Exhibit 99.02 Ambac Financial Group, Inc. One State Street Plaza New York, NY 10004 212.668.0340 News Release For Immediate Release Investor/Media Contact: Peter R. Poillon (212) 208-3333 ppoillon@ambac.com Web site: www.ambac.com Ambac AMBAC FINANCIAL GROUP, INC. ANNOUNCES FIRST QUARTER NET INCOME OF $117.0 MILLION, UP 20% First Quarter Operating Earnings Per Diluted Share/(1)/ of $1.10 up 20%, Core Earnings Per Diluted Share/(1)/ Up 19% First Quarter Adjusted Gross Premiums Written/(2)/ Increase 34% NEW YORK, April 17, 2002--Ambac Financial Group, Inc. (NYSE: ABK) (Ambac) today announced first quarter 2002 net income of $117.0 million or $1.07 per diluted share. This represents a 20% increase from first quarter 2001 net income of $97.5 million and a 19% increase from first quarter 2001 net income per diluted share of $0.90. Commenting on the results, Ambac Chairman and CEO Phillip B. Lassiter noted, "The quarter evidenced solid business activity across our primary markets and the prospects for the balance of the year continue to be quite attractive." Earnings Per Diluted Share - -------------------------- In addition to net income, Ambac presents operating earnings and core earnings, as discussed in Footnote 1. These measures are not substitutes for net income computed in accordance with accounting principles generally accepted in the United States of America (GAAP). They are useful for analysis in that they eliminate certain items, such as net realized and unrealized gains and losses on investment securities and structured credit derivatives, the effect of refundings and calls and certain non-recurring items, to highlight the more consistent elements of earnings. For the first quarter of 2002, operating earnings were $119.7 million, up 19% from the $100.4 million in operating earnings for the first quarter of 2001. Core earnings for the first quarter of --MORE-- Ambac First Quarter 2002 Earnings/2 2002 were $115.5 million, an increase of 19% from $97.0 million in core earnings for the first quarter of 2001. The following table shows net income, operating earnings and core earnings, all per diluted share: Table I First Quarter % 2002 2001 Change ---- ---- ------ Net income per diluted share $1.07 $0.90 +19% Operating earnings per diluted share $1.10 $0.92 +20% Core earnings per diluted share $1.06 $0.89 +19% Revenues - -------- Total revenues in the first quarter of 2002, excluding net gains and losses on investment securities and structured credit derivatives, were $201.1 million, an increase of 17% from $171.5 million in revenues for the first quarter of 2001. Highlights . Adjusted gross premiums written/(2/ in the first quarter of 2002 were $211.9 million, up 34% from $157.6 million in the first quarter of 2001. All three areas of business, public, structured and international finance, saw strong premium growth. In public finance, Ambac's insured volume reflects, in part, the significant increase in new issuance of municipal bonds and higher insurance penetration in the first quarter of 2002, versus the comparable period of 2001. Ambac saw increased activity in lease-backed and tax-backed transactions and underwrote a large stadium transaction during the quarter. Structured finance growth during the quarter was driven by an increase in collateralized bond obligation writings while consumer mortgage-backed securities writings remain solid. In international finance, deal flow was especially strong in Japan and the UK. A breakdown of adjusted gross premiums written by market sector is included below as Table II. --MORE-- Ambac First Quarter 2002 Earnings/3 Table II Adjusted Gross Premiums Written $-millions First Quarter % 2002 2001 Change ---- ---- ------ Public Finance $ 73.6 $ 43.8 +68% Structured Finance 79.1 62.2 +27% International 59.2 51.6 +15% ------ ------ Total $211.9 $157.6 +34% . Net premiums written in the first quarter of 2002 of $129.8 million were 34% higher than net premiums written of $97.0 million in the same period of 2001. Gross premiums written for the first quarter of 2002 were offset by $19.5 million in ceded premiums. In the first quarter of 2001, ceded premiums were $12.7 million. . Net premiums earned and other credit enhancement fees for the first quarter of 2002 were $109.9 million, which represented a 22% increase from the $89.8 million earned in the first quarter of 2001. Net premiums earned increased for all market segments. Public finance displayed steady earned premium growth resulting from the increased activity in that market over the past year, and is enhanced by the company's focus on highly structured municipal obligations. Earned premium growth for structured finance is driven primarily by the high volume of asset-backed transactions of the past few quarters. The growth was partially offset during the quarter by the continued high level of pay-downs of previously insured mortgage-backed transactions. International earned premium growth also accelerated during the quarter, primarily as a result of recent strong activity in the Private Finance Initiative UK market, Japanese asset-backed transactions and the growth of the structured credit derivatives book of business. Net premiums earned include accelerated premiums, which result from refundings and calls recognized during the quarter. Earnings from refundings and calls occur primarily in the municipal bond market where premiums are generally paid up front. Accelerated premiums were $7.3 million in the first quarter of 2002 (which had a net income per diluted share effect of $0.04), up 20% from $6.1 million ($0.03 per diluted share) in accelerated premiums in the first quarter of 2001. This increase is largely due to the continued relatively low interest rate environment in the public finance sector. Earnings from refundings and calls represented 3.6% of operating earnings during the first quarter of 2002. --MORE-- Amabac First Quarter 2002 Earnings/4 Mr. Lassiter commented, "The impact of refundings on our bottom line has diminished greatly over time as we have broadened the markets that we serve. I expect that trend to continue." A breakdown of normal net premiums earned and other credit enhancement fees by market sector is included below as Table III. Normal net premiums earned exclude accelerated premiums that result from refundings and calls. Table III Net Premiums Earned and Other Credit Enhancement Fees $-millions First Quarter % 2002 2001 Change ---- ---- ------ Public Finance $ 37.0 $ 32.7 +13% Structured Finance 41.4 34.7 +19% International 24.2 16.3 +48% ------ ------ Total Normal Premiums/Fees $102.6 $ 83.7 +23% Accelerated Premiums 7.3 6.1 +20% ------ ------ Total $109.9 $ 89.8 +22% . Net investment income for the first quarter of 2002 was $72.5 million, representing an increase of 12% from $64.5 million in the comparable period of 2001. This increase was due primarily to the growth in the investment portfolio from ongoing operations, partially offset by a lower reinvestment rate stemming from the current interest rate environment. Investment income was also positively impacted by the proceeds from Ambac's $200 million debt offering in October 2001. . Financial services revenues, excluding net gains and losses on investment securities, were $16.6 million in the first quarter of 2002, up 14% from the $14.5 million in revenues for the first quarter of 2001. Financial services revenues include revenues from derivative products, investment agreements and money management. The increase in revenues is primarily due to increased investment agreement revenues. Derivative product revenues were relatively flat as compared to a strong first quarter 2001. --MORE-- Ambac First Quarter 2002 Earnings/5 Expenses - -------- Highlights . Financial guarantee expenses of $24.3 million for the first quarter of 2002 increased by 15% over the $21.2 million of expenses for the same quarter of 2001. This increase was primarily due to higher compensation costs and additions to the general loss provision. . Financial services expenses for the first quarter of 2002 of $5.1 million declined by 9% from $5.6 million in expenses for the first quarter of 2001. This decline was due primarily to a one-time reversal of employee benefit expense accruals. Other Items - ----------- . Total net securities gains/(losses) for the first quarter of 2002 were ($4.2) million, consisting of net realized losses on investment securities of $0.2 million and a mark-to-market loss on credit derivatives of $4.0 million. For the first quarter of 2001 net securities gains/(losses) were ($4.5) million, consisting of net realized losses on investment securities of $3.8 million and a mark-to-market loss on credit derivatives of $0.7 million. . Interest expense for the first quarter of 2002 was $10.7 million, up 13% from $9.5 million for the first quarter of 2001. The increase is attributable to Ambac's issuance of $200 million in 50-year debentures in October 2001. Balance Sheet - ------------- Highlights . Total assets as of March 31, 2002 were $12.83 billion, up 5% from total assets of $12.27 billion at December 31, 2001. This increase was due primarily to cash generated from business written during the period and higher volume in the guaranteed investment contract business. As of March 31, 2002, stockholders' equity was $3.05 billion, a 2% increase from year-end 2001 stockholders' equity of $2.98 billion. The increase stemmed primarily from net income during the period, partially offset by a decrease in the market value of investment securities included in equity. The decreased market value was due to an increase in interest rates during the quarter. 2002 Operating Earnings Guidance - -------------------------------- Ambac management currently anticipates operating earnings per diluted share for 2002 of $4.50-$4.60. For the definition of operating earnings, please refer to Footnote 1. --MORE-- Ambac First Quarter 2002 Earnings/6 Annual Meeting of Stockholders - ------------------------------ The 2002 Annual Meeting of Stockholders is scheduled for Tuesday, May 7, 2002, at 11:30 a.m. in New York City. The record date for determining stockholders entitled to notice of, and to vote at, the annual meeting was close of business, March 18, 2002. Forward-Looking Statements - -------------------------- This release, in particular the Chairman's remarks and the section titled "2002 Operating Earnings Guidance", contains statements about our future results that may be considered "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations and the current economic environment. We caution you that these statements are not guarantees of future performance. They involve a number of risks and uncertainties that are difficult to predict. Our actual results could differ materially from those expressed or implied in the forward-looking statements. Among the factors that could cause actual results to differ materially are (1) changes in the economic, credit, or interest rate environment in the United States and abroad; (2) the level of activity within the national and worldwide debt markets; (3) competitive conditions and pricing levels; (4) legislative and regulatory developments; (5) changes in tax laws; (6) the policies and actions of the United States and other governments; and (7) other risks and uncertainties that have not been identified at this time. We undertake no obligation to publicly correct or update any forward-looking statement if we later become aware that it is not likely to be achieved. ******************* Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provide financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac's principal operating subsidiary, Ambac Assurance Corporation, a leading guarantor of public finance and structured finance obligations, has earned triple-A ratings, the highest ratings available from Moody's Investors Service, Inc., Standard & Poor's Ratings Services, Fitch, Inc. and Rating and Investment Information, Inc. Ambac Financial Group, Inc. common stock is listed on the New York Stock Exchange (ticker symbol ABK). ******************** --MORE-- Ambac First Quarter 2002 Earnings/7 Footnotes - --------- (1) Core earnings and operating earnings are not substitutes for net income computed in accordance with accounting principles generally accepted in the United States of America (GAAP), but are important measures used by management, equity analysts and investors to measure Ambac's financial results. The Company defines operating earnings as net income, less the effect of realized and unrealized gains and losses on investment securities and structured credit derivatives and certain non-recurring items. Core earnings, which Ambac reports as analytical data, is defined as operating earnings less net insurance premiums earned from refundings and calls. The definitions of operating earnings and core earnings used by Ambac may differ from definitions of operating earnings and core earnings used by other public holding companies of financial guarantors. (2) Adjusted gross premiums written, which is not promulgated under GAAP, is used by management, equity analysts and investors to measure Ambac's financial results. Adjusted gross premiums written, which Ambac reports as analytical data, are defined as gross (direct and assumed) up-front premiums written plus the present value of estimated installment premiums written on insurance policies and structured credit derivatives issued in the period. The definition of adjusted gross premiums written used by Ambac may differ from definitions of adjusted gross premiums written used by other public holding companies of financial guarantors. --MORE-- Ambac Financial Group, Inc. and Subsidiaries Consolidated Statements of Operations (Unaudited) For the Periods Ended March 31, 2002 and 2001 (Dollars in Thousands Except Share Data) Three Months Ended March 31, ------------------------------ 2002 2001 ------------------------------ Revenues: Financial Guarantee: Gross premiums written $ 149,361 $ 109,667 Ceded premiums written (19,549) (12,701) ------------ ------------ Net premiums written $ 129,812 $ 96,966 ============ ============ Net premiums earned $ 103,654 $ 85,116 Other credit enhancement fees 6,288 4,653 ------------ ------------ Net premiums earned and other credit enhancement fees 109,942 89,769 Net investment income 72,547 64,476 Net securities losses /(1)/ (4,571) (4,938) Other income 1,314 1,132 Financial Services: Revenue 16,591 14,459 Net securities gains 358 438 Other: Revenue 729 1,629 ------------ ------------ Total revenues 196,910 166,965 ------------ ------------ Expenses: Financial Guarantee: Losses and loss adjustment expenses 5,700 4,600 Underwriting and operating expenses 18,561 16,643 Financial Services 5,136 5,631 Interest 10,666 9,483 Other 1,466 1,737 ------------ ------------ Total expenses 41,529 38,094 ------------ ------------ Income before income taxes 155,381 128,871 Provision for income taxes 38,429 31,356 ------------ ------------ Net income $ 116,952 $ 97,515 ============ ============ Net income per share: Basic $ 1.11 $ 0.92 ============ ============ Diluted $ 1.07 $ 0.90 ============ ============ Weighted average number of common shares outstanding: Basic 105,831,879 105,663,065 ============ ============ Diluted 109,153,901 108,844,261 ============ ============ (1) Includes net gains (losses) on investment securities sold of ($500) and ($4,282) for the first quarter of 2002 and 2001, respectively, and change in fair value of credit derivatives of ($4,071) and ($656) for the first quarter of 2002 and 2001, respectively. Ambac Financial Group, Inc. and Subsidiaries Consolidated Balance Sheets March 31, 2002 and December 31, 2001 (Dollars in Thousands Except Share Data) March 31, 2002 December 31, 2001 ------------- ----------------- (Unaudited) Assets - ------ Investments: Fixed income securities, at fair value (amortized cost of $9,443,033 in 2002 and $8,355,596 in 2001) $ 9,488,943 $ 8,469,157 Fixed income securities pledged as collateral, at fair value (amortized cost of $1,084,357 in 2002 and $1,393,193 in 2001) 1,082,726 1,401,528 Short-term investments, at cost (approximates fair value) 337,180 415,002 Other 3,055 2,163 ------------- ------------- Total investments 10,911,904 10,287,850 Cash 49,343 76,580 Cash pledged as collateral 7,453 - Securities purchased under agreements to resell - 11,200 Receivable for investment agreements 169 4,101 Receivable for securities sold 10,478 8,922 Investment income due and accrued 119,611 144,463 Reinsurance recoverable 2,055 2,259 Prepaid reinsurance 267,989 267,655 Deferred acquisition costs 167,423 163,477 Loans 892,774 901,194 Other assets 404,535 399,994 ------------- ------------- Total assets $ 12,833,734 $ 12,267,695 ============= ============= Liabilities and Stockholders' Equity - ------------------------------------ Liabilities: Unearned premiums $ 1,806,564 $ 1,780,272 Losses and loss adjustment expense reserve 155,893 152,352 Ceded reinsurance balances payable 7,710 10,146 Obligations under investment and payment agreements 4,551,057 4,089,777 Obligations under investment repurchase agreements 1,306,744 1,422,151 Securities sold under agreement to repurchase 422,000 425,000 Deferred income taxes 96,694 123,077 Current income taxes 52,904 98,145 Debentures 621,421 619,315 Accrued interest payable 63,437 84,225 Other liabilities 423,377 416,632 Payable for securities purchased 271,728 62,915 ------------- ------------- Total liabilities 9,779,529 9,284,007 ------------- ------------- Stockholders' equity: Preferred stock - - Common stock 1,060 1,060 Additional paid-in capital 542,860 538,135 Accumulated other comprehensive income 14,823 62,476 Retained earnings 2,500,605 2,403,473 Common stock held in treasury at cost (5,143) (21,456) ------------- ------------- Total stockholders' equity 3,054,205 2,983,688 ------------- ------------- Total liabilities and stockholders' equity $ 12,833,734 $ 12,267,695 ============= ============= Number of shares outstanding (net of treasury shares) 105,929,939 105,584,049 ============= ============= Book value per share $ 28.83 $ 28.26 ============= ============= Ambac Financial Group, Inc. and Subsidiaries Supplemental Analytical Data: Components of Core Earnings/(1)/ For The Periods Ended March 31, 2002 and 2001 Three Months Ended March 31, -------------------------------- 2002 2001 -------------------------------- Net income $ 116,952 $ 97,515 Adjustments: Net securities losses 2,738 2,925 ------------- --------------- Operating earnings 119,690 100,440 Refundings, calls and other accelerations (4,159) (3,472) ------------- --------------- Core earnings $ 115,531 $ 96,968 ============= =============== Ambac Financial Group, Inc. and Subsidiaries Supplemental Analytical Data: Components of Adjusted Book Value Per Share/(2)/ March 31, 2002 and December 31,2001 March 31, December 31, 2002 2001 ----- ---- Book value $ 28.83 $ 28.26 After-tax value of: Net unearned premium reserve less deferred acquisition costs 8.41 8.31 Present value of future installment premiums 6.15 6.07 Unrealized loss on investment agreement liabilities (0.23) (0.61) ---------- ---------- Adjusted book value $ 43.16 $ 42.03 ========== ========== (1) Core earnings and operating earnings are not substitutes for net income computed in accordance with accounting principles generally accepted in the United States of America (GAAP), but are important measures used by management, equity analysts and investors to measure Ambac's financial results. The Company defines operating earnings as net income, less the effect of realized and unrealized gains and losses and certain non-recurring items. Core earnings, which Ambac reports as analytical data, is defined as operating earnings less net insurance premiums earned from refundings and calls. The definitions of operating earnings and core earnings used by Ambac may differ from definitions of operating earnings and core earnings used by other public holding companies of financial guarantors. (2) Adjusted book value (ABV), which is not promulgated under GAAP, is used by management, equity analysts and investors as a measurement of the Company's intrinsic value with no benefit given for ongoing business activity. Management derives ABV by beginning with stockholders' equity (book value) and adding or subtracting the after-tax value of: the net unearned premium reserve; deferred acquisition costs; the present value of estimated net future installment premiums; and the unrealized gain or loss on investment agreement liabilities. These adjustments will not be realized until future periods and may differ materially from the amounts used in determining ABV. The definition of ABV used by the Company may differ from definitions of ABV used by other public holding companies of financial guarantee insurers. Ambac Assurance Corporation Statutory Accounting, Financial and Capital Information/(1)/ March 31, 2002 and December 31, 2001 (Dollars in Thousands, Except Ratios) March 31, December 31, 2002 2001 ------------ ------------ Capital and Claim-Paying Resources: Contingency reserve $ 1,318,423 $ 1,265,652 Capital and surplus 2,066,549 1,996,284 ------------ ------------ Qualified statutory capital 3,384,972 3,261,936 Unearned premiums 1,896,056 1,860,090 Losses and loss adjustment expenses 27,848 27,835 ------------ ------------ Policyholders' reserves 5,308,876 5,149,861 Third party capital support/(2)/ 800,000 800,000 Present value of future installment premiums 1,002,092 986,760 ------------ ------------ Total claims-paying resources $ 7,110,968 $ 6,936,621 ============ ============ Net financial guarantees in force $484,147,214 $476,189,690 Capital ratio/(3)/ 143:1 146:1 Financial resources ratio/(4)/ 68:1 69:1 (1) Statutory accounting information for Ambac Assurance Corporation and Connie Lee Insurance Company are combined for purposes of this schedule. Qualified statutory capital for Ambac Assurance, on a stand alone basis, as of March 31, 2002 and December 31, 2001 are $3.362 billion and $3.240 billion, respectively. (2) Third party capital support represents a limited recourse irrevocable line of credit with a group of high quality banks for $400 million and pre-funded capital which provides for the unconditional ability to issue up to $400 million of preferred stock to a high quality asset-backed trust. (3) Capital ratio is net financial guarantees in force divided by qualified statutory capital. (4) Financial resources ratio is net financial guarantees in force divided by total claims-paying resources. Ambac Assurance Corporation and Subsidiaries Capitalization Table - GAAP March 31, 2002 and December 31, 2001 (Dollars in Millions) The following table sets forth Ambac Assurance's consolidated capitalization as of March 31, 2002 and December 31, 2001, respectively, on the basis of accounting principles generally accepted in the United States of America. March 31, December 31, 2002 2001 -------------- ------------ (unaudited) Unearned premiums $ 1,817 $ 1,790 Other liabilities 835 888 -------------- ------------ 2,652 2,678 -------------- ------------ Stockholder's equity: Common stock 82 82 Additional paid-in capital 928 928 Accumulated other comprehensive income 53 81 Retained earnings 2,488 2,386 -------------- ------------ Total stockholder's equity 3,551 3,477 -------------- ------------ Total liabilities and stockholder's equity $ 6,203 $ 6,155 ============== ============