ACA Capital Holdings, Inc. Completes $140 Million Recapitalization with Bear Stearns Merchant Banking and Existing Institutional Shareholders

Business Wire, Sept 30, 2004

NEW YORK -- ACA Capital Holdings Inc. (ACA Holdings), formerly American Capital Access, announced today that it has received $140 million of new equity capital principally from Bear Stearns Merchant Banking (BSMB). Of the $140 million, certain of ACA Holdings' existing institutional shareholders provided $25 million. This was in addition to the $28.6 million of equity contributed by existing institutional shareholders previously announced in July 2004. Substantially all of the net proceeds have been contributed to the surplus of ACA Holdings' principal insurance operating subsidiary, ACA Financial Guaranty Corporation (ACA). Completion of the recapitalization plan has increased ACA's aggregate statutory capital above $300 million. S&P has removed ACA from CreditWatch, reaffirmed the ACA's "A" financial strength rating and restored the outlook for ACA to "stable."

As a result of their investment, BSMB will hold three seats on ACA Holdings' ten-member Board of Directors and be the single largest institutional shareholder. The balance of the directors will consist of two independent members, one member each from the three largest current equity investors, and two management appointees: Alan S. Roseman, ACA Holdings' President and CEO and Edward U. Gilpin, CFO.

Alan S. Roseman stated, "The closing of the Bear Stearns Merchant Banking equity investment completes our recapitalization plan. The size and depth of BSMB's institutional support and our existing institutional shareholders' further commitment reconfirms ACA's long-term security to our policyholders and financial counterparties. Our capital base has now essentially doubled since December 31, 2003. The management team's success in reaching this point will continue in the execution of the business plan. We thank all our clients and investors for your patience and confidence."

"We believe that ACA's unique position in the financial guarantee space, excellent management team and newly strengthened capital base position it well for future growth," said David E. King, senior managing director of Bear Stearns Merchant Banking. "We are excited to be partnering with ACA and look forward to working with Alan and his team to enable the business reach its full potential. This investment is the result of our focus on the financial services sector, where we continue to spend significant time and resources seeking compelling opportunities."

ACA Holdings is a diversified specialty finance company, participating in the municipal finance and structured finance markets through its operating subsidiaries, including ACA, a financial guaranty insurance company.

Bear Stearns Merchant Banking, the private equity affiliate of Bear Stearns & Co. Inc., invests private equity capital in compelling leverage buyouts, recapitalizations and growth capital opportunities alongside superior management teams. BSMB's primary focus areas include consumer products/services, retail and financial services. Other areas of interest include industrial, security/defense, transportation and packaging. More information about BSMB can be found at www.bsmb.com.

Banc of America Securities and J.P. Morgan Securities, Inc. acted as financial advisors to ACA Holdings for the BSMB transaction.