Final Expiration Date for Offer for RMBS Securities Insured by Syncora Guarantee...

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Wed Jun 10, 2009 1:54pm EDT

Final Expiration Date for Offer for RMBS Securities Insured by Syncora
Guarantee Inc. Extended to June 22, 2009; Results of Offer as of June 9, 2009

NEW YORK, June 10 /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 Monday, June 22, 2009.  The
Fund also announced the results of the offer and the status of certain
discussions with holders of RMBS as of June 9, 2009.

Priority of Acceptance, Consent Prices and Maximum Financing Available for the
Offer Revised
RMBS will be accepted into the offer according to the priority disclosed in
the offer.  The Fund has revised the priority of acceptance that the RMBS will
be accepted into the offer from the priority previously disclosed.  The Fund
has also revised the consent prices offered for each class of RMBS from those
previously disclosed as well as the maximum amount that the Fund may use to
purchase RMBS in the offer, 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.

Early Settlement Date Introduced
The Fund announced that it may elect to settle tendered RMBS securities prior
to the expiration of the offer if an aggregate total of 72 remediation points
has been reached or such condition is waived.

Terms of the Offer
Holders of RMBS may tender their securities and receive a cash payment plus a
certificate generally representing the economics of the RMBS without the
benefit of the Syncora Guarantee insurance policy.  Syncora Guarantee has
agreed to provide financing of up to $420 million for the offer, including
transaction fees and costs.  

The New York State Department of Insurance (the "NYID") has been informed of
the offer and the closing of the offer and related financing are conditioned
upon the approval of the NYID.  Syncora Guarantee and the NYID continue to
discuss the status of the offer and Syncora Guarantee's overall restructuring
plan.  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 (which agreement may be terminated
by any such counterparty in its sole discretion from and after June 22, 2009),
the tender of a minimum amount of RMBS and certain other conditions.

The offer will expire, unless extended, at 11:59 p.m., New York City time, on
June 22, 2009.  Holders of RMBS that have tendered or will tender their RMBS
into the offer are no longer able to withdraw their tendered RMBS.

Results of Offer as of June 9, 2009 and Status of Discussions with Holders of
RMBS
As of June 9, 2009, 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 51.5
remediation points.  RMBS representing 16.3 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
22.3 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 11.2 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 have not changed since Syncora Guarantee's press
release issued June 8, 2009. 

# # #

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. (OTC: SYCRF) is a Bermuda-domiciled holding company. 
For more information, please visit 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.  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.




SOURCE  Syncora Guarantee Inc.; Syncora Holdings Ltd.

Michael Gormley of Syncora, +1-212-478-3463, michael.gormley@scafg.com
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