RICHMOND, Va., June 28, 2018 /PRNewswire/ -- Genworth
Financial, Inc. (NYSE: GNW) and China Oceanwide Holdings Group Co.,
Ltd. (Oceanwide) today announced they have agreed to a fifth waiver
and agreement of each party's right to terminate the previously
announced merger agreement. The fifth waiver and agreement
extends the previous deadline of July 1,
2018 to August 15, 2018 to
allow additional time for continued regulatory review of the
transaction.
The extension will also allow Oceanwide and Genworth to further
develop the previously announced new capital investment plan
whereby Oceanwide would contribute an aggregate of $1.5 billion to Genworth over time following the
closing of the transaction. The contribution would be used to
further improve Genworth's financial stability, which could include
retiring Genworth's debt due in 2020 and 2021 or enabling future
growth opportunities. As previously announced, the parties
are seeking approval of a transaction with no unstacking of
Genworth Life and Annuity Insurance Company from Genworth Life
Insurance Company, and Genworth's debt obligations due May 2018 were refinanced with the proceeds from a
term loan and cash on hand. As a result, Oceanwide will no
longer make the previously committed capital contributions that
were intended to facilitate the unstacking and address Genworth's
2018 debt maturity.
Genworth and Oceanwide continue to work closely with regulators
who must approve the transaction in the U.S., China and other
international jurisdictions in which Genworth does
business.
"Genworth and Oceanwide continue to be committed to the
transaction and are pleased to have turned our attention to
obtaining the remaining regulatory approvals, now that the
Committee on Foreign Investment in the
United States has completed its review of our transaction,"
said Tom McInerney, president and
CEO of Genworth. "We recognize this process will likely extend
beyond August 15."
Added LU Zhiqiang, chairman of Oceanwide: "We are encouraged by
the good progress we are making and are focused on working with
Genworth to obtain the remaining required regulatory approvals,
with the goal of closing the transaction as soon as possible."
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.
About Oceanwide
Oceanwide is a privately held,
family owned international financial holding group founded by LU
Zhiqiang. Headquartered in Beijing,
China, Oceanwide's well-established and diversified
businesses include operations in financial services, energy,
culture and media, and real estate assets globally, including in
the United States.
Oceanwide is the controlling shareholder of the Shenzhen-listed Oceanwide Holdings Co., Ltd.
and Minsheng Holdings Co. Ltd.; the Hong
Kong-listed China Oceanwide Holdings Limited and China
Oceanwide International Financial Limited, (formerly known as Quam
Limited); the privately-held Minsheng Securities, Minsheng Trust,
and Asia Pacific Property & Casualty Insurance; and it is the
single largest shareholder of Australia-listed CuDECO Ltd. China Oceanwide
also is a minority investor in Shanghai-listed China
Minsheng Bank and Hong
Kong-listed Legend Holdings. In the United States, Oceanwide has real estate
investments in New York,
California, and Hawaii. Businesses controlled by Oceanwide
have more than 10,000 employees globally.
Cautionary Note Regarding Forward-Looking Statements
This communication includes certain statements that may constitute
"forward-looking statements" within the meaning of the federal
securities laws, including Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. 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 from those in the forward-looking
statements and factors that may cause such a difference include,
but are not limited to, risks and uncertainties related to:
(i) the risk that the transaction may not be completed in a
timely manner or at all, which may adversely affect Genworth's
business and the price of Genworth's common stock; (ii) the
parties' inability to obtain regulatory approvals, or the
possibility that regulatory approvals may further delay the
transaction or will not be received prior to August 15, 2018 (and either or both of the
parties may not be willing to further waive their End Date
termination rights beyond August 15,
2018 or that materially burdensome or adverse regulatory
conditions may be imposed in connection with any such regulatory
approvals (including those conditions that either or both of the
parties may be unwilling to accept); (iii) the parties' inability
to agree on a new capital investment plan; (iv) the risk that
a condition to closing of the transaction may not be satisfied;
(v) potential legal proceedings that may be instituted against
Genworth following announcement of the transaction; (vi) the
risk that the proposed transaction disrupts Genworth's current
plans and operations as a result of the announcement and
consummation of the transaction; (vii) potential adverse
reactions or changes to Genworth's business relationships with
clients, employees, suppliers or other parties or other business
uncertainties resulting from the announcement of the transaction or
during the pendency of the transaction, including but not limited
to such changes that could affect Genworth's financial performance;
(viii) certain restrictions during the pendency of the
transaction that may impact Genworth's ability to pursue certain
business opportunities or strategic transactions;
(ix) continued availability of capital and financing to
Genworth before the consummation of the transaction;
(x) further rating agency actions and downgrades in Genworth's
financial strength ratings; (xi) changes in applicable laws or
regulations; (xii) Genworth's ability to recognize the
anticipated benefits of the transaction; (xiii) the amount of
the costs, fees, expenses and other charges related to the
transaction; (xiv) the risks related to diverting management's
attention from Genworth's ongoing business operations;
(xv) the impact of changes in interest rates and political
instability; and (xvi) other risks and uncertainties described
in the Definitive Proxy Statement, filed with the SEC on
January 25, 2017, and Genworth's Annual Report on Form 10-K,
filed with the SEC on February 28, 2018. Unlisted factors may
present significant additional obstacles to the realization of
forward-looking statements. Consequences of material differences in
results as compared with those anticipated in the forward-looking
statements could include, among other things, business disruption,
operational problems, financial loss, legal liability to third
parties and similar risks, any of which could have a material
adverse effect on Genworth's consolidated financial condition,
results of operations, credit rating or liquidity. Accordingly,
forward-looking statements should not be relied upon as
representing Genworth's views as of any subsequent date, and
Genworth does not undertake any obligation to update
forward-looking statements to reflect events or circumstances after
the date they were made, whether as a result of new information,
future events or otherwise, except as may be required under
applicable securities laws.
View original
content:http://www.prnewswire.com/news-releases/genworth-and-oceanwide-extend-merger-agreement-300674309.html
SOURCE Genworth Financial, Inc.