Radian Announces Offer to Exchange Outstanding Debt Securities

  Radian Announces Offer to Exchange Outstanding Debt Securities

Business Wire

PHILADELPHIA -- December 03, 2012

Radian Group Inc. (NYSE: RDN) today announced the commencement of an offer to
eligible holders to exchange any and all of Radian’s outstanding 5.375% Senior
Notes due June 15, 2015 (the “Old Notes”) for a new series of 9.000% Senior
Notes due June 15, 2017 (the “New Notes”) and additional cash consideration,
in certain circumstances, as described below (the “Exchange Offer”) for
purposes of improving its debt maturity profile. As of the date hereof, $250
million aggregate principal amount of the Old Notes are outstanding.

The Exchange Offer is being conducted upon the terms and subject to the
conditions set forth in the Offer to Exchange memorandum, dated December 3,
2012, and the related letter of transmittal (the “Offering Documents”). The
Exchange Offer is only being made, and copies of the Offering Documents will
only be made available, to holders of the Old Notes who have certified to
Radian Group Inc. in an eligibility letter as to certain matters, including
(i) in the United States their status as “Qualified Institutional Buyers,” as
that term is defined in Rule 144A under the Securities Act of 1933, as amended
(the “Securities Act”), in a private transaction in reliance upon the
exemption from the registration requirements of the Securities Act provided by
Section 4(a)(2) thereof or (ii) outside the United States, that they are
persons other than “U.S. persons,” as that term is defined in Rule 902 under
the Securities Act, in offshore transactions in compliance with Regulation S
under the Securities Act (“Eligible Holders”). Copies of the eligibility
letter are available to holders of Old Notes through the information agent,
Global Bondholder Services Corporation, at (866) 873-6300 (toll free) or (212)
430-3774 (for banks and brokers).

The total exchange consideration to be received by tendering Eligible Holders
of the Old Notes will consist of (i) an equal principal amount of New Notes
for each $1,000 principal amount of outstanding Old Notes tendered and
accepted, and (ii) an early participation payment of $25.00 in cash for each
$1,000 principal amount of Old Notes tendered and accepted, which will be paid
only to Eligible Holders who tender their Old Notes on or before 5:00 p.m.,
New York City time, on December 14, 2012 (the “Early Participation Date”). In
addition, Eligible Holders whose Old Notes are accepted for exchange will
receive a cash payment representing accrued and unpaid interest for such Old
Notes from December 15, 2012, the most recent payment date for interest on the
Old Notes to, but not including, the settlement date, which is expected to be
on January 4, 2013 (the third business day after the Expiration Date, as
defined below).

One of the holders of Old Notes has agreed, subject to customary conditions,
to tender an aggregate principal amount of $167 million of such notes in the
Exchange Offer prior to the Early Participation Date. In exchange for such
holder's commitment to participate in the Exchange Offer, we will pay a
lock-up fee to such holder.

The Exchange Offer will expire at 11:59 p.m., New York City time, on December
31, 2012, unless extended or terminated (the “Expiration Date”). Old Notes
validly tendered may be withdrawn at any time on or before 5:00 p.m. New York
City time, on December 14, 2012 (the “Withdrawal Date”). However, Old Notes
tendered before or after the Withdrawal Date may not be withdrawn after the
Withdrawal Date unless such date (or in certain circumstances the Expiration
Date)is extended or unless required by law.

The New Notes have not been registered under the Securities Act or any state
securities laws. Therefore, the New Notes may not be offered or sold in the
United States or to any U.S. persons except pursuant to an exemption from, or
in a transaction not subject to, the registration requirements of the
Securities Act and any applicable state securities laws.

This press release is for informational purposes only and does not constitute
an offer to purchase, the solicitation of an offer to purchase, or a
solicitation of tenders. The information in this press release is subject in
all respects to the terms and conditions set forth in the Offering Documents.
The Exchange Offer is not being made in any jurisdiction in which the making
or acceptance thereof would not be in compliance with the securities, blue sky
or other laws of such jurisdiction. No recommendation is made as to whether or
not holders of Old Notes should exchange their Old Notes pursuant to the
Exchange Offer. The Exchange Offer is being made solely pursuant to the
Offering Documents, which more fully set forth and govern the terms and
conditions of the Exchange Offer. The Offering Documents contain important
information and should be read carefully before any decision is made with
respect to the Exchange Offer.

About Radian

Radian Group Inc., headquartered in Philadelphia, provides private mortgage
insurance and related risk mitigation products and services to mortgage
lenders nationwide through its principal operating subsidiary, Radian Guaranty
Inc. These services help promote and preserve homeownership opportunities for
homebuyers, while protecting lenders from default-related losses on
residential first mortgages and facilitating the sale of low-downpayment
mortgages in the secondary market. Additional information may be found at
www.radian.biz.

Contact:

Radian Group Inc.
Emily Riley,  215-231-1035
emily.riley@radian.biz
 
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