Oaktree and Ambac Extend Stock Purchase Agreement for Financial Guarantee Business

Ambac Financial Group has extended the stock purchase agreement for its legacy financial guarantee businesses to December 31, 2025. The $420 million sale to Oaktree Capital Management remains committed, with Oaktree working to satisfy remaining closing conditions and obtain final regulatory approval from the Wisconsin Office of the Commissioner of Insurance. Ambac CEO Claude LeBlanc and Oaktree Managing Director Greg Share expressed confidence in completing the sale as soon as practicable.

Ambac Financial Group, Inc. (NYSE: AMBC) has announced an extension of the stock purchase agreement for its legacy financial guarantee businesses, Ambac Assurance Corporation (AAC) and Ambac UK (AUK), from July 3, 2025, to December 31, 2025. The agreement, which involves a $420 million cash payment to funds managed by Oaktree Capital Management, L.P. (Oaktree), was initially set to close on July 3, 2025. Both Ambac and Oaktree remain fully committed to closing the transaction [1].

The extension comes as Oaktree continues to work with the Wisconsin Office of the Commissioner of Insurance (OCI) to satisfy remaining closing conditions and obtain final regulatory approval. Ambac CEO Claude LeBlanc expressed confidence in completing the sale, stating, "We continue to await final regulatory approval for this strategic transaction and remain aligned with Oaktree and confident in completing the sale. This transaction remains the capstone to our transformation into a pure-play specialty P&C insurance platform, and we look forward to closing it as soon as practicable" [1].

Greg Share, Managing Director at Oaktree, also expressed commitment to the transaction, stating, "Oaktree has been actively working towards, and is committed to, obtaining the final regulatory approval from the OCI to close on the acquisition of AAC and AUK. We look forward to closing this transaction once such approval is received" [1].

In addition to the extension, Ambac and Oaktree have agreed to a conversion right for the warrant to purchase Ambac common stock that Oaktree is receiving at the closing of the transaction. The two parties have also agreed on arrangements regarding Ambac’s existing lease obligations and the treatment of certain expenses allocated to AAC prior to the closing of the transaction. Full details of the amendment will be disclosed in a Current Report on Form 8-K to be filed by Ambac with the SEC today [1].

Ambac Financial Group, Inc. is an insurance holding company headquartered in New York City, with a core business in specialty P&C distribution and underwriting. Oaktree is a global investment manager specializing in alternative investments, with $203 billion in assets under management as of March 31, 2025 [1].

References:
[1] https://www.stocktitan.net/news/AMBC/ambac-financial-group-and-oaktree-announce-an-extension-to-the-stock-qlpymeny35kl.html