C. Edward Chaplin
Analyst · Arun Kumar with JPMorgan
Thanks, Jay, and good morning, everyone. First, I'll walk through the results of the second quarter 2013 at the consolidated and at the segment level, and then make some comments about our risk profile and our balance sheet health. I'll also attempt to put some elements of the income statement in the proper context for future periods, but without making any specific future projections. First, our consolidated GAAP results. In the quarter ended June 30, 2013, we had a net loss of $178 million as compared to net income of $581 million in the second quarter of 2012. Our GAAP results and the comparisons are heavily impacted by the fair value accounting used for insured credit derivatives. In last year's second quarter, credit spreads on MBIA Corp. were widening, higher cost for protection against MBIA Corp. generates gains for us, and that's on top of gains from commuting policies at prices below their fair market values. The combined impact of these 2 income items was $775 million pretax last year. In this year's second quarter, credit spreads went the other way. Upfront costs on protection against MBIA Corp. went from 39 points to 8 points in the quarter, generating a large mark-to-market loss for us. This was partially offset by the positive effect of, again, commuting policies at prices below their mark-to-market levels. The net impact of the realized and unrealized gains and losses on injured derivatives in this quarter was a loss of $182 million pretax. Our non-GAAP measure adjusted pretax income provides an alternative way to analyze our fundamental business performance without the counterintuitive impacts of the accounting for insured derivatives. We had an adjusted pretax loss of $160 million compared to a loss of $152 million in the second quarter of 2012. Although these numbers are only 5% different, the underlying drivers were very different this year. On the revenue side, our premiums earned were $138 million in the second quarter this year compared to $190 million last year. The decline was a result of maturities, terminations, refundings and commutations that took place since June 30 last year. Now we expect premium revenue to continue to decline in the next few quarters, albeit at a slower pace, even as we see National writing new business. Net investment income also declined from $41 million to $73 million -- to $41 million from $73 million in the second quarter of 2012. Higher cash and short-term holdings and lower average investment yields account for the decline. Within our wind-down operations, our conduit had a $2 million loss in the second quarter of this year compared to $32 million of income in last year's second quarter. In order for you to see that effect in our disclosures, you would need to go to the segment footnote for the conduit segment, and then back out the intersegment items. But now returning to the income statement, fees and reimbursements were $15 million lower this year than in last year's second quarter. Finally, all these negative variances were partially offset by realized and unrealized gains which were $32 million this year versus a loss of $3 million in last year's second quarter. The gain this year was associated with the MBIA Inc. debt that we received as part of the global settlement with Bank of America. On the expense side, operating expenses were $104 million in this year's second quarter versus $75 million last year, driven by higher legal expenses and costs related to litigation or settlements of commutations. On the other hand, insured losses were far lower this year at $192 million versus $303 million in Q2 2012. And interest expense was $12 million lower than last year, reflecting lower outstandings. Now we've estimated the cost associated with the completed settlements, commutations and litigations in 2013. They include legal fees, consulting costs and the cost of issuing warrants to Bank of America, and totaled $87 million in the first half of 2013, as Jay has referred. We think that such expenses in the future will be far lower. Jay mentioned that we've also reduced staffing and expect to reduce our expenses related to home office property. When fully implemented, we expect that these initiatives will collectively generate approximately $30 million in annual savings. Consolidated operating expenses for 2013 were previously expected to be approximately $330 million, excluding amortization of deferred acquisition costs. Our target for run rate expenses would be about $200 million to $210 million. And the runoff of legal and consulting expenses, as we've just discussed, and these initiatives, will close most of that gap. We expect to realize the full benefits of these initiatives by the second quarter of 2014, and the costs of severance and related expenses will primarily affect the third quarter of 2013. We also measure our performance using Adjusted Book Value. ABV declined 5% in the first half of 2013 from $30.68 per share at year end 2012 to $29.28 at June 30, 2013, primarily as a result of insured losses and, again, the costs associated with the completed settlements, commutations and litigations. The ABV associated with National alone increased by $0.33 per share from $25.05 to $25.38 in the first half of 2013. Now I'd like to talk about the adjusted pretax income of the segments. The public finance segment conducted in National had pretax income of $14 million in the second quarter of 2013 compared to $148 million in the second quarter of 2012. There were 4 key drivers of this adverse comparison. First, loss in LAE expense was $66 million in this year's second quarter compared to a net benefit of $3 million last year. The biggest driver of this expense was our additions to reserves for certain general obligation credits, including Detroit. Then, premiums declined to $102 million from $130 million last year due to maturities and refundings. Net investment income declined to $35 million from $56 million last year, primarily as a result of the repayment of the secured loan National had made to MBIA Corp. which had a high yield. Finally, operating expenses were $7 million more than last year, primarily due litigation- and settlement-related fees and expenses. The structured finance and international segment operated in MBIA Corp. and its subsidiaries had an adjusted pretax loss of $93 million compared to a loss of $300 million in last year's second quarter. The driver of the difference is much lower insured losses, which were $126 million in Q2 2013 compared to a loss of $306 million in last year's second quarter. This year, the losses were driven primarily by a write-off of salvage related to an unfavorable litigation result and increases in CMBS impairments. Last year's increases to reserves were driven by experience on CMBS, but also on second-lien and first-lien mortgage policies. We should note that the adjusted pretax loss for the structured finance segment includes the impact of interest accruals on the surplus notes. The combined pretax loss of our Advisory segment, the wind-down operations and the Corporate segment, was approximately $91 million compared to a loss of $52 million in last year's second quarter. The primary driver of the higher loss is the mark-to-market on warrants issued to Bank of America in connection with the global settlement. Although the cost of issuing the warrants to BofA was basically an operating expense in the first quarter, which we don't expect to recur, the periodic mark-to-market on the warrant liability is ongoing. And about $24 million was recorded to gains and losses on financial instruments and fair value in this connection in the second quarter. Wind-down and Corporate's adjusted pretax income can be volatile because primarily of the marks-to-market on warrant issued to the BofA and to Warburg Pincus in connection with our 2007 and '08 capital raise as well as the mark-to-market effects of derivatives and foreign exchange. Now I'd like to add some comments on our balance sheet position. Jay mentioned that we believe we should be reducing leverage at the holding company. We have $720 million of senior unsecured debt at the holdco, and $1.6 billion of MTNs issued out of our global funding subsidiary, which we ultimately expect to service from MBIA Inc.'s assets and cash flow. The holding company has about $752 million of invested assets, including $426 million in the tax escrow. The tax escrow is associated with our tax sharing agreement and the assets currently in the account are expected to be released to MBIA Inc. over the next 3 years. In addition to this debt, we also had about $1.1 billion of operating leverage including related derivatives at MBIA Inc. related to GICs that we have issued in the past and $300 million of operating leverage in our Meridian conduit, all as of June 30. While these liabilities are matched against high quality assets and cash, there is a negative spread between asset yields and liability costs in the GIC-related activities, which also must be satisfied from the holding company's other assets. Now we think the liquidity position at the holding company is solid. We expect National to continue to make deposits into the tax escrow for the next several years and to pay ongoing regular dividends to the holding company commencing in the fourth quarter of 2013. But we believe that the burden of the Corporate debt, the MTNs and negative spread is higher than it should be, so we have begun to reduce leverage. In second quarter of 2013, we retired $359 million of debt, mostly in the Meridian subsidiary, and a $121 million Guaranteed Investment Contract matured. In July, we retired another $150 million of Meridian debt. So almost all of this activity affected operating leverage. Over time, we're expecting to reduce both the cost and the amounts of our financial leverage as well, including by reverse inquiry repurchases. A significant part of the consolidated balance sheet is a deferred tax asset associated with net operating loss carryforwards. That NOL is approximately $2.8 billion at mid-year 2013. It's more than double the amount that we reported in the 2012 10-K because certain commutations achieved in the first 6 months of 2013 were of policies whose losses had previously not been recognized -- had not been deducted for tax purposes. At MBIA Corp., our liquidity position has greatly improved compared to March 31. At the end of the second quarter, we had $92 million of cash in the insurer, and we had arranged the $500 million secured credit facility with a Bank of America affiliate. This gives us confidence that we have a substantial cushion against volatility in claims payments at MBIA Corp. The trend in payments on second-lien RMBS continues to be toward lower and lower net payments. In the second quarter, we made $74 million of payments compared to $111 million in the first quarter of 2013, but we know that, that trend can vary. On CMBS, we paid $46 million in the quarter, primarily on 1 transaction with original BBB collateral, but the payment stream here is far more unpredictable than that of the RMBS. All other exposures, excluding the CMBS commuted with Bank of America, had payments in the second quarter of about $26 million. As of June 30, we hadn't needed to draw on the credit facility, but the first draw will likely occur in the near future. We expect that any amounts outstanding on the loan will be repaid when we receive the first distribution from the ResCap estate. This should occur around year end 2013 with other distributions coming in the next several quarters thereafter. The loan facility from the BofA affiliate was intended to be a bridge to MBIA Corp.'s receipt of its largest recoverables. And we now expect that the ResCap settlement provides the takeout. With all the focus on the BofA and Société Générale exposures in the past few quarters, I'd like to give you some data on the insured portfolio in MBIA Corp. as it stands today. In summary, there's been a massive reduction in gross par outstanding, particularly in categories that have caused large losses. The gross par of the portfolio as of June 30 was $86 billion, down from approximately $107 billion at March 31 and $261 billion at the time of transformation back in 2009. Inside that $86 billion portfolio, nearly $10 billion is RMBS. Of that $10 billion of RMBS, almost $6 billion is second-lien RMBS, down from roughly $20 billion at the time of transformation. We have been making payments on these transactions since late 2007 and we're making payments on them today. But we expect that excess spread in the securitizations will cover our aggregate payments by the second quarter next year, and then we should start receiving net recoveries from the securitizations. Also related to our second lien losses, and Jay referenced this, we also need to actually collect on the ResCap recoverable, and then get to a settlement or adjudication on the Credit Suisse recoverable which, obviously, is still subject to the litigation process. The timing and amount of excess spread and putback recoveries are potentially significant risks for MBIA Corp. In terms of other RMBS, our Alt-A and subprime exposures today are about $3 billion. We have been making some small payments on our Alt-A exposures and they are a small source of remaining potential volatility for MBIA Corp. Our subprime exposure declined by half in the second quarter to about $1 billion and we don't really expect losses on that book. Then, there's about $200 million of prime first mortgage exposure, and $731 million of international first mortgage exposure where we do not have any expectations of material loss. Now moving on from RMBS, we have $11 billion of commercial real estate exposure, of which over $7 billion are in CMBS pools. After the BofA global settlement, we had $837 million of remaining exposure to deals with originally BBB-rated collateral and $3 billion to original A pools. Some of these transactions are potentially significant sources of volatility in the future. We also have $3.5 billion of original AAA pools on which we don't expect any material losses. Finally, we also have $3.9 billion of exposure to commercial real estate CDOs and loan pools which are performing adequately and with modest loss expectations. Beyond the commercial real estate exposure, we had $23 billion in exposure to other types of CDOs as of June 30. Of this, $1.6 billion are ABS CDOs, down from about $31 billion at the time of transformation. This sector had been highly volatile, but we don't expect significant future volatility in credit performance on these transactions. But because they are long-dated, changes in interest rates will affect our reserving. The balance of the CDO portfolio comprises $16 billion of investment grade corporates and $5 billion of high-yield corporates. Although we had a write-off of salvage affecting the high-yield portfolio in the second quarter, we don't expect significant losses beyond that on these Corporate exposures. Then there is $10 billion of Corporate asset-backed exposures across insurance, aircraft and other asset classes. There are a few underperforming deals in this area, but the potential future volatility is small compared to the more problematic sectors that I've just discussed. There was $29.5 billion of exposure to international public finance in the portfolio as of June 30, 2013. Some of it is directly on MBIA Corp.'s book, but more than half is in the MBIA U.K. subsidiary. About 2/3 of the combined portfolio includes utilities and transportation assets, and about 1/3 are exposures to assets with sovereign and sub-sovereign supports. Within that, this category included $2.2 billion of exposure to peripheral countries of Spain, Portugal, Italy and Ireland as of June 30. The one exposure we had in Italy of $328 million was fully repaid in July, and our Portuguese experience was paid down from $600 million to approximately $481 million, also in July. And that debt matures over the next 2 years. So while we have added to reserves modestly for this portfolio in this quarter, the performance of international public finance has been adequate in the past few years. Finally, MBIA Corp. has $1.8 billion of remaining exposure to the consumer sector which is primarily in manufactured housing and student loans. So there are some remaining sources of volatility in MBIA Corp., primarily in RMBS, CMBS, with smaller potential downsides in the Corporate asset-backed and international public finance areas. We believe that the company's balance sheet provides for a cushion against adverse experience with $1.2 billion of statutory capital, $3.6 billion of claims-paying resources and nearly $600 million of total liquidity resources, including now the loan facility. But risk remains and we're aggressively pursuing remediation strategies to eliminate many of these remaining sources of volatility. National's balance sheet is solid with $3.4 billion of stat capital, $5.7 billion of claims-paying resources and, at June 30, nearly $2 billion in on-balance sheet liquidity. This is a result of the repayment of the intercompany secured loan in May, in conjunction with the global settlement with Bank of America. We will be reinvesting most of those proceeds in an investor portfolio that balances, optimizing our investment income while providing some protection against rising interest rates. Finally, we're hoping to make progress with the rating agencies on our insurance company and holding company ratings in the fall. We will be presenting the full National business plan, our holding company capital management expectations and our enterprise risk management strategy for the first time without the confusion of litigation and with National and MBIA Inc. now being fully insulated from exposure to potential volatility in MBIA Corp. The objective is to achieve the highest possible ratings for National and holding company ratings that are supportive of that objective. At this point, I will pause, and Jay, Bill and I will take your questions.