RICHMOND, Va., Jan. 30, 2019 /PRNewswire/ -- Genworth Financial,
Inc. (NYSE: GNW) and China Oceanwide Holdings Group Co., Ltd.
(Oceanwide) today announced they have agreed to an eighth waiver
and agreement of each party's right to terminate the previously
announced merger agreement. The eighth waiver and agreement
extends the previous deadline of January 31,
2019 to March 15, 2019 in
consideration of pending regulatory reviews and the upcoming
Chinese New Year/Spring Festival holiday, which begins on
February 4.
The transaction has received all required U.S. insurance
regulatory approvals. The closing of the transaction remains
subject to other conditions, including the receipt of other
required regulatory approvals in Canada and by the U.S. Financial Industry
Regulatory Authority (FINRA). In addition, Oceanwide will need to
receive clearance in China for
currency conversion and the transfer of funds.
"We are pleased with the momentum we've recently achieved with
the receipt of required approvals by all of our state regulators,
the countries of Australia and
New Zealand, and the U.S.
Government-Sponsored Enterprises (GSEs) – Fannie Mae and Freddie
Mac," said Tom McInerney, president
and CEO of Genworth. "In the meantime, we continue to be
actively engaged with FINRA and the Canadian government as they
review our transaction."
Added LU Zhiqiang, chairman of Oceanwide: "We remain
committed to the transaction, including the $1.5 billion contribution to Genworth over time
following the consummation of the transaction. The first tranche of
$500 million is expected to be
contributed by March 31, 2019, with
the remainder expected to be contributed by the end of
2019."
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,
technology information services, 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
Tonghai International Financial Limited (formerly known as Quam
Limited); the privately-held International Data Group, 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 March 15, 2019 (and either or both of the parties
may not be willing to further waive their End Date termination
rights beyond March 15, 2019) 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 risk that the parties will not be
able to obtain other regulatory approvals, including in connection
with a potential alternative funding structure or the current
geopolitical environment; (iv) the parties' inability to obtain any
necessary regulatory approvals for the post-closing capital plan;
(v) the risk that a condition to closing of the transaction
may not be satisfied; (vi) potential legal proceedings that
may be instituted against Genworth following announcement of the
transaction; (vii) the risk that the proposed transaction
disrupts Genworth's current plans and operations as a result of the
announcement and consummation of the transaction;
(viii) 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; (ix) certain
restrictions during the pendency of the transaction that may impact
Genworth's ability to pursue certain business opportunities or
strategic transactions; (x) continued availability of capital
and financing to Genworth before the consummation of the
transaction; (xi) further rating agency actions and downgrades
in Genworth's financial strength ratings; (xii) changes in
applicable laws or regulations; (xiii) Genworth's ability to
recognize the anticipated benefits of the transaction;
(xiv) the amount of the costs, fees, expenses and other
charges related to the transaction; (xv) the risks related to
diverting management's attention from Genworth's ongoing business
operations; (xvi) the impact of changes in interest rates and
political instability; and (xvii) 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.
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SOURCE Genworth Financial, Inc.