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AMBAC FINANCIAL GROUP INC

For the period ended Jun 30, 2024. Filed Aug 5, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 5, 2024

OSG$5.27+5.6%Stored close · as of Nov 9, 2026

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Non-GAAP Financial Measures

($ in millions)

In addition to reporting the Company’s quarterly financial results in accordance with GAAP, the Company is reporting non-GAAP financial measures: EBITDA, Adjusted Net Income and Adjusted Book Value. These amounts are derived from our consolidated financial information, but are not presented in our consolidated financial statements prepared in accordance with GAAP.We present non-GAAP supplemental financial information because we believe such information is of interest to the investment community, and that it provides greater transparency and enhanced visibility into the underlying drivers and performance of our businesses on a basis that may not be otherwise apparent on a GAAP basis. We view these non-GAAP financial measures as important indicators when assessing and evaluating our performance on a segmented and consolidated basis and they are presented to improve the comparability of our results between periods by eliminating the impact of the items that may not be representative of our core operating performance. These non-GAAP financial measures are not substitutes for the Company’s GAAP reporting, should not be viewed in isolation and may differ from similar reporting provided by other companies, which may define non-GAAP measures differently. In connection with the sale of AAC and the acquisition of Beat, management is considering making changes to the current non-GAAP measures which, if any, may occur in future reporting periods.

Ambac Financial Group, Inc.55Second Quarter 2024 Form 10-Q

The following paragraphs define each non-GAAP financial measure. A tabular reconciliation of the non-GAAP financial measure and the most comparable GAAP financial measure is also presented below.

EBITDA — We define EBITDA as net income (loss) before interest expense, income taxes, depreciation and amortization of

intangible assets. The following table reconciles net income (loss) to the non-GAAP measure, EBITDA on a consolidation and segment basis for all periods presented:

Three Months Ended June 30, 2024Three Months Ended June 30, 2023
Legacy Financial Guarantee InsuranceSpecialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherConsoli-datedLegacy Financial Guarantee InsuranceSpecialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherConsoli-dated
Net income (loss)$11$(1)$1$(11)$(1)$(9)$—$1$(4)$(13)
Adjustments:
Interest expense16———1616———16
Income taxes3———22———2
Depreciation————1—————
Amortization of intangible assets7—1—86—1—7
EBITDA (1)$36$(1)$2$(11)$27$14$—$2$(4)$12

(1) EBITDA is prior to the impact of noncontrolling interests, and relates to subsidiaries where Ambac does not own 100% in the amounts, of $0.4 and $0.3 for the three months ended June 30, 2024 and 2023, respectively. These noncontrolling interests are in the Insurance Distribution segment.

Six Months Ended June 30, 2024Six Months Ended June 30, 2023
Legacy Financial Guarantee InsuranceSpecialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherConsoli-datedLegacy Financial Guarantee InsuranceSpecialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherConsoli-dated
Net income (loss)$31$1$5$(16)$20$(45)$(1)$4$(4)$(46)
Adjustments:
Interest expense32———3232———32
Income taxes7———75———6
Depreciation———111———1
Amortization of intangible assets18—2—2111—2—13
EBITDA$89$1$7$(16)$81$5$(1)$6$(3)$7

(1) EBITDA is prior to the impact of noncontrolling interests, and relates to subsidiaries where Ambac does not own 100% in the amounts, of $1.4 and $1.2 for thesix months ended June 30, 2024 and 2023, respectively. These noncontrolling interests are primarily in the Insurance Distribution segment.

Adjusted Net Income (Loss) — We define Adjusted Net Income (Loss) as net income (loss) attributable to common stockholders adjusted to reflect the following items: (i) net investment (gains) losses, including impairments; (ii) amortization of intangible assets; (iii) litigation costs, including attorneys fees and other expenses to defend litigation against the Company, excluding loss adjustment expenses; (iv) foreign exchange (gains) losses; (v) workforce change costs, which primarily include severance and other costs related to employee terminations; and (vi) net (gain) loss on extinguishment of debt. Adjusted Net Income is also adjusted for the effect of the above items on both income taxes and noncontrolling interests. The income tax effects are determined by applying the statutory tax rate in each jurisdiction that generate these adjustments. The noncontrolling interest adjustments relate to subsidiaries where Ambac does not own 100%

The following table reconciles net income (loss) attributable to common stockholders to the non-GAAP measure, Adjusted net income:

Three Months Ended June 30,20242023
($ in millions, except share data)$ AmountPer Share$ AmountPer Share
Net income (loss) attributable to common shareholders$(1)$(0.02)$(13)(0.29)
Adjustments:
Net investment (gains) losses, including impairments(4)(0.08)30.07
Intangible amortization80.1870.14
Litigation costs50.1080.17
Foreign exchange (gains) losses—0.01——
Workforce change costs————
Pretax adjusted net income (loss)9$0.194$0.09
Income tax effects—(0.01)(1)(0.02)
Net (gains) attributable to noncontrolling interests————
Adjusted Net Income (Loss)$8$0.18$3$0.07
Ambac Financial Group, Inc.56Second Quarter 2024 Form 10-Q
Six Months Ended June 30,20242023
($ in millions, except share data)$ AmountPer Share$ AmountPer Share
Net income (loss) attributable to common shareholders$19$0.41$(47)$(1.02)
Adjustments:
Net investment (gains) losses, including impairments(4)(0.09)80.17
Intangible amortization210.44130.29
Litigation costs110.24160.36
Foreign exchange (gains) losses10.02—(0.01)
Workforce change costs——10.02
Pretax adjusted net income (loss)48$1.02(9)$(0.19)
Income tax effects—(0.01)(2)(0.03)
Net (gains) attributable to noncontrolling interests—(0.01)—(0.01)
Adjusted Net Income (Loss)$47$1.00$(10)$(0.23)

Adjusted Book Value. Adjusted book value is defined as Total Ambac Financial Group, Inc. stockholders’ equity as reported under GAAP, adjusted for after-tax impact of the following:

Insurance intangible asset: Elimination of the financial guarantee insurance intangible asset that arose as a result of Ambac’s emergence from bankruptcy and the implementation of Fresh Start reporting. This adjustment ensures that all financial guarantee contracts are accounted for within adjusted book value consistent with the provisions of the Financial Services—Insurance Topic of the ASC.

Net unearned premiums and fees in excess of expected losses: Addition of the value of the unearned premium revenue ("UPR") on financial guarantee contracts, in excess of expected losses, net of reinsurance. This non-GAAP adjustment presents the economics of UPR and expected losses for financial guarantee contracts on a consistent basis. In accordance with GAAP, stockholders’ equity reflects a reduction for expected losses only to the extent they exceed UPR. However, when expected losses are less than UPR for a financial guarantee contract, neither expected losses nor UPR have an impact on stockholders’ equity. This non-GAAP adjustment adds UPR in excess of expected losses, net of reinsurance, to stockholders’ equity for financial guarantee contracts where expected losses are less than UPR. This adjustment is only made for financial guarantee contracts since such premiums are non-refundable.

Net unrealized investment (gains) losses in Accumulated Other Comprehensive Income: Elimination of the unrealized gains and losses on the Company’s investments that are recorded as a component of accumulated other comprehensive income (“AOCI”), net of income taxes.

Ambac has a significant U.S. tax net operating loss (“NOL”) that is offset by a full valuation allowance in the GAAP consolidated financial statements. As a result of this, tax planning strategies and other considerations, we utilized a 0% effective tax rate for non-GAAP operating adjustments to Adjusted Book.

The following table reconciles Total Ambac Financial Group, Inc. stockholders’ equity to the non-GAAP measure Adjusted Book Value on a dollar amount and per share basis, for all periods presented:

June 30, 2024December 31, 2023
($ in millions, except share data)$ AmountPer Share$ AmountPer Share
Total Ambac Financial Group, Inc. stockholders’ equity$1,368$30.25$1,362$30.13
Adjustments:
Insurance intangible asset(226)(5.00)(245)(5.43)
Net unearned premiums and fees in excess of expected losses1573.461623.59
Net unrealized investment (gains) losses in Accumulated Other Comprehensive Income230.52200.45
Adjusted book value1,322$29.23$1,299$28.74

The increase in Adjusted Book Value since December 31, 2023, was primarily attributable to Ambac's net income (excluding earned premium previously included in Adjusted Book Value).

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