| | Radian Announces Exercise of $50 Million Over-allotment Option for Total Convertible Notes Issuance of $450 Million PHILADELPHIA, November 9, 2010 — Radian Group Inc. (NYSE: RDN) announced today the exercise by its underwriters of the option to purchase an additional $50 million principal amount of its Convertible Senior Notes due 2017 to cover over-allotments in connection with its public offering launched on November 8, 2010, for a total offering size of $450 million. The underwriters will purchase the additional $50 million principal amount of notes from the Company at the public offering price, less underwriting discounts and commissions. Morgan Stanley & Co. Incorporated is acting as sole book-running manager for the offering, with Dowling & Partners Securities, LLC, Keefe, Bruyette & Woods, Inc., Macquarie Capital (USA) Inc. and Northland Capital Markets acting as co-managers. The offering is expected to close on November 15, 2010, subject to customary closing conditions. In connection with the exercise of the over-allotment option, the Company intends to enter into a capped call transaction with an affiliate of one of the underwriters in the offering (the “counterparty”). The Company has previously entered into a capped call transaction with the counterparty with respect to $400 million of the notes on the same terms. The capped call transaction is intended to offset the potential dilution to the Company’s common stock, and/or any potential cash payments in excess of the principal amount of converted notes upon conversion of the notes, up to a stock price of approximately $14.11 per share, which is the initial cap on the counterparty’s delivery obligation under the call option. If the market value of the Company’s common stock exceeds the cap specified in the capped call transaction, the settlement amount the Company receives under such transaction will be capped, and the anti-dilutive and/or offsetting effect of the capped call transaction will be limited. |
