RICHMOND, Va., Feb. 12, 2018 /PRNewswire/ -- Genworth Financial, Inc. (NYSE: GNW) announced today that it has commenced the syndication of a proposed senior secured term loan in an aggregate principal amount of up to $450 million (the "Term Loan").
The proceeds of the Term Loan are expected to be used, together with cash on hand, to repay existing indebtedness and transaction fees and expenses, and could be used to pay Genworth's 6.515% senior unsecured notes due May 2018 (the "2018 Notes"). The closing of the Term Loan, which is currently anticipated to occur in early March 2018, is subject to negotiation and execution of definitive loan documents and satisfaction of certain closing conditions. As currently contemplated, the security package for the Term Loan would include a pledge of the publicly listed shares of Genworth's Canadian mortgage insurance subsidiary, Genworth MI Canada Inc., held by Genworth Financial International Holdings, LLC, a wholly owned subsidiary of Genworth. In addition, China Oceanwide Holdings Group Co., Ltd. ("Oceanwide) has expressed an interest in participating in the Term Loan. Genworth and Oceanwide are in discussions to determine Oceanwide's potential involvement in the secured financing. There can be no assurance that syndication of the Term Loan will be successful, that Genworth will be able to obtain the Term Loan on the terms described above or on terms satisfactory to Genworth or that Genworth will enter into the Term Loan.
Goldman Sachs Bank USA and JPMorgan Chase Bank, N.A. will act as joint lead arrangers and joint book runners for the Term Loan.
This press release does not constitute a notice of redemption under the indenture governing the 2018 Notes nor an offer to tender for, or purchase, any 2018 Notes or any other security.
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 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 marketing, negotiation and consummation of the Term Loan, the use of proceeds from the Term Loan and any expectation regarding timing of the closing of the Term Loan. 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) Genworth's inability to market, negotiate or close the Term Loan on favorable terms or at all; (ii) changes in the general economy, interest rates and political instability; (iii) Genworth's inability to comply with the covenants in the Term Loan and the indentures governing its outstanding senior notes; (iv) continued availability of capital and financing to Genworth before the consummation of the proposed merger transaction with Oceanwide; (v) further rating agency actions and downgrades in Genworth's financial strength ratings; (vi) changes in applicable laws or regulations; (vii) the amount of the costs, fees, expenses and other charges related to Term Loan; (viii) market conditions that may make it difficult to obtain funding; (ix) potential further impairments to our access to funding due to our credit or financial strength ratings and our financial condition; (x) the sufficiency of our internal liquidity sources to meet our needs and our access to capital may be limited or unavailable; and (xi) 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 27, 2017. 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.
SOURCE Genworth Financial, Inc.