DERIVATIVE INSTRUMENTS

The following tables summarize the gross fair values of individual derivative instruments and the impact of legal rights of offset as reported in the Consolidated Balance Sheets as of March 31, 2014 and December 31, 2013.



	Gross Amounts of Recognized Assets / Liabilities		Gross Amounts Offset in the Consolidated Balance Sheet		Net Amounts of Assets / Liabilities Presented in the Consolidated Balance Sheet		Gross Amount of Collateral Received / Pledged Not Offset in the Consolidated Balance Sheet		Net Amount
Successor Ambac—March 31, 2014:
Derivative Assets:
Interest rate swaps	$	134,556	$	53,075	$	81,481	$	—	$	81,481
Futures contracts	430		—		430		—		430
Total non-VIE derivative assets	$	134,986	$	53,075	$	81,911	$	—	$	81,911
Derivative Liabilities:
Credit derivatives	$	87,715	$	—	$	87,715	$	—	$	87,715
Interest rate swaps	266,051		53,075		212,976		75,964		137,012
Other contracts	149		—		149		—		149
Total non-VIE derivative liabilities	$	353,915	$	53,075	$	300,840	$	75,964	$	224,876
Variable Interest Entities
Interest rate swaps	$	1,758,626	$	—	$	1,758,626	$	—	$	1,758,626
Currency swaps	86,064		—		86,064		—		86,064
Total VIE derivative liabilities	$	1,844,690	$	—	$	1,844,690	$	—	$	1,844,690



	Gross Amounts of Recognized Assets / Liabilities		Gross Amounts Offset in the Consolidated Balance Sheet		Net Amounts of Assets / Liabilities Presented in the Consolidated Balance Sheet		Gross Amount of Collateral Received / Pledged Not Offset in the Consolidated Balance Sheet		Net Amount
Successor Ambac—December 31, 2013:
Derivative Assets:
Interest rate swaps	$	132,250	$	56,876	$	75,374	$	—	$	75,374
Futures contracts	2,337		—		2,337		690		1,647
Total non-VIE derivative assets	$	134,587	$	56,876	$	77,711	$	690	$	77,021
Derivative Liabilities:
Credit derivatives	$	94,322	$	—	$	94,322	$	—	$	94,322
Interest rate swaps	216,287		56,876		159,411		42,555		116,856
Other contracts	165		—		165		—		165
Total non-VIE derivative liabilities	$	310,774	$	56,876	$	253,898	$	42,555	$	211,343
Variable Interest Entities
Interest rate swaps	$	1,680,834	$	—	$	1,680,834	$	—	$	1,680,834
Currency swaps	91,472		—		91,472		—		91,472
Total VIE derivative liabilities	$	1,772,306	$	—	$	1,772,306	$	—	$	1,772,306

Amounts recognized for the right to reclaim cash collateral or the obligation to return cash collateral are not offset against fair value amounts recognized for derivative instruments on the Consolidated Balance Sheets. The amounts representing the right to reclaim cash collateral and posted margin, recorded in “Other assets” were $39,558 and $3,040 as of March 31, 2014 and December 31, 2013, respectively. The amounts representing the obligation to return cash collateral recorded in “Other liabilities” were $0 and $690 as of March 31, 2014 and December 31, 2013.



		Successor Ambac			Predecessor Ambac
	Location of Gain or (Loss) Recognized in Consolidated Statement of Total Comprehensive Income	Amount of Gain or (Loss)Recognized in Consolidated Statement of Total Comprehensive Income– March 31, 2014			Amount of Gain or (Loss) Recognized in Consolidated Statement of Total Comprehensive Income– Three Months Ended March 31, 2013
Financial Guarantee:
Credit derivatives	Net change in fair value of credit derivatives	$	7,382		$	12,787
Financial Services derivatives products:
Interest rate swaps	Derivative products	(51,860		)	(1,022		)
Futures contracts	Derivative products	(1,992		)	455
Other derivatives	Derivative products	11			(2		)
Total Financial Services derivative products		(53,841		)	(569		)
Variable Interest Entities:
Currency swaps	(Loss) income on variable interest entities	5,408			4,704
Interest rate swaps	(Loss) income on variable interest entities	(77,792		)	(100,548		)
Total Variable Interest Entities		(72,384		)	(95,844		)
Total derivative contracts		$	(118,843	)	$	(83,626	)

Financial Guarantee Credit Derivatives:

Credit derivatives, which are privately negotiated contracts, provide the counterparty with credit protection against the occurrence of a specific event such as a payment default or bankruptcy relating to an underlying obligation. Upon a credit event, Ambac is generally required to make payments equal to the difference between the scheduled debt service payment and the actual payment made by the issuer. Substantially all of Ambac’s credit derivative contracts relate to structured finance transactions. Credit derivatives issued are insured by Ambac Assurance. None of our outstanding credit derivative transactions at March 31, 2014 include ratings based collateral-posting triggers or otherwise require Ambac to post collateral regardless of Ambac’s ratings or the size of the mark to market exposure to Ambac.

The majority of our credit derivatives were written on a “pay-as-you-go” basis. Similar to an insurance policy execution, pay-as-you-go provides that Ambac pays interest shortfalls on the referenced transaction as they are incurred on each scheduled payment date, but only pays principal shortfalls upon the earlier of (i) the date on which the assets designated to fund the referenced obligation have been disposed of and (ii) the legal final maturity date of the referenced obligation. The last transaction that was not “pay-as-you-go” terminated in July 2013.

Ambac maintains internal credit ratings on its guaranteed obligations, including credit derivative contracts, solely to indicate management’s view of the underlying credit quality of the guaranteed obligations. Independent rating agencies may have assigned different ratings on the credits in Ambac’s portfolio than Ambac’s internal ratings. The following tables summarize the gross principal notional outstanding for CDS contracts, by Ambac rating, for each major category as of March 31, 2014 and December 31, 2013:

Successor Ambac—March 31, 2014



Ambac Rating	CLO		Other		Total
AAA	$	—	$	24,034	$	24,034
AA	1,101,199		182,237		1,283,436
A	—		43,160		43,160
BBB ⁽¹⁾	—		859,421		859,421
Below investment grade ⁽²⁾	—		281,087		281,087
	$	1,101,199	$	1,389,939	$	2,491,138

Successor Ambac—December 31, 2013



Ambac Rating	CLO		Other		Total
AAA	$	—	$	24,034	$	24,034
AA	1,209,071		203,025		1,412,096
A	128,666		107,251		235,917
BBB⁽¹⁾	—		826,175		826,175
Below investment grade ⁽²⁾	—		277,881		277,881
	$	1,337,737	$	1,438,366	$	2,776,103


(1)	BBB internal rating reflects bonds which are of medium grade credit quality with adequate capacity to pay interest and repay principal. Certain protective elements and margins may weaken under adverse economic conditions and changing circumstances. These bonds are more likely than higher rated bonds to exhibit unreliable protection levels over all cycles.


(2)	Below investment grade internal ratings reflect bonds which are of speculative grade credit quality with the adequacy of future margin levels for payment of interest and repayment of principal potentially adversely affected by major ongoing uncertainties or exposure to adverse conditions.

The tables below summarize information by major category as of March 31, 2014 and December 31, 2013:

Successor Ambac—March 31, 2014



	CLO			Other			Total
Number of CDS transactions	7			12			19
Remaining expected weighted-average life of obligations (in years)	2.0			5.0			3.7
Gross principal notional outstanding	$	1,101,199		$	1,389,939		$	2,491,138
Net derivative liabilities at fair value	$	(5,847	)	$	(81,868	)	$	(87,715	)

Successor Ambac—December 31, 2013



	CLO			Other			Total
Number of CDS transactions	7			13			20
Remaining expected weighted-average life of obligations (in years)	2.1			5.0			3.6
Gross principal notional outstanding	$	1,337,737		$	1,438,366		$	2,776,103
Net derivative liabilities at fair value	$	(7,993	)	$	(86,329	)	$	(94,322	)

The maximum potential amount of future payments under Ambac’s credit derivative contracts written on a “pay-as-you-go” basis is generally the gross principal notional outstanding amount included in the above table plus future interest payments payable by the derivative reference obligations. Since Ambac’s credit derivatives typically reference obligations of or assets held by SPEs that meet the definition of a VIE, the amount of maximum potential future payments for credit derivatives is included in the table in Note 3, Special Purpose Entities, Including Variable Interest Entities.

Changes in fair value of Ambac’s credit derivative contracts are accounted for at fair value since they do not qualify for the financial guarantee scope exception under the Derivatives and Hedging Topic of the ASC. Changes in fair value are recorded in “Net change in fair value of credit derivatives” on the Consolidated Statements of Total Comprehensive Income. Although CDS contracts are accounted for at fair value, they are surveilled similar to non-derivative financial guarantee contracts. As with financial guarantee insurance policies, Ambac’s surveillance group tracks credit migration of CDS contracts’ reference obligations from period to period.

Adversely classified credits are assigned risk classifications by the surveillance group. As of March 31, 2014, there are four CDS contracts on Ambac’s adversely classified credit listing, with a net derivative liability fair value of $59,095 and gross notional principal outstanding of $281,087. As of December 31, 2013, there were four CDS contracts on Ambac’s adversely classified credit listing, with a net derivative liability fair value of $62,296 and total notional principal outstanding of $277,881.

Financial Services Derivative Products:

Ambac, through its subsidiary Ambac Financial Services (“AFS”), provided interest rate and currency swaps to states, municipalities and their authorities, asset-backed issuers and other entities in connection with their financings. AFS manages its interest rate swaps business with the goal of retaining some basis risk and excess interest rate sensitivity as an economic hedge against the effects of rising interest rates elsewhere in the Company, including on Ambac’s financial guarantee exposures. As of March 31, 2014 and December 31, 2013 the notional amounts of AFS’s trading derivative products are as follows:



	Notional
	Successor Ambac –		Successor Ambac –
Type of derivative	March 31, 2014		December 31, 2013
Interest rate swaps—receive-fixed/pay-variable	$	694,845	$	697,837
Interest rate swaps—pay-fixed/receive-variable	1,537,968		1,540,976
Interest rate swaps—basis swaps	146,705		146,705
Futures contracts	100,000		100,000
Other contracts	75,650		75,650

Derivatives of Consolidated Variable Interest Entities

Certain VIEs consolidated under the Consolidation Topic of the ASC entered into derivative contracts to meet specified purposes within the securitization structure. The notional for VIE derivatives outstanding as of March 31, 2014 and December 31, 2013 are as follows:



	Notional
	Successor Ambac –		Successor Ambac –
Type of VIE derivative	March 31, 2014		December 31, 2013
Interest rate swaps—receive-fixed/pay-variable	$	1,829,642	$	1,818,118
Interest rate swaps—pay-fixed/receive-variable	3,371,951		3,350,714
Currency swaps	775,202		770,319
Credit derivatives	19,553		20,130

Contingent Features in Derivatives Related to Ambac Credit Risk

Ambac’s interest rate swaps with professional swap-dealer counterparties and certain front-end counterparties are generally executed under standardized derivative documents including collateral support and master netting agreements. Under these agreements, Ambac is required to post collateral in the event net unrealized losses exceed predetermined threshold levels. Additionally, given that Ambac Assurance is no longer rated by an independent rating agency, counterparties have the right to terminate the swap positions.

As of March 31, 2014 and December 31, 2013, the net liability fair value of all derivative instruments with contingent features linked to Ambac’s own credit risk was $75,964 and $42,555, respectively, related to which Ambac had posted assets as collateral with a fair value of $125,123 and $126,223, respectively. All such ratings-based contingent features have been triggered as requiring maximum collateral levels to be posted by Ambac while preserving counterparties’ rights to terminate the contracts. Assuming all contracts terminated on March 31, 2014, settlement of collateral balances and net derivative liabilities would result in a net receipt of cash and/or securities by Ambac. If counterparties elect to exercise their right to terminate, the actual termination payment amounts will be determined in accordance with derivative contract terms, which may result in amounts that differ from market values as reported in Ambac’s financial statements.