RICHMOND, Va., Jan. 4, 2018 /PRNewswire/ -- Genworth Financial,
Inc. (NYSE: GNW) and China Oceanwide Holdings Group Co. Ltd
(Oceanwide) issued the following update on the status of their
efforts to obtain clearance of their proposed transaction from
CFIUS.
Genworth and China Oceanwide remain committed to the transaction
and have been working cooperatively with CFIUS since they first
filed their original voluntary notice in January 2017. In October, the two parties
withdrew their joint voluntary notice with the intent to refile the
transaction with an additional mitigation approach to further
protect the personal data of Genworth policyholders.
"In the interim, we have been working with a leading U.S. third
party data administrator to implement a mitigation approach that
further protects our U.S. customers' personal private data," said
Tom McInerney, president and CEO of
Genworth Financial. "We believe further protecting the
personal information of our U.S. customers makes our overall
mitigation plan more robust than our previous CFIUS filings and
expect to file our new mitigation plan in the near term, as soon as
the key terms of the additional mitigation approach are
finalized."
"We are encouraged by the progress we are making, which is one
of the reasons we extended the merger agreement to April 1, 2018," McInerney said. "We continue to
work hard with Oceanwide and with our regulators to successfully
complete the transaction as soon as possible because we firmly
believe this transaction will deliver the best possible outcome for
all of our stakeholders."
Said LU Zhiqiang, chairman of Oceanwide, "We remain committed to
our transaction with Genworth and look forward to building
Genworth's businesses in the U.S. while at the same time bringing
Genworth's expertise in long term care and mortgage insurance to
China."
There can be no assurances that CFIUS will ultimately agree to
clear a transaction between Genworth and Oceanwide on terms
acceptable to the parties or at all.
In addition to clearance by CFIUS, the closing of the proposed
transaction remains subject to the receipt of state-level
regulatory approvals that are pending in Delaware and New
York, as well as regulatory reviews in China and other international jurisdictions
and other closing conditions.
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 CFIUS clearance, potential mitigation option, state
regulatory approvals and the closing of a transaction with
Oceanwide. 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 with Oceanwide 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 ability of the parties
to find suitable mitigation options to address CFIUS's interests
and obtain regulatory approvals, or the possibility that such
mitigation options or regulatory approvals may further delay the
transaction or may not be capable of being implemented prior to
April 1, 2018 (and either or both of
the parties may not be willing to further waive their end date
termination rights beyond April 1,
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 risk that a
condition to closing of the transaction may not be satisfied; (iv)
potential legal proceedings that may be instituted against Genworth
in connection with the transaction; (v) the risk that the proposed
transaction disrupts Genworth's current plans and operations as a
result of the consummation of the transaction; (vi) potential
adverse reactions or changes to Genworth's business relationships
with clients, employees, suppliers or other parties or other
business uncertainties during the pendency of the transaction,
including but not limited to such changes that could affect
Genworth's financial performance; (vii) certain restrictions during
the pendency of the transaction that may impact Genworth's ability
to pursue certain business opportunities or strategic transactions;
(viii) continued availability of capital and financing to Genworth
before the consummation of the transaction; (ix) further rating
agency actions and downgrades in Genworth's financial strength
ratings; (x) changes in applicable laws or regulations; (xi)
Genworth's ability to recognize the anticipated benefits of the
transaction; (xii) the amount of the costs, fees, expenses and
other charges related to the transaction; (xiii) the risks related
to diverting management's attention from Genworth's ongoing
business operations; (xiv) the impact of changes in interest rates
and political instability; (xv) the absence of viable financing
alternatives, the impact of other factors on our ability to obtain
additional debt funding, including, market conditions, regulatory
considerations, the general availability of credit and
particularly, to the financial services industry, our credit
ratings and credit capacity and the performance of and outlook for
our company and our businesses; (xvi) market conditions that may
make it difficult to obtain funding or complete asset sales to
generate additional liquidity, especially on short notice and when
the demand for additional funding in the market is high should we
need to do so if the transaction with Oceanwide is not consummated;
(xvii) potential further impairments to our access to funding due
to our credit or financial strength ratings and our financial
condition; (xviii) the sufficiency of our internal liquidity
sources to meet our needs and our access to capital may be limited
or unavailable; and (xix) 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.
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SOURCE Genworth Financial, Inc.