Proposed Acquisition of Control of Ambac Assurance Corporation by American Acorn Corporation, and others

​​​Last Updated: July 5, 2024

Information on the Acquisition of Control of Ambac Assurance Corporation by American Acorn Corporation, American Acorn Holdings LLC, Oaktree Opportunities Fund XII Holdings (Delaware), L.P., Oaktree Fund GP, LLC, Oaktree Fund GP I, LP, Oaktree Capital I GP, LLC, Oaktree Capital Holdings, LLC, Oaktree Capital Group Holdings, LP, Oaktree Capital Group Holdings GP, LLC, Bruce Karsh, Howard Marks, and Sheldon Stone

On June 28, 2024, Zachary Bemis, transaction counsel, submitted a Form A filing, in the matter of the acquisition of control of Ambac Assurance Corporation (Ambac, the “Domestic Insurer"), by American Acorn Corporation (American Acorn), American Acorn Holdings LLC, Oaktree Opportunities Fund XII Holdings (Delaware), L.P., Oaktree Fund GP, LLC, Oaktree Fund GP I, LP, Oaktree Capital I GP, LLC, Oaktree Capital Holdings, LLC, Oaktree Capital Group Holdings, LP, Oaktree Capital Group Holdings GP, LLC, Bruce Karsh, Howard Marks, and Sheldon Stone (together the “Applicants").  Pursuant to a stock purchase agreement between Ambac Financial Group, Inc. (AFG), Ambac's direct parent company, and American Acorn, all issued and outstanding shares of Ambac will be sold to American Acorn for $420,000,000, subject to adjustment as described in the purchase agreement.  At the same time, AFG will issue to American Acorn a warrant for a number of shares of common stock, par value $0.01, representing 9.9% of the fully diluted shares of AFG common stock as of March 31, 2024.

Filings
Transmittal Letter
Form A Filing
Stock Purchase Agreement [UNDER REVIEW]
Pre-Transaction Organizational Chart
Post-Transaction Organizational Chart
Lists of Directors and Executive Officers of the Applicants
Proposed Lists of Directors and Executive Officers of the Domestic Insurer
Equity Commitment Letter [UNDER REVIEW]
10Q Unaudited Financial Statements of Brookfield Oaktree Holdings, LLC for the Quarter Ended March 31, 2024
10K Audited Financial Statements of Brookfield Oaktree Holdings, LLC for the Years Ended December 31, 2023
10K Audited Financial Statements of Brookfield Oaktree Holdings, LLC for the Years Ended December 31, 2022
10K Audited Financial Statements of Brookfield Oaktree Holdings, LLC for the Years Ended December 31, 2021
10K Audited Financial Statements of Brookfield Oaktree Holdings, LLC for the Years Ended December 31, 2020
10K Audited Financial Statements of Brookfield Oaktree Holdings, LLC for the Years Ended December 31, 2019
Confidential Supplement Cover Letter
Directors and Executive Officers Biographical Affidavits [CONFIDENTIAL]
Business Plan [CONFIDENTIAL]
Financial Projections of the Domestic Insurer [CONFIDENTIAL]

Hearing Documents
Notice of Hearing Notification
Notice of Hearing
List of Exhibits
Recommendation Memo

Proposed Decision
Proposed Decision Notification
Proposed Decision
Waiver of Right to Object – Domestic Insurer
Waiver of Right to Object – Applicants

Final Decision
Final Decision Notification
Final Decision​