EX-99.2 3 dex992.htm PRESENTATION SLIDES Presentation slides
MGIC
Radian
Financial
Group
MGIC
Radian
Financial
Group
Creating
a
Preeminent
Mortgage
and
Credit
Risk
Insurer
February
6,
2007
Exhibit 99.2


1
MGIC Radian Financial Group
Forward Looking Statement
Discussions
made in this press release
that
are
not
statements
of
historical
fact (including statements that include terms
such as “will,”
“may,”
“should,”
believe,”
“expect,”
anticipate,”
“estimate,”
“intend,”
and “plan”) are forward-looking statements
that involve risks and uncertainties. Any forward-looking statement is not a guarantee of future performance and actual results
could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but
are not limited to, statements about the benefits of the business combination transaction involving Radian and MGIC, including
future financial and operating results, the new company’s plans, objectives, expectations and intentions and other statements
that
are
not
historical
facts.
The
following
factors,
among
others,
could
cause
actual
results
to
differ
from
those
set
forth
in
the
forward-looking statements:
the
ability
to
obtain regulatory approvals of the transaction on the proposed terms and schedule; 
the failure of Radian or MGIC shareholders
to approve the
transaction;
the risk that the businesses will not be integrated
successfully; customer attrition and
disruption
from the
transaction
making
it more
difficult
to
maintain relationships with
customers,
employees
or
suppliers;
the
risk
that
the
cost
savings
and
any
other
synergies
from
the
transaction
may
not
be
fully realized or may take
longer to
realize
than
expected; competition
and its effect on pricing, spending,
third-party
relationships
and
revenues;
movements
in
market
interest
rates
and
secondary
market
volatility;
potential
sales
of
assets
in
connection with the merger; legislative and regulatory changes affecting demand for private mortgage insurance or financial
guaranty insurance; downgrades of the insurance financial-strength ratings assigned by the major ratings agencies to Radian’s
and MGIC’s
operating subsidiaries and unfavorable changes in economic and business conditions. Additional factors that may
affect
future
results
are
contained
in
Radian’s
and
MGIC’s
filings
with
the
SEC,
which
are
available
at
the
SEC’s
website
http://www.sec.gov.
Radian and MGIC disclaim any obligation to update and revise statements contained in these materials
based on new information or otherwise.


2
MGIC Radian Financial Group
Additional Information
The proposed merger will be submitted to shareholders of MGIC Investment Corporation and Radian Group Inc. for their
consideration. Shareholders are urged to read the joint proxy statement/prospectus regarding the proposed merger when it
becomes
available
because
it
will
contain
important
information.
Shareholders
will
be
able
to
obtain
a
free
copy
of
the
joint
proxy statement/prospectus, as well as other filings containing information about MGIC and Radian, without charge, at the
Securities Exchange Commission’s Internet site (www.sec.gov).  You will also be able to obtain these documents, free of
charge,
by
accessing
MGIC’s
website
(http://www.mgic.com)
or
Radian’s
website
(http:/www.radian.biz).
Copies
of
the
joint
proxy statement/prospectus and the filings with the Securities and Exchange Commission that will be incorporated by
reference in the joint proxy statement/prospectus can also be obtained, without charge, by directing a request to Michael
Zimmerman, Vice President Investor Relations, 250 E. Kilbourn, Milwaukee, WI 53092 or Mona Zeehandelaar, Senior Vice
President,
Investor
Relations
and
Corporate
Communications,
1601
Market
Street,
Philadelphia,
PA 19103
MGIC Investment Corporation and Radian Group Inc., their respective directors and executive officers and other persons may
be deemed to be participants in the solicitations of proxies from the shareholders of MGIC Investment Corporation and/or
Radian Group Inc. in respect of the proposed merger.  Information regarding MGIC Investment Corporation’s directors and
executive officers is available in its proxy statement filed with the Securities and Exchange Commission by MGIC on March 30,
2006,
and
information
regarding
Radian
Group
Inc’s
directors
and
executive
officers
is
available
in
it
proxy
statement
filed
with
the Securities and Exchange Commission by Radian on April 18, 2006.  Additional information regarding the participants in the
proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in
the joint proxy statement/prospectus when it becomes available..


3
MGIC Radian Financial Group
Compelling Strategic Transaction
Leadership and Scale
Enhanced Operating Platform
Financially Compelling
Creating Shareholder Value
Synergistic Transaction


4
MGIC Radian Financial Group
Compelling Strategic Transaction
Leadership
and Scale
Enhanced
Operating
Platform
Financially
Compelling
A
premier
mortgage
insurer
$290bn of combined insurance in-force;
$98bn of NIW in 2006
Experienced and strong combined management team
Increased financial strength and flexibility from larger size
Complementary
businesses
mortgage insurance,  financial guaranty,
C-BASS and Sherman
Significant operating efficiencies
Complementary mix of revenues / earnings
Stronger
platform
for
growth
international opportunities
Attractive
risk
profile
diverse geography, business mix
Financially
accretive
to
both
companies’
EPS
Significant cost savings opportunities
Strong capital base
Substantial excess capital generation


5
MGIC Radian Financial Group
Overview of Transaction Terms
100% Stock
Consideration
Structure
0.9658 MGIC shares per Radian share
Market-for-market exchange (based on February 2, 2007 market close)
Name
MGIC Radian Financial Group
Mortgage Insurance business:  MGIC
Financial Guaranty business:  Radian Guaranty
Locations
Headquarters: Milwaukee, WI
Mortgage Insurance: Milwaukee, WI; Philadelphia, PA; International
Financial Guaranty: New York, NY; International
Board Composition
6 MGIC directors (including Chairman); 5 independents
5 Radian directors (including Lead Director); 4 independents
To be increased to 6 directors, 5 independents upon election by shareholders following
consummation of the merger
Leadership
CC, Chairman and CEO until two years post closing
SAI, President and COO; assumes CEO title two years post closing
Senior management positions identified
Timing
Expected closing fourth quarter of 2007
Subject to regulatory approvals and approval of shareholders of both companies
$1.00 per share (current MGIC dividend)
Approvals
Normal shareholder and regulatory approvals
Due Diligence
Completed
Dividend


6
MGIC Radian Financial Group
Highly Experienced Management Team
Organization Chart Post-Closing
11
Martin Wood
International
23
Teresa Bryce
Corporate Strategy / Corporate Secretary
22
Lawrence DelGatto
Technology / Information
27
24
10
20
17
23
28
25
31
Industry Experience
(Years)
Rob Croner
Human Resources
Larry Pierzchalski
Risk
Jeff Lane
General Counsel
Mark Casale
Capital Markets
Mike Lauer
Chief Financial Officer
Stephen Cooke
Financial Guaranty Company
Pat Sinks
Mortgage Insurance Company
S.A. Ibrahim
President / Chief Operating Officer
Curt Culver
Chief Executive Officer
Post-Closing
Title 


7
MGIC Radian Financial Group
Pro Forma Franchise and Earnings
Pro Forma Net Income Mix
(1)
Combined Businesses
Mortgage
Insurance
65.8%
Sherman
11.3%
Financial
Guaranty
13.2%
C-BASS
9.7%
2006 Total:  $1.1 billion
Mortgage insurance franchise
$290bn of insurance in force
$98bn of 2006 NIW
Financial guaranty business
Strong AA franchise
$104bn of net par outstanding
Financial services businesses
C-BASS: A market leader in
purchasing, servicing and investing in
“credit sensitive”
residential mortgage
assets
$291mm in 2006 pre-tax net
income
Sherman: The nation’s largest buyer
and servicer
of unsecured distressed
consumer debt
$347mm in 2006 pre-tax net
income
1.    Assumes
restructuring
of
C-BASS
and
Sherman
stakes
to
reduced
ownership
of
49.9%
(pro
forma
reflects
sale
of
stake,
review
of
other
potential alternatives).


8
MGIC Radian Financial Group
MGIC Radian Mortgage Insurance Business
Scale provides significant operating
efficiencies
Best practices of both companies
Single technology platform for MI
business
Maintain sound risk profile
Leading product capabilities
Capital market solutions
Credit default swaps
Bulk / flow
Well positioned to succeed across
mortgage products and volume cycles
Increasing MI Penetration Rates
Persistency Continues to Recover
(1)
79.3%
62.2%
56.9%
46.9%
59.5%
59.8%
68.5%
2000
2001
2002
2003
2004
2005
2006
2007E
1.  Represents median of MGIC and Radian.
Source: Inside Mortgage Finance and Inside MBS
Flow
Penetration
=
Flow
NIW
/
Total
Orgination
volume
Non
Agency
MBS
Issuance
Bulk Penetration = Bulk NIW / Non Agency MBS Issuance


9
MGIC Radian Financial Group
Increased Scale and Operating Efficiencies
Increased Scale
(1)
Note: Statutory expense data for YTD of 30-Sep-2006.
1.
Includes
purchase
accounting
adjustments.
Data
at
or
for
the
twelve
months
ended
2006
on
a
combined
basis.
$290 billion of insurance-in-force
$2.8 billion of revenue
$1.1 billion of net income
$9.7 billion of total capitalization
$8.3 billion of tangible book value
Combination of MGIC and Radian Creates Greater
Operating Efficiencies and Financial Strength
16.2%
29.2%
16.1%
40.6%
27.4%
23.8%
22.5%
21.8%
Statutory Expense Ratio


10
MGIC Radian Financial Group
Primary Mortgage Insurance Risk Profile
% of RIF
18.1%
% of RIF
14.6%
% of RIF
23.8%
% of RIF
25.7%
% of RIF
17.8%
Maintains Excellent Risk Dispersion
FICO Distribution
Product Type
Original LTV
Geographic Dispersion
700 & >
45%
575 –
619
9%
620 –
699
42%
< 575
4%
ARM –
Neg
Am
4%
ARM No
Neg
Am
17%
FRM
79%
100s
19%
95s
29%
90s
32%
85s
7%
80s
7%
< 80
6%
Note:  As of 31-Dec-2006.


11
MGIC Radian Financial Group
Products
Client
Need
Targets
Lender
Solutions
Capital
Markets
Flow
Pool
Contract
Underwriting
Lower cost to
originate
Improved
secondary market
execution
National, regional
and correspondent
lenders with
traditional funding
needs
Flow and Pool Plus:
Bulk
Second liens
NIMs
Credit default
swaps
Increased liquidity
Balance sheet and
capital management
Credit risk transfer
Top tier, non-prime
and smaller clients
with sophisticated
funding needs
Equity
BB
BBB
A
AA
AAA
Same
Underlying
Mortgage
Collateral
Credit
Default
Swaps
(CDS)
Net
Interest
Margin
Securities
(NIMs)
Seconds
Pool
Bulk
Flow
Traditional MI
Providing Solutions Across Credit Spectrum
Mortgage Risk Origination Capabilities


12
MGIC Radian Financial Group
Source:
Inside
Mortgage
Finance,
FNMA,
MBAA
December
Outlook.
$1.0
$2.9
$8.8
$15.0
1970's
1980's
1990's
2000-2005
Total Residential Originations
Residential Mortgage Market
Strong Sector Growth Dynamics
Single
Family
Mortgage
Originations
($tn)


13
MGIC Radian Financial Group
6.6
11
15
0
2
4
6
8
10
12
14
16
60%
62%
64%
66%
68%
70%
72%
Household Growth (millions)
Homeownership Rate
1980’s
2000 –
2010
1990’s
Source:  U.S. Department of Commerce, U.S. Census Bureau for 1980 through June 2002 data; Fannie Mae 2005 Statistical Summary data.
Mortgage Demand Continues to Grow


14
MGIC Radian Financial Group
Market Opportunities
MGIC Radian Has the Size and Scale to
Dynamically Target Attractive Opportunities
Opportunities
Mortgage Debt
Outstanding:
$10 trillion
as of 4Q06
(source:  MBA)
MI Industry Insurance
In Force:
$668 billion
as of December 31, 2006
(source:  MICA)
Credit default swaps
NIMs
Second-to-pay pool
Flow MI
Bulk MI
Pool policies
New products and
services


15
MGIC Radian Financial Group
Financial Guaranty Overview
Public Finance
5.4
Transportation
6.2
Utilities
0.8
Other public finance
5.1
Tax-backed
53.9%
Subtotal
1.5
Long-term care
2.6
Investor-owned utilities
0.8
Housing
10.6
Healthcare
16.8
General obligations
4.1%
Education
Sector %
Sector
Direct writer of credit enhancement for municipal
bonds, asset-backed obligations and structured
products
Provider
of
reinsurance
to
AAA-
rated, monolines,
primary FG insurers for municipal bonds and asset-
backed obligations
Insures timely payment of interest and principal
Primarily insures investment grade obligations
97% of public finance portfolio and 95% of structured
finance portfolio is investment grade
December 31, 2006 net par outstanding: $104 billion
Portfolio Product Lines (As of 31-Dec-06)
Structured Finance
46.1%
Subtotal
1.7
Other structured finance
39.4
CDOs
1.3
Asset-backed
mortgage / MBS
2.1
Asset-backed
consumer
1.6%
Asset-backed
commercial and other
Sector %
Sector


16
MGIC Radian Financial Group
C-BASS Overview
$144
$208
$241
$291
2003
2004
2005
2006
Purchases, services and securitizes
"credit sensitive" residential mortgage
assets
Invests where servicing makes a
difference
Built servicing portfolio to more than $56
billion at December 31, 2006
80% of revenues are recurring from
servicing, money management and
portfolio management
Complements MGIC Radian's capital
markets channel in accessing the
subprime
markets and taking credit risk
in a different form
Strong earnings growth
Pre-tax Net Income ($mm)


17
MGIC Radian Financial Group
Sherman Financial Group Overview
Originates, purchases and services
consumer debt
Purchases of distressed debt made at
deep discounts to their original face
value from national financial
institutions and major retail
corporations
CreditOne
Bank
1.3 million customers
1
Provides diversified and recurring
revenue
Leverage consumer debt platform
International opportunities
Strong earnings growth
$200
$288
$347
$71
2003
2004
2005
2006
Pre-tax Income
Consolidated Pre-tax Net Income ($mm)
1.  As of September 30, 2006.


18
MGIC Radian Financial Group
Enhanced Strategic Opportunities
Combination of MGIC and Radian Creates
a Stronger Platform for Growth
Combination will accelerate MGIC Radian’s ability to expand operations
internationally, experienced management team already in place
Hong Kong based operations for
mortgage
Australian-based operations
Canadian expansion in progress
A premier US mortgage insurer
Strong AA financial guarantor
London-based European
operations for mortgage
insurance and financial
guaranty


19
MGIC Radian Financial Group
Significant Achievable Cost Savings
Estimated Cost Savings
Consolidation of mortgage insurance
operations and technology platform
Elimination of duplicative corporate
staff functions and related overhead
Greater shared services efficiencies
Cost savings represent 24% of
combined company’s cost base
Anticipated to be realized over 12-18
month period post-close
Cost Savings Opportunities
100%
$ 128
36
46
Other G&A
32
41
Direct and
Indirect IT
32 %
$ 41
Direct MI
Expenses
% of
Total
Savings
$mm


20
MGIC Radian Financial Group
Substantial Capital Generation
($ in millions)
Support growth in core businesses
Financial / strategic flexibility
Ability to invest in business initiatives
International
Other
Return excess capital to
shareholders
$919
$134
$1,053
2008E Pro
Forma Net
Income
Dividend
Net Capital
Generation
Potential Uses


21
MGIC Radian Financial Group
Integration Plan
Detailed
Transaction close
Integration
Integration
Technology conversion of MI systems
Complete
Planning
Integration
of
overlapping businesses and shared
services
Best of both companies
Talent, analytics, systems and processes
Communication with constituencies
Ratings agencies, regulators, employees, investors and customers
Integration timetable:
1Q –
3Q 2007
2H 2008
1Q 2008
4Q 2007
1H 2009


22
MGIC Radian Financial Group
Pro Forma Assumptions
Transaction Close:
4
th
Quarter 2007
Consideration / Structure:
100% Stock
Radian to receive 0.9658 shares of MGIC common stock for each Radian share
Synergies:
Pre-tax cost savings
$128mm phased in 75% / 100% in 2008 / 2009, respectively
No revenue synergies assumed
Estimated lost MI business volume of approximately $12bn of combined NIW by 2008
Share Repurchase:
Approximately $1bn share repurchase upon closing
Funded by debt / preferred issuance and excess capital
Additional
share
repurchase
of
approximately
$750mm
(potentially
higher)
Funded by proceeds from reduced ownership in C-BASS and Sherman stakes and excess capital
Other Assumptions:
I/B/E/S median EPS estimates for 2008 (as of 05-Feb-2007), thereafter, EPS grown at long-term growth rate of 10%
Restructuring charge equal to $125mm to $150mm, after-tax
Identified intangibles of $250mm, amortized utilizing sum-of-the digits methodology over 7 years


23
MGIC Radian Financial Group
Pro Forma Financial Analysis Earnings Impact
To Radian Shareholders
To MGIC Shareholders
11.5
8.88 
7.96
2009
8.6%
$7.86
$7.24
2008
Cash
8.2
8.62 
7.96
2009
4.7%
$7.58
$7.24
2008
% Change
Pro Forma
Current
GAAP
9.5
9.19 
8.39
2009
6.7%
$8.14
$7.63
2008
Cash
6.3
8.92 
8.39
2009
2.8%
$7.85
$7.63
2008
% Change
Pro Forma
Current (I/B/E/S)
GAAP
Note: Based on exchange ratio of 0.9658x.


24
MGIC Radian Financial Group
Compelling Strategic Transaction
Leadership and Scale
Enhanced Operating Platform
Financially Compelling
Creating Shareholder Value
Synergistic Transaction


25
MGIC Radian Financial Group
Appendix


26
MGIC Radian Financial Group
Pro Forma Income Statement
(159)
(145)
Lost Income From Equity Affiliates
51
68
Radian DAC Amortization
(27)
1
Other
1
(120)
(92)
Total After-tax Adjustments
2
(42)
(42)
Funding Costs
$ 1,126
$ 1,092
Pro Forma Operating Cash Net Income
$ 1,093
$ 1,053
Pro Forma Operating GAAP Net Income
(33)
(39)
Transaction Identified Intangible Amortization
$ 92
$ 66
Cost Savings
After-tax Adjustments
$ 1,213
$1,144
Pro
Forma
Net
Income
Before
Adjustments
601
567
Radian Standalone GAAP Net Income (Based on I/B/E/S)
$ 612
$ 578
MGIC Standalone GAAP Net Income (Based on I/B/E/S)
2009
2008
($ in millions)
Note:
Operating net income represents net income before merger-elated expenses.  Operating cash net income is equal to operating net
income plus after-tax impact of intangible amortization.
1. Includes addback
of potential business losses and excess cash yield.
2.  Excludes accounting impact of future merger-related expenses realized through income statement.


27
MGIC Radian Financial Group
Balance Sheet Summary
748
781
Debt
$7,929
$6,622
Total Liabilities and Equity
$4,068
$4,296
Total Equity
$3,861
$2,326
Total Liabilities
1,327
229
Other Liabilities
842
1,126
Reserve for Losses
$944
$190
Unearned Premiums
$7,929
$6,622
Total Assets
1,261
1,063
Other Assets
222
13
Deferred Policy Acquisition Costs
$6,446
$5,546
Cash and Investments
Radian
MGIC
As of December 31, 2006
($ in millions)
Source:  Publicly available financial statements.


28
MGIC Radian Financial Group
Pro Forma Financial Analysis Capital Impact
8.3x
10.4 x
7.4 x
MI Risk-in-Force /
Statutory Capital   
(2006A)
12 -
15 %
15.9 %
15.4 %
Rating Agency             
Debt / Capital (2007E)
18 -
20
%
15.9 %
15.4 %
GAAP Debt / Capital
(2007E)
Pro Forma
Radian
MGIC