2
Total revenues
196
17
(4
)
(19
)
190
Expenses
Loss expense
18
—
—
(6
)
12
Interest expense
—
—
25
(3
)
22
Amortization of DAC and intangible
assets
3
3
—
—
6
Employee compensation and benefit
expenses
41
18
5
—
64
Other operating expenses
22
7
5
8
42
Total expenses
84
28
35
(1
)
146
Equity in net earnings of investees
(9
)
—
(5
)
10
(4
)
Adjusted operating income (loss) before
income taxes
103
(11
)
(44
)
(8
)
40
Provision (benefit) for income taxes
18
(2
)
(5
)
(1
)
10
Noncontrolling interests
—
—
—
(3
)
(3
)
Adjusted operating income
(loss)
$
85
$
(9
)
$
(39
)
$
(4
)
$
33
Results by Segment
(continued)
(in millions)
Three Months Ended March 31,
2019
Insurance
Asset Management
Corporate
Other
Total
Revenues
Net earned premiums and credit derivative
revenues
$
126
$
—
$
—
$
(3
)
$
123
Net investment income
99
—
1
(2
)
98
Fair value gains (losses) on FG VIEs
—
—
—
5
5
Other income (loss)
9
—
(1
)
—
8
Total revenues
234
—
—
—
234
Expenses
Loss expense
44
—
—
1
45
Interest expense
—
—
24
(1
)
23
Amortization of DAC and intangible
assets
6
—
—
—
6
Employee compensation and benefit
expenses
37
—
4
—
41
Other operating expenses
20
—
3
—
23
Total expenses
107
—
31
—
138
Equity in net earnings of investees
1
—
1
—
2
Adjusted operating income (loss) before
income taxes
128
—
(30
)
—
98
Provision (benefit) for income taxes
17
—
(5
)
—
12
Noncontrolling interests
—
—
—
—
—
Adjusted operating income
(loss)
$
111
$
—
$
(25
)
$
—
$
86
Condensed Consolidated Balance
Sheets (unaudited)
(in millions)
As of
March 31, 2020
December 31, 2019
Assets
Investment portfolio:
Fixed-maturity securities
available-for-sale, at fair value
$
8,568
$
8,854
Short-term investments, at fair value
933
1,268
Other invested assets
121
118
Total investment portfolio
9,622
10,240
Cash
139
169
Premiums receivable, net of commissions
payable
1,233
1,286
DAC
113
111
Salvage and subrogation recoverable
820
747
FG VIEs' assets, at fair value
368
442
Assets of consolidated investment
vehicles
645
572
Goodwill and other intangible assets
212
216
Other assets
593
543
Total assets
$
13,745
$
14,326
Liabilities and shareholders'
equity
Unearned premium reserve
$
3,706
$
3,736
Loss and LAE reserve
1,050
1,050
Long-term debt
1,221
1,235
Credit derivative liabilities, at fair
value
265
191
FG VIEs' liabilities with recourse, at
fair value
312
367
FG VIEs' liabilities without recourse, at
fair value
82
102
Liabilities of consolidated investment
vehicles
431
482
Other liabilities
405
511
Total liabilities
7,472
7,674
Redeemable noncontrolling interests in
consolidated investment vehicles
8
7
Common stock
1
1
Retained earnings
6,100
6,295
Accumulated other comprehensive income
138
342
Deferred equity compensation
1
1
Total shareholders' equity attributable
to AGL
6,240
6,639
Nonredeemable noncontrolling interests
25
6
Total shareholders' equity
6,265
6,645
Total liabilities, redeemable
noncontrolling interests and shareholders’ equity
$
13,745
$
14,326
Explanation of Non-GAAP Financial Measures
To reflect the key financial measures that management analyzes
in evaluating the Company’s operations and progress towards
long-term goals, the Company discloses both financial measures
determined in accordance with GAAP and financial measures not
determined in accordance with GAAP (non-GAAP financial
measures).
Financial measures identified as non-GAAP should not be
considered substitutes for GAAP financial measures. The primary
limitation of non-GAAP financial measures is the potential lack of
comparability to financial measures of other companies, whose
definitions of non-GAAP financial measures may differ from those of
the Company.
By disclosing non-GAAP financial measures, the Company gives
investors, analysts and financial news reporters access to
information that management and the Board of Directors review
internally. The Company believes its presentation of non-GAAP
financial measures provides information that is necessary for
analysts to calculate their estimates of Assured Guaranty’s
financial results in their research reports on Assured Guaranty and
for investors, analysts and the financial news media to evaluate
Assured Guaranty’s financial results.
The Company also provides the effect of VIE consolidation that
is embedded in each non-GAAP financial measure, as applicable,
which the Company believes may also be useful to investors,
analysts and financial news media to evaluate Assured Guaranty’s
financial results. GAAP requires the Company to consolidate certain
FG VIEs and investment vehicles. The Company does not own the
consolidated FG VIEs and its exposure is limited to its obligation
under the financial guaranty insurance contract. The Insurance
segment presents the economic effect of the financial guaranty
contracts associated with the consolidated FG VIEs. The Company
does own a substantial ownership interest in its consolidated
investment vehicles, which is reflected in the Insurance
segment.
Management and the Board of Directors use non-GAAP financial
measures further adjusted to remove the effect of VIE consolidation
(which the Company refers to as its core financial measures), as
well as GAAP financial measures and other factors, to evaluate the
Company’s results of operations, financial condition and progress
towards long-term goals. The Company uses core financial measures
in its decision making process and in its calculation of certain
components of management compensation.
Management believes that many investors, analysts and financial
news reporters use adjusted operating shareholders’ equity, further
adjusted to remove the effect of VIE consolidation, as the
principal financial measure for valuing AGL’s current share price
or projected share price and also as the basis of their decision to
recommend, buy or sell AGL’s common shares. Management also
believes that many of the Company’s fixed income investors also use
this measure to evaluate the Company’s capital adequacy.
Management believes that many investors, analysts and financial
news reporters also use adjusted book value, further adjusted to
remove the effect of VIE consolidation, to evaluate AGL’s share
price and as the basis of their decision to recommend, buy or sell
the AGL common shares. Adjusted operating income further adjusted
for the effect of VIE consolidation enables investors and analysts
to evaluate the Company’s financial results in comparison with the
consensus analyst estimates distributed publicly by financial
databases.
The core financial measures that the Company uses to help
determine compensation are: (1) adjusted operating income, further
adjusted to remove the effect of VIE consolidation, (2) adjusted
operating shareholders' equity, further adjusted to remove the
effect of VIE consolidation, (3) growth in adjusted book value per
share, further adjusted to remove the effect of VIE consolidation,
and (4) PVP.
In the first quarter of 2020, the Company changed the discount
rate used in the calculation of PVP and net present value of
estimated future net revenues, which is a component of adjusted
book value. Beginning in 2020, the discount rate will be the
approximate average pre-tax fixed book yield of fixed-maturity
securities purchased in the prior calendar year, excluding loss
mitigation bonds. In prior periods the discount rate was a constant
6% discount rate. The Company made these changes and recast prior
periods to better reflect the then current interest rate
environment. The reconciliation tables of GAAP to non-GAAP
financial measures for PVP and ABV indicate the new discount rate
for each relevant period.
The following paragraphs and tables define each non-GAAP
financial measure disclosed by the Company and describe why it is
useful. To the extent there is a directly comparable GAAP financial
measure, a reconciliation of the non-GAAP financial measure and the
most directly comparable GAAP financial measure is presented
below.
Adjusted Operating Income
Management believes that adjusted operating income is a useful
measure because it clarifies the understanding of the underwriting
results of the Company. Adjusted operating income is defined as net
income (loss) attributable to AGL, as reported under GAAP, adjusted
for the following:
1) Elimination of realized gains (losses) on
the Company’s investments, except for gains and losses on
securities classified as trading. The timing of realized gains and
losses, which depends largely on market credit cycles, can vary
considerably across periods. The timing of sales is largely subject
to the Company’s discretion and influenced by market opportunities,
as well as the Company’s tax and capital profile.
2) Elimination of non-credit-impairment
unrealized fair value gains (losses) on credit derivatives that are
recognized in net income, which is the amount of unrealized fair
value gains (losses) in excess of the present value of the expected
estimated economic credit losses, and non-economic payments. Such
fair value adjustments are heavily affected by, and in part
fluctuate with, changes in market interest rates, the Company's
credit spreads, and other market factors and are not expected to
result in an economic gain or loss.
3) Elimination of fair value gains (losses)
on the Company’s CCS that are recognized in net income. Such
amounts are affected by changes in market interest rates, the
Company's credit spreads, price indications on the Company's
publicly traded debt, and other market factors and are not expected
to result in an economic gain or loss.
4) Elimination of foreign exchange gains
(losses) on remeasurement of net premium receivables and loss and
LAE reserves that are recognized in net income. Long-dated
receivables and loss and LAE reserves represent the present value
of future contractual or expected cash flows. Therefore, the
current period’s foreign exchange remeasurement gains (losses) are
not necessarily indicative of the total foreign exchange gains
(losses) that the Company will ultimately recognize.
5) Elimination of the tax effects related to
the above adjustments, which are determined by applying the
statutory tax rate in each of the jurisdictions that generate these
adjustments.
Adjusted Operating Shareholders’ Equity and Adjusted Book
Value
Management believes that adjusted operating shareholders’ equity
is a useful measure because it excludes the fair value adjustments
on investments, credit derivatives and CCS that are not expected to
result in economic gain or loss.
Adjusted operating shareholders’ equity is the basis of the
calculation of adjusted book value (see below). Adjusted operating
shareholders’ equity is defined as shareholders’ equity
attributable to AGL, as reported under GAAP, adjusted for the
following:
1) Elimination of non-credit-impairment
unrealized fair value gains (losses) on credit derivatives, which
is the amount of unrealized fair value gains (losses) in excess of
the present value of the expected estimated economic credit losses,
and non-economic payments. Such fair value adjustments are heavily
affected by, and in part fluctuate with, changes in market interest
rates, credit spreads and other market factors and are not expected
to result in an economic gain or loss.
2) Elimination of fair value gains (losses)
on the Company’s CCS. Such amounts are affected by changes in
market interest rates, the Company's credit spreads, price
indications on the Company's publicly traded debt, and other market
factors and are not expected to result in an economic gain or
loss.
3) Elimination of unrealized gains (losses)
on the Company’s investments that are recorded as a component of
accumulated other comprehensive income (AOCI) (excluding foreign
exchange remeasurement). The AOCI component of the fair value
adjustment on the investment portfolio is not deemed economic
because the Company generally holds these investments to maturity
and therefore should not recognize an economic gain or loss.
4) Elimination of the tax effects related to
the above adjustments, which are determined by applying the
statutory tax rate in each of the jurisdictions that generate these
adjustments.
Management uses adjusted book value, further adjusted for VIE
consolidation, to measure the intrinsic value of the Company,
excluding franchise value. Growth in adjusted book value per share,
further adjusted for VIE consolidation (core adjusted book value),
is one of the key financial measures used in determining the amount
of certain long-term compensation elements to management and
employees and used by rating agencies and investors. Management
believes that adjusted book value is a useful measure because it
enables an evaluation of the Company’s in-force premiums and
revenues net of expected losses. Adjusted book value is adjusted
operating shareholders’ equity, as defined above, further adjusted
for the following:
1) Elimination of deferred acquisition costs,
net. These amounts represent net deferred expenses that have
already been paid or accrued and will be expensed in future
accounting periods.
2) Addition of the net present value of
estimated net future revenue. See below.
3) Addition of the deferred premium revenue
on financial guaranty contracts in excess of expected loss to be
expensed, net of reinsurance. This amount represents the present
value of the expected future net earned premiums, net of the
present value of expected losses to be expensed, which are not
reflected in GAAP equity.
4) Elimination of the tax effects related to
the above adjustments, which are determined by applying the
statutory tax rate in each of the jurisdictions that generate these
adjustments.
The unearned premiums and revenues included in adjusted book
value will be earned in future periods, but actual earnings may
differ materially from the estimated amounts used in determining
current adjusted book value due to changes in foreign exchange
rates, prepayment speeds, terminations, credit defaults and other
factors.
Reconciliation of GAAP
Shareholders' Equity attributable to AGL to
Adjusted Operating
Shareholders' Equity and ABV (1)
(in millions, except per share
amounts)
As of
March 31, 2020
December 31, 2019
Total
Per Share
Total
Per Share
Shareholders' equity attributable to
AGL
$
6,240
$
69.35
$
6,639
$
71.18
Less pre-tax adjustments:
Non-credit impairment unrealized fair
value gains (losses) on credit derivatives
(144
)
(1.60
)
(56
)
(0.60
)
Fair value gains (losses) on CCS
101
1.12
52
0.56
Unrealized gain (loss) on investment
portfolio excluding foreign exchange effect
275
3.06
486
5.21
Less taxes
(43
)
(0.48
)
(89
)
(0.95
)
Adjusted operating shareholders'
equity
6,051
67.25
6,246
66.96
Pre-tax adjustments:
Less: DAC
113
1.26
111
1.19
Plus: Net present value of estimated net
future revenue
193
2.14
206
2.20
Plus: Net unearned premium reserve on
financial guaranty contracts in excess of expected loss to be
expensed
3,273
36.37
3,296
35.34
Plus taxes
(584
)
(6.48
)
(590
)
(6.32
)
ABV
$
8,820
$
98.02
$
9,047
$
96.99
Gain (loss) related to VIE
consolidation included in adjusted operating shareholders'
equity
$
12
$
0.14
$
7
$
0.07
Gain (loss) related to VIE
consolidation included in adjusted book value
2
$
0.03
(4
)
(0.05
)
Shares outstanding at the end of the
period
90.0
93.3
___________________
(1) The discount rate used for net present value of estimated
net future revenues as of March 31, 2020 is 3%. The prior period
has been recast to present the net present value of net future
revenues discounted at 3% instead of 6%.
Net Present Value of Estimated Net Future Revenue
Management believes that this amount is a useful measure because
it enables an evaluation of the value of the present value of
estimated net future revenue for contracts other than financial
guaranty insurance contracts (such as specialty insurance and
reinsurance contracts and credit derivatives). This amount
represents the net present value of estimated future revenue from
these contracts (other than credit derivatives with net expected
losses), net of reinsurance, ceding commissions and premium
taxes.
Future installment premiums are discounted at the approximate
average pre-tax book yield of fixed maturity securities purchased
during the prior calendar year, other than loss mitigation
securities. The discount rate is recalculated annually and updated
as necessary. Net present value of estimated future revenue for an
obligation may change from period to period due to a change in the
discount rate or due to a change in estimated net future revenue
for the obligation, which may change due to changes in foreign
exchange rates, prepayment speeds, terminations, credit defaults or
other factors that affect par outstanding or the ultimate maturity
of an obligation. There is no corresponding GAAP financial
measure.
PVP or Present Value of New Business Production
Management believes that PVP is a useful measure because it
enables the evaluation of the value of new business production for
the Company by taking into account the value of estimated future
installment premiums on all new contracts underwritten in a
reporting period as well as additional installment premium on
existing contracts (which may result from supplements or fees or
from the issuer not calling an insured obligation the Company
projected would be called), whether in insurance or credit
derivative contract form, which management believes GAAP gross
written premiums and changes in fair value of credit derivatives do
not adequately measure. PVP in respect of contracts written in a
specified period is defined as gross upfront and installment
premiums received and the present value of gross estimated future
installment premiums.
Future installment premiums are discounted at the approximate
average pre-tax book yield of fixed maturity securities purchased
during the prior calendar year, other than loss mitigation
securities. The discount rate is recalculated annually and updated
as necessary. Under GAAP, financial guaranty installment premiums
are discounted at a risk-free rate. Additionally, under GAAP,
management records future installment premiums on financial
guaranty insurance contracts covering non-homogeneous pools of
assets based on the contractual term of the transaction, whereas
for PVP purposes, management records an estimate of the future
installment premiums the Company expects to receive, which may be
based upon a shorter period of time than the contractual term of
the transaction.
Actual installment premiums may differ from those estimated in
the Company's PVP calculation due to factors including, but not
limited to, changes in foreign exchange rates, prepayment speeds,
terminations, credit defaults, or other factors that affect par
outstanding or the ultimate maturity of an obligation.
Reconciliation of GWP to PVP
(1)
(in millions)
Quarter Ended
March 31, 2020
Public Finance
Structured Finance
U.S.
Non - U.S.
U.S.
Non - U.S.
Total
GWP
$
29
$
34
$
1
$
—
$
64
Less: Installment GWP and other GAAP
adjustments(2)
—
34
1
—
35
Upfront GWP
29
—
—
—
29
Plus: Installment premium PVP
—
21
1
—
22
PVP
$
29
$
21
$
1
$
—
$
51
Quarter Ended
March 31, 2019
Public Finance
Structured Finance
U.S.
Non - U.S.
U.S.
Non - U.S.
Total
GWP
$
30
$
2
$
6
$
1
$
39
Less: Installment GWP and other GAAP
adjustments(2)
(2
)
2
5
—
5
Upfront GWP
32
—
1
1
34
Plus: Installment premium PVP
—
4
4
—
8
PVP
$
32
$
4
$
5
$
1
$
42
________________________________________________
(1) The discount rate used for PVP as of March 31, 2020 is 3%.
The prior period has been recast to present PVP discounted at 3%
instead of 6%. (2) Includes present value of new business on
installment policies discounted at the prescribed GAAP discount
rates, GWP adjustments on existing installment policies due to
changes in assumptions, any cancellations of assumed reinsurance
contracts, and other GAAP adjustments.
Definitions
The Company uses AUM as a metric to measure progress in its
Asset Management segment. The Company uses measures of its AUM in
its decision-making process and intends to use a measure of change
in AUM in its calculation of certain components of management
compensation. Investors also use AUM to evaluate companies that
participate in the asset management business. AUM refers to the
assets managed, advised or serviced by the Asset Management segment
and equals the sum of the following:
- the net asset value of the opportunity and wind-down funds plus
any unfunded commitments; and
- the amount of aggregate collateral balance and principal cash
of BlueMountain's CLOs, including CLO equity that may be held by
Assured Investment Management funds. This also includes CLO assets
managed by BlueMountain Fuji Management, LLC (BM Fuji).
BlueMountain is not the investment manager of BM Fuji CLOs, but
rather has entered into a services agreement and a secondment
agreement with BM Fuji pursuant to which BlueMountain provides
certain services associated with the management of BM Fuji-advised
CLOs and acts in the capacity of service provider.
The Company’s calculation of AUM may differ from the calculation
employed by other investment managers and, as a result, this
measure may not be directly comparable to similar measures
presented by other investment managers. The calculation also
differs from the manner in which BlueMountain affiliates registered
with the U.S. Securities and Exchange Commission (SEC) report
“Regulatory Assets Under Management” on Form ADV and Form PF in
various ways.
The Company also uses several other measurements of AUM to
understand and measure its AUM in more detail and for various
purposes, including its relative position in the market and its
income and income potential:
“Third-party assets under management” or “3rd Party AUM” refers
to the assets BlueMountain manages or advises on behalf of
third-party investors. This includes current and former employee
investments in Assured Investment Management funds. For CLOs, this
also includes CLO equity that may be held by Assured Investment
Management funds.
“Intercompany assets under management” or “Intercompany AUM”
refers to the assets BlueMountain manages or advises on behalf of
the Company. This includes investments from affiliates of Assured
Guaranty along with general partners' investments of BlueMountain
(or its affiliates) into the funds.
“Funded assets under management” or “Funded AUM” refers to
assets that have been deployed or invested into the funds or
CLOs.
“Unfunded assets under management” or “Unfunded AUM” refers to
unfunded capital commitments from closed-end funds and CLO
warehouse fund.
“Fee earning assets under management” or “Fee Earning AUM”
refers to assets where BlueMountain collects fees and has elected
not to waive or rebate fees to investors.
“Non-fee earning assets under management” or “Non-Fee Earning
AUM” refers to assets where BlueMountain does not collect fees or
has elected to waive or rebate fees to investors. BlueMountain
reserves the right to waive some or all fees for certain investors,
including investors affiliated with BlueMountain and/or the
Company. Further, to the extent that the Company's wind-down and/or
opportunity funds are invested in BlueMountain managed CLOs,
BlueMountain may rebate any management fees and/or performance
compensation earned from the CLOs to the extent such fees are
attributable to the wind-down and opportunity funds’ holdings of
CLOs also managed by BlueMountain.
Conference Call and Webcast Information
The Company will host a conference call for investors at 8:00
a.m. Eastern Time (9:00 a.m. Atlantic Time) on Friday, May 8, 2020.
The conference call will be available via live and archived webcast
in the Investor Information section of the Company's website at
AssuredGuaranty.com or by dialing 1-877-281-1545 (in the U.S.) or
1-412-902-6609 (International). A replay of the call will be made
available through August 7, 2020. To listen to the replay, dial
1-877-344-7529 (in the U.S.) or 1-412-317-0088 (International),
passcode 10142873. The replay will be available one hour after the
conference call ends.
Please refer to Assured Guaranty's March 31, 2020 Financial
Supplement, which is posted on the Company's website at
assuredguaranty.com/agldata, for more information on the Company's
financial guaranty portfolio, investment portfolio and other items.
The Company is also posting on the same page of its website:
- “Public Finance Transactions in 1Q 2020,” which lists the U.S.
public finance new issues insured by the Company in first quarter
2020, and
- “Structured Finance Transactions at March 31, 2020,” which
lists the Company's structured finance exposure as of that
date.
In addition, the Company is posting at
assuredguaranty.com/presentations the “March 31, 2020 Equity
Investor Presentation.” Furthermore, the Company's separate-company
subsidiary financial supplements and its Fixed Income Presentation
for the current quarter will be posted on the Company's website
when available. Those documents will be furnished to the Securities
and Exchange Commission in a Current Report on Form 8-K.
Assured Guaranty Ltd. is a publicly traded (NYSE: AGO),
Bermuda-based holding company. Through its subsidiaries, Assured
Guaranty provides credit enhancement products to the U.S. and
international public finance, infrastructure and structured finance
markets and also provides asset management services. More
information on Assured Guaranty Ltd. and its subsidiaries can be
found at AssuredGuaranty.com.
Cautionary Statement Regarding Forward-Looking
Statements
Any forward-looking statements made in this press release
reflect the Company'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 calculations of ABV,
PVP, net present value of estimated future installment premiums in
force and total estimated net future premium earnings and
statements regarding its capital position and demand for its
insurance and other forward-looking statements could be affected by
the development, course and duration of the COVID-19 pandemic and
the governmental and private actions taken in response, and the
global consequences of the pandemic and such actions, including
their impact on the factors listed below; changes in the world’s
credit markets, segments thereof, interest rates, credit spreads or
general economic conditions; developments in the world’s financial
and capital markets that adversely affect insured obligors’
repayment rates, Assured Guaranty’s insurance loss or recovery
experience, investments of Assured Guaranty or assets it manages;
reduction in the amount of available insurance opportunities and/or
in the demand for Assured Guaranty's insurance; the loss of
investors in Assured Guaranty's asset management strategies or the
failure to attract new investors to Assured Guaranty's asset
management business; the possibility that budget or pension
shortfalls or other factors will result in credit losses or
impairments on obligations of state, territorial and local
governments and their related authorities and public corporations
that Assured Guaranty insures or reinsures; insured losses in
excess of those expected by Assured Guaranty or the failure of
Assured Guaranty to realize loss recoveries that are assumed in its
expected loss estimates for insurance exposures; increased
competition, including from new entrants into the financial
guaranty industry; poor performance of Assured Guaranty's asset
management strategies compared to the performance of the asset
management strategies of Assured Guaranty's competitors; the
possibility that investments made by Assured Guaranty for its
investment portfolio, including alternative investments and
investments it manages, do not result in the benefits anticipated
or subject Assured Guaranty to reduced liquidity at a time it
requires liquidity or to unanticipated consequences; the impact of
market volatility on the mark-to-market of Assured Guaranty’s
assets and liabilities subject to mark-to-market, including certain
of its investments, most of its contracts written in credit default
swap form, and VIEs as well as on the mark-to-market of assets
Assured Guaranty manages; rating agency action, including a ratings
downgrade, a change in outlook, the placement of ratings on watch
for downgrade, or a change in rating criteria, at any time, of AGL
or any of its insurance subsidiaries, and/or of any securities AGL
or any of its subsidiaries have issued, and/or of transactions that
AGL’s insurance subsidiaries have insured; the inability of Assured
Guaranty to access external sources of capital on acceptable terms;
changes in applicable accounting policies or practices; changes in
applicable laws or regulations, including insurance, bankruptcy and
tax laws, or other governmental actions; the failure of Assured
Guaranty to successfully integrate the business of BlueMountain and
its associated entities; the possibility that acquisitions made by
Assured Guaranty, including its acquisition of BlueMountain, do not
result in the benefits anticipated or subject Assured Guaranty to
unanticipated consequences; difficulties with the execution of
Assured Guaranty’s business strategy; loss of key personnel; the
effects of mergers, acquisitions and divestitures; natural or
man-made catastrophes or pandemics; other risk factors identified
in AGL’s filings with the SEC; other risks and uncertainties that
have not been identified at this time; and management’s response to
these factors. Readers are cautioned not to place undue reliance on
these forward-looking statements. These forward-looking statements
are made as of May 7, 2020, and Assured Guaranty undertakes no
obligation to update publicly or review any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as required by law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200507006198/en/
Robert Tucker Senior Managing Director, Investor Relations and
Corporate Communications 212-339-0861
rtucker@agltd.com
Ashweeta Durani Vice President, Corporate Communications
212-408-6042 adurani@agltd.com
Assured Guaranty Municipal (NYSE:AGO)
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From Mar 2024 to Apr 2024
Assured Guaranty Municipal (NYSE:AGO)
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From Apr 2023 to Apr 2024