Davis Polk & Wardwell advised J.P. Morgan Securities Inc. and Lehman Brothers Inc. as joint book-running managers in connection with MBIA Inc.'s public offering of 94,650,216 shares for a total of $1.15 billion, including the over-allotment option.

The offering is part of MBIA’s capital plan to address rating agency requirements, which includes a $1 billion surplus notes offering where Davis Polk also advised the initial purchasers and which closed on January 16, 2008. The common stock offering included an option to the underwriters to purchase an additional 12,345,679 shares of the company to cover over-allotments and a backstop commitment by Warburg Pincus to purchase up to $750 million of non-voting preferred stock. The underwriters exercised the entire over-allotment option and the backstop was never utilized.

Based in Armonk, New York, MBIA is a financial guarantor providing financial guarantee insurance to public finance and structured finance clients worldwide. The company’s core business is credit enhancement of municipal bonds and asset- and mortgage-backed transactions in the new issue and secondary markets.

The Davis Polk corporate team included partner Ethan T. James and associates Shawei T. Wang, Marc-Alain Galeazzi, Stacie E. Martin (not yet admitted), and Qian (Lance) Jiang (not yet admitted). Partners John M. Brandow, Richard A. Drucker and Mark M. Mendez provided capital markets and structuring advice. Damian Kasprzyk was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.