RICHMOND,
Va., Oct. 4, 2018
/PRNewswire/ -- Genworth Holdings, Inc. (the "Company"), a
direct wholly-owned subsidiary of Genworth Financial, Inc. (NYSE:
GNW), today announced that it has received and accepted the
requisite consents with respect to its previously announced consent
solicitation proposing certain amendments to the indenture (the
"Indenture") governing the Company's outstanding senior notes set
forth in the table below.
Outstanding
Principal
Amount
|
Description of Securities
|
CUSIP
Number
|
$397,000,000
|
7.700% Senior Notes
due June 2020
|
37247DAM8
|
$381,703,000
|
7.20% Senior Notes
due February 2021
|
37247DAN6
|
$698,319,000
|
7.625% Senior Notes
due September 2021
|
37247DAP1
|
$400,000,000
|
4.900% Senior Notes
due August 2023
|
372491AA8
|
$400,000,000
|
4.800% Senior Notes
due February 2024
|
372491AB6
|
$300,000,000
|
6.500% Senior Notes
due June 2034
|
37247DAB2
|
The consent solicitation expired at 5:00 p.m., New York
City time, on October 3,
2018. As of the expiration time, the Company had received the
consent of holders of at least a majority in aggregate principal
amount outstanding of each series of notes outstanding under the
Indenture. These consents may not be revoked.
Pursuant to the terms and subject to the conditions set
forth in the consent solicitation statement previously distributed
to holders of the notes, the Company will pay a consent fee of
$2.50 per $1,000 in principal amount of notes to any holder
who validly delivered a duly executed consent prior to the
expiration time that was not properly revoked.
With respect to any consent in respect of a series of
notes accepted by the Company, the Company will also pay the
relevant soliciting broker a fee of $2.50 per $1,000
principal amount of notes of such series to which the consent
relates, provided that such fee will only be paid with respect to
the first $200,000 aggregate
principal amount of each series of notes for which a consent is
provided by any individual holder.
The Company currently anticipates total fees related to
the consent solicitation to be approximately $11 million, inclusive of consent, broker and
investment banking fees.
The Company has executed a supplemental indenture to the
indenture governing its senior notes to give effect to the
amendments proposed by the consent solicitation, which will become
operative upon the payment of the consent fee. The
supplemental indenture binds all holders of the Company's senior
notes, including those that did not give their consent, but holders
who did not deliver consents prior to the expiration time (or
delivered consents but properly revoked them) will not receive
consent fees.
Questions concerning the terms of the consent solicitation
should be directed to the solicitation agent, Merrill Lynch,
Pierce, Fenner and Smith
Incorporated by telephone at (888) 292-0070 or collect (980)
388-4813. Requests for assistance in submitting a consent or
requests for additional copies of the consent solicitation
statement or other related documents should be directed to the
information agent by telephone at (212) 430-3774 (Banks and
Brokers) or (866) 470-3900 (toll free), in writing at 65 Broadway –
Suite 404, New York, New York
10006 and via email at contact@gbsc-usa.com.
Important notice
This announcement
does not constitute an offer to sell, or the solicitation of an
offer to buy, any securities. The consent solicitation is not being
made in any jurisdiction in which, or to or from any person to or
from whom, it is unlawful to make such solicitations under
applicable state or securities laws. No recommendation is
being made as to whether holders of the notes should consent to the
proposed amendments. The consent solicitation is being made only
pursuant to the terms of the consent solicitation statement and
related materials. Holders of the notes should carefully read the
consent solicitation statement and related materials, as they
contain important information.
About Genworth Financial
Genworth
Financial, Inc. (NYSE: GNW) is a Fortune 500 insurance holding
company committed to helping families achieve the dream of
homeownership and address the financial challenges of aging through
its leadership positions in mortgage insurance and long-term care
insurance. Headquartered in Richmond,
Virginia, Genworth traces its roots back to 1871 and became
a public company in 2004. For more information, visit
genworth.com.
From time to time, Genworth releases important information
via postings on its corporate website. Accordingly, investors and
other interested parties are encouraged to enroll to receive
automatic email alerts and Really Simple Syndication (RSS) feeds
regarding new postings. Enrollment information is found under the
"Investors" section of genworth.com. From time to time, Genworth's
publicly traded subsidiaries, Genworth MI Canada Inc. and Genworth
Mortgage Insurance Australia Limited, separately release financial
and other information about their operations. This information can
be found at http://genworth.ca and
http://www.genworth.com.au.
Cautionary Note Regarding Forward-Looking
Statements
This press release may contain
certain "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. 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 our future business and
financial performance, the completion of the consent solicitation
and the satisfaction of any conditions relating to the payment of
any consent fee. 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, including the
satisfaction of the conditions described herein. Actual outcomes
and results may differ materially from those in the forward-looking
statements due to global political, economic, business,
competitive, market, regulatory and other factors and risks. We
therefore caution you against relying on any forward-looking
statements. We undertake no obligation to publicly update any
forward-looking statement, whether as a result of new information,
future developments or otherwise.
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SOURCE Genworth Holdings, Inc.