-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A9NJgTsMxiPnLGwe2aq9Z4iLckqKLNK9N7gS+0xi5FRj7wGXf0ugTHy9hzYo9OdB FdHQHrfYTirPKI5AwFfsWg== 0001209191-09-016474.txt : 20090316 0001209191-09-016474.hdr.sgml : 20090316 20090316170026 ACCESSION NUMBER: 0001209191-09-016474 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090312 FILED AS OF DATE: 20090316 DATE AS OF CHANGE: 20090316 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MBIA INC CENTRAL INDEX KEY: 0000814585 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 061185706 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 BUSINESS PHONE: 914-273-4545 MAIL ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COULTER DAVID A CENTRAL INDEX KEY: 0001179577 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09583 FILM NUMBER: 09685148 MAIL ADDRESS: STREET 1: 6855 PACIFIC STREET, AK-310 CITY: OMAHA STATE: NE ZIP: 68106 4 1 c82673_4x0.xml MAIN DOCUMENT DESCRIPTION X0303 4 2009-03-12 0000814585 MBIA INC MBI 0001179577 COULTER DAVID A 466 LEXINGTON AVENUE NEW YORK NY 10017 1 0 0 0 Common Stock, par value $1.00 per share ("Common Stock") 2009-03-12 4 P 0 469285 3.59 A 71486898 I I Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (together with an affiliated limited partnership, "WP X") is the holder of (a) 46,159,252 shares of Common Stock and (b) warrants exercisable for 25,327,646 shares of Common Stock. The exercise of the warrants may be subject to approval by the New York State Insurance Department that WP X expects to receive within 60 days (provided that no assurances can be made as to when or whether such approval will be received) (consisting of warrants, exercisable for a total of 11,502,704 shares of Common Stock at an exercise price of $30.25 per share, B-warrants exercisable for a total of 9,824,942 shares of Common Stock at an exercise price of $30.25 per share and B2-warrants exercisable for a total of 4,000,000 shares of Common Stock at an exercise price of $16.20 per share (each subject to adjustments for certain issuances of common stock, stock splits, stock subdivisions, stock reclassifications, stock combinations, other distributions, certain repurchases, business combinations and similar actions)). Warburg Pincus X L.P., a Delaware limited partnership ("WP X LP") is the general partner of WP X; Warburg Pincus X LLC, a Delaware limited liability company ("WP X LLC") is the general partner of WP X LP; Warburg Pincus Partners, LLC, a New York limited liability company ("WP Partners") is the sole member of WP X LLC; and Warburg Pincus & Co., a New York general partnership ("WP") is the managing member of WP Partners. Warburg Pincus LLC, a New York limited liability company ("WP LLC") manages WP X. As a Partner of WP and a Member and Managing Director of WP LLC, Mr. David A. Coulter may be deemed to be the beneficial owner of the Common Stock held by WP X and the warrants exercisable for Common Stock held by WP X. Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, Mr. David A. Coulter, herein states that this filing shall not be deemed an admission that he is the beneficial owner of any of the shares of Common Stock held by WP X or of any of the warrants exercisable for Common Stock held by WP X. Mr. Coulter disclaims beneficial ownership of such Common Stock and such warrants exercisable for Common Stock, except to the extent of his pecuniary interest in such shares of Common Stock and in such warrants exercisable for Common Stock. Exhibit List Exhibit 24 - Power of Attorney (previously filed with the SEC on Form 3 with respect to MBIA by David A. Coulter on February 1, 2008). /s/ Scott A. Arenare, attorney in fact 2009-03-16 -----END PRIVACY-ENHANCED MESSAGE-----