SCHEDULE II

MBIA INC. (PARENT COMPANY)

CONDENSED BALANCE SHEETS

(In millions except share and per share amounts)


	December 31, 2019		December 31, 2018
Assets
Investments:
Fixed-maturity securities held as available-for-sale, at fair value (amortized cost $610 and $815)	$	674	$	839
Investments carried at fair value		1		7
Investments pledged as collateral, at fair value (amortized cost $19 and $49)		11		46
Short-term investments held as available-for-sale, at fair value (amortized cost $167 and $83)		167		83

Total investments		853		975
Cash and cash equivalents		11		40
Investment in wholly-owned subsidiaries		1,456		1,876
Other assets		123		130

Total assets	$	2,443	$	3,021

Liabilities and Shareholders’ Equity
Liabilities:
Investment agreements	$	274	$	276
Long-term debt		427		577
Affiliate loans payable		658		675
Income taxes payable		60		138
Derivative liabilities		133		157
Other liabilities		65		79

Total liabilities		1,617		1,902

Shareholders’ Equity:
Preferred stock, par value $1 per share; authorized shares— 10,000,000 ; issued and outstanding—none		—		—
Common stock, par value $1 per share; authorized shares—400,000,000; issued shares—283,433,401 and 283,625,689		283		284
Additional paid-in capital		2,999		3,025
Retained earnings		607		966
Accumulated other comprehensive income (loss), net of tax		(2)		(156)
Treasury stock, at cost—204,000,108 and 193,803,976 shares		(3,061)		(3,000)

Total shareholders’ equity of MBIA Inc.		826		1,119

Total liabilities and shareholders’ equity	$	2,443	$	3,021

The condensed financial statements should be read in conjunction with the

consolidated financial statements and notes thereto and the accompanying notes.

SCHEDULE II

MBIA INC. (PARENT COMPANY)

CONDENSED STATEMENTS OF OPERATIONS

(In millions)


	Years ended December 31,
	2019		2018		2017
Revenues:
Net investment income	$	35	$	35	$	35
Net gains (losses) on financial instruments at fair value and foreign exchange		(57)		20		(34)
Net gains (losses) on extinguishment of debt		(1)		3		28
Other net realized gains (losses)		(2)		(2)		(3)

Total revenues		(25)		56		26

Expenses:
Operating		10		11		13
Interest		90		93		87

Total expenses		100		104		100

Gain (loss) before income taxes and equity in earnings of subsidiaries		(125)		(48)		(74)
Provision (benefit) for income taxes		(99)		(35)		507

Gain (loss) before equity in earnings of subsidiaries		(26)		(13)		(581)
Equity in net income (loss) of subsidiaries		(333)		(283)		(1,024)

Net income (loss)	$	(359)	$	(296)	$	(1,605)

The condensed financial statements should be read in conjunction with the

consolidated financial statements and notes thereto and the accompanying notes.

SCHEDULE II

MBIA INC. (PARENT COMPANY)

CONDENSED STATEMENTS OF CASH FLOWS

(In millions)


	Years ended December 31,
	2019			2018		2017
Cash flows from operating activities:
Investment income received	$	156		$	132	$	141
Operating expenses paid		(17)			(17)		(27)
Interest paid, net of interest converted to principal		(88)			(91)		(101)
Income taxes (paid) received		34			(16)		26

Net cash provided (used) by operating activities		85			8		39

Cash flows from investing activities:
Purchases of available-for-sale investments		(278)			(495)		(164)
Sales of available-for-sale investments		319			175		172
Paydowns and maturities of available-for-sale investments		179			101		152
Purchases of investments at fair value		5			(9)		(70)
Sales, paydowns and maturities of investments at fair value		—			10		71
Sales, paydowns and maturities (purchases) of short-term investments, net		(61)			262		(34)
(Payments) proceeds for derivative settlements		(98)			(24)		(30)
Collateral (to) from counterparty		—			—		4
Contributions (to) from subsidiaries, net		(14)			51		(12)
Advances (to) from subsidiaries, net		—			3		(3)

Net cash provided (used) by investing activities		52			74		86

Cash flows from financing activities:
Proceeds from investment agreements		15			11		15
Principal paydowns of investment agreements		(20)			(35)		(72)
Proceeds from long-term debt		—			40		127
Principal paydowns of long-term debt		(150)			—		—
Payments for affiliate loans		(19)			(71)		(142)
Purchases of treasury stock		—			—		(65)
Restricted stock awards settlements		8			4		11

Net cash provided (used) by financing activities		(166)			(51)		(126)

Effect of exchange rates on cash and cash equivalents		—			(1)		(2)
Net increase (decrease) in cash and cash equivalents		(29	)		30		(3)
Cash and cash equivalents—beginning of year		40			10		13

Cash and cash equivalents—end of year	$	11		$	40	$	10

Reconciliation of net income (loss) to net cash provided (used) by operating activities:
Net income (loss)	$	(359)		$	(296)	$	(1,605)
Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities:
Change in:
Intercompany accounts receivable		(16)			(9)		(22)
Current income taxes		23			(15)		48
Equity in earnings of subsidiaries		333			283		1,024
Dividends from subsidiaries		134			112		118
Net (gains) losses on financial instruments at fair value and foreign exchange		57			(20)		34
Deferred income tax provision (benefit)		(88)			(35)		485
(Gains) losses on extinguishment of debt		1			(3)		(28)
Other operating		—			(9)		(15)

Total adjustments to net income (loss)		444			304		1,644

Net cash provided (used) by operating activities	$	85		$	8	$	39

The condensed financial statements should be read in conjunction with the

consolidated financial statements and notes thereto and the accompanying notes.

SCHEDULE II

MBIA INC. (PARENT COMPANY)

NOTES TO CONDENSED FINANCIAL STATEMENTS

1. Condensed Financial Statements

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. This includes the statements of comprehensive income (loss) which is exactly the same as the Company’s consolidated statements of comprehensive income (loss). It is suggested that these condensed financial statements be read in conjunction with the Company’s consolidated financial statements and the notes thereto.

The activities of MBIA Inc. (the “Parent Company”) consist of general corporate activities and funding activities, which principally include holding and managing investments, servicing outstanding corporate debt, investment agreements issued by the Parent Company and its subsidiaries, and posting collateral under investment agreement and derivative contracts.

The Parent Company is subject to the same liquidity risks and uncertainties as described in footnote 1 to the Company’s consolidated financial statements. As of December 31, 2019, the liquidity position of the Parent Company, which included cash and cash equivalents or short-term investments comprised of highly rated commercial paper, money market funds and municipal, U.S. agency and corporate bonds for general corporate purposes, excluding the amount held in escrow under its tax sharing agreement, was $375 million.

During 2019, the Parent Company redeemed $150 million principal amount of its 6.400% Senior Notes due 2022 at a cost of 100% of par value plus accrued interest. During 2018, National Public Finance Guarantee Corporation (“National”) purchased from the Parent Company

million principal amount of MBIA Inc.

5.700

% Senior Notes due

2034

and $

million principal amount of MBIA Inc.

7.000

% Debentures due

2025

that were previously repurchased by the Parent Company and had not been retired. The MBIA Inc.

5.700

% Senior Notes due

2034

and the MBIA Inc.

7.000

% Debentures that were purchased by National are eliminated from the Parent Company’s condensed balance sheet.

2. Accounting Policies

The Parent Company carries its investments in subsidiaries under the equity method.

Beginning with 2019, the Parent Company changed its presentation of affiliate loans payable, derivative liabilities and other liabilities. As a result, certain amounts have been reclassified in prior years’ financial statements to conform to the current presentation.

For a further discussion of significant accounting policies and recent accounting pronouncements, refer to footnotes 2 and 3 to the Company’s consolidated financial statements.

3. Dividends from Subsidiaries

During 2019, National declared and paid dividend

of $134 million to its ultimate parent, MBIA Inc.

During 2018, National declared and paid a dividend of $108 million to its ultimate parent, MBIA Inc.

In addition, National Public Finance Guarantee Holdings, Inc. declared and paid a dividend of $1

million to the Parent Company and MBIA Capital Corp. declared and paid a dividend of $3 million to the Parent Company.

During 2017, National Public Finance Guarantee Holdings, Inc. declared and paid a dividend of $118 million to the Parent Company.

4. Deferred Tax Asset, Net of Valuation Allowance

The Parent Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on tax assets and liabilities is recognized in income in the period that includes the enactment date. Valuation allowances are established to reduce deferred tax assets to the amount that more likely than not will be realized.

The Parent Company assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of its existing deferred tax assets. A significant piece of objective negative evidence evaluated was the Parent Company having a three-year cumulative loss. Such objective evidence limits the ability to consider other subjective evidence, such as the Parent Company’s projections of

pre-tax

income. On the basis of this evaluation, the Parent Company has recorded a full valuation allowance against its net deferred tax asset.

For a further discussion of the net deferred tax asset, refer to footnote 11 to the Company’s consolidated financial statements.

5. Obligations under Investment Agreements

Investment agreements, as described in footnote 10 to the Company’s consolidated financial statements, are conducted by both the Parent Company and its wholly-owned subsidiary, MBIA Investment Management Corp.

6. Pledged Collateral

Substantially all of the obligations under investment agreements require the Parent Company and its subsidiaries to pledge securities as collateral. As of December 31, 2019 and 2018, the fair value of securities pledged as collateral with respect to these investment agreements approximated $313 million and $314 million, respectively. The Parent Company’s collateral as of December 31, 2019, consisted principally of U.S. Treasury and government agency and state and municipal bonds, and was primarily held with major U.S. banks.

Under derivative contracts entered into by the Parent Company, collateral postings are required by either the Parent Company or the counterparty when the aggregate market value of derivative contracts entered into with the same counterparty exceeds a predefined threshold. As of December 31, 2019 and 2018, the Parent Company and its subsidiaries pledged securities with a fair value of $181 million and $205 million, respectively, to derivative counterparties.

7. Affiliate Loans Payable

Affiliate loans payable consists of loans payable to MBIA Global Funding, LLC (“GFL”). GFL raised funds through the issuance of medium-term notes with varying maturities, which were, in turn, guaranteed by MBIA Corp. GFL lent the proceeds of these medium-term note issuances to the Parent Company.