Genworth Announces Final Results of Debt Tender Offer
RICHMOND, Va., Dec. 4, 2012
RICHMOND, Va., Dec. 4, 2012 /PRNewswire/ --Genworth Financial, Inc. (NYSE:
GNW) today announced the expiration, as of 11:59 p.m., New York City time, on
December 3, 2012 (the "Expiration Date"), of its previously announced modified
"Dutch auction" tender offer (the "Tender Offer") for up to $100,000,000 of
its outstanding 5.75% Notes due 2014 (the "Notes"). The Tender Offer was made
pursuant to Genworth's Offer to Purchase for Cash and the accompanying Letter
of Transmittal, each dated November 2, 2012, and the Notice of Soliciting
Dealer Fee and Supplement, dated November 13, 2012 (together, the "Offer
Documents"). Capitalized terms used herein but not otherwise defined shall
have the meaning ascribed to such terms in the Offer Documents.
An aggregate principal amount of $196,748,000 Notes were validly tendered (and
not validly withdrawn) on or before the Expiration Date. Genworth will accept
for purchase $99,992,000 principal amount of the Notes validly tendered (and
not validly withdrawn). Because the aggregate amount of Notes tendered
exceeds $100,000,000, the Notes accepted for purchase will be prorated as
provided in the Offer to Purchase with a proration factor of 0.3999 for all
Holders that tendered at the Clearing Price, which was determined to be
$1,060.00 per $1,000 principal amount of Notes.
Holders of Notes validly tendered on or before 5:00 p.m., New York City time,
on November 16, 2012 (the "Early Tender Date") and accepted for purchase will
receive the Total Consideration for their Notes of $1,060.00 per $1,000
principal amount of Notes. Holders of Notes validly tendered after the Early
Tender Date, but prior to the Expiration Date, and accepted for purchase will
receive $1,030.00 per $1,000 principal amount of Notes. In addition, Genworth
will pay accrued and unpaid interest on the Notes accepted for purchase, up
to, but excluding the date of payment of the applicable consideration.
Genworth expects to make payment for Notes tendered and accepted for purchase
today. Any Notes tendered but not accepted for purchase will be returned to
Goldman, Sachs & Co. served as Dealer Manager in connection with the Tender
Offer. Global Bondholder Services Corporation served as Depositary and
Information Agent in connection with the Tender Offer.
This press release is for informational purposes only and does not constitute
an offer to purchase, the solicitation of an offer to purchase or a
solicitation of tenders. The information in this press release is subject in
all respects to the terms and conditions set forth in the Offer Documents.
The Tender Offer was not made in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. No recommendation was made as to whether or
not Holders of Notes should tender their Notes pursuant to the Tender Offer.
The Tender Offer was made solely pursuant to the Offer Documents, which more
fully set forth and governed the terms and conditions of the Tender Offer.
About Genworth Financial
Genworth Financial, Inc. (NYSE: GNW) is a leading Fortune 500 insurance
holding company dedicated to helping people secure their financial lives,
families and futures. Genworth has leadership positions in offerings that
assist consumers in protecting themselves, investing for the future and
planning for retirement – including life insurance, long term care insurance,
financial protection coverages, and independent advisor-based wealth
management – and mortgage insurance that helps consumers achieve home
ownership while assisting lenders in managing their risk and capital.
Genworth has approximately 6,300 employees and operates through three
divisions: Insurance and Wealth Management, which includes U.S. Life
Insurance, Wealth Management and International Protection segments; Global
Mortgage Insurance, which includes U.S. and International Mortgage Insurance
segments; and the Corporate and Runoff division. Its products and services are
offered through financial intermediaries, advisors, independent distributors
and sales specialists. Genworth Financial, Inc., which traces its roots back
to 1871, became a public company in 2004 and is headquartered in Richmond,
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain "forward-looking statements."
Forward-looking statements may be identified by words such as "expects,"
"intends," "anticipates," "plans," "believes," "seeks," "estimates," "will" or
words of similar meaning and include, but are not limited to, statements
regarding the outlook for the company's future business and financial
performance. Forward-looking statements are based on management's current
expectations and assumptions, which are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict. Actual
outcomes and results may differ materially due to global political, economic,
business, competitive, market, regulatory and other factors and risks.
Genworth undertakes no obligation to publicly update any forward-looking
statement, whether as a result of new information, future developments or
SOURCE Genworth Financial, Inc.
Contact: Investors, Georgette Nicholas, +1-804-662-2248,
firstname.lastname@example.org, or Media, Al Orendorff, +1-804-662-2534,
Press spacebar to pause and continue. Press esc to stop.