The transaction has now received all U.S. regulatory approvals
Genworth's building in Lynchburg, Virginia. (Credit: Genworth Financial, Inc. )
Genworth Financial, Inc. (NYSE: GNW) and China Oceanwide Holdings Group Co. Ltd (Oceanwide) today provided an update on the status of their pending transaction.
Genworth announced that Oceanwide has made significant progress on the Hony Capital funding and has provided satisfactory documentation to Genworth indicating that Hony Capital expects to be able to finalize the $1.8 billion financing in November, and that Oceanwide is continuing to work diligently with the goal of closing the transaction by November 30, 2020, subject to timely receipt of outstanding regulatory re-approvals, confirmations and/or clearances. Oceanwide is also gathering funds in Mainland China to provide the remaining amount required to pay for the total Genworth purchase price of $5.43 per share. In addition, Oceanwide has requested confirmation of the extension of the acceptance of filing from the Chinese National Development and Reform Commission (NDRC) with respect to the transaction.
“The Oceanwide team and I have made significant progress towards satisfying the necessary requirements to close the transaction by November 30,” said LU Zhiqiang, chairman of Oceanwide. “We look forward to combining Oceanwide’s financial services capabilities with Genworth’s long term care insurance expertise to develop new insurance businesses in China and the rest of Asia, which remains a key part of our future business strategy.”
James Riepe, non-executive chairman of the Genworth Board, said, “The Directors are pleased with the progress on funding that the Oceanwide team has made to date, especially considering the public health challenges they face. In light of this progress, the Board has determined not to exercise its right to terminate the merger agreement at this time. We will remain in regular contact with Oceanwide and the Genworth management team as they work to complete the remaining steps to close this transaction.”
Added Tom McInerney, president and CEO of Genworth, “Based on our discussions with Oceanwide and additional documentation regarding the funding processes provided to Genworth, we are hopeful that Oceanwide’s transaction funding will be completed in time to close the transaction by November 30, 2020 without the need for an additional extension. We are very impressed with the efforts and progress achieved by Chairman Lu and his team regarding the financing requirements and the filing updates provided to the appropriate Chinese regulators.”
The transaction has now received all U.S. regulatory approvals needed to close the transaction, subject to confirmation from the Delaware Department of Insurance that the acquisition of Genworth’s Delaware-domiciled insurer may proceed under the existing approval. With respect to recent regulatory matters: FINRA has confirmed that the transaction may close under FINRA Rule 1017(c) prior to receiving its final approval; the GSEs recently re-approved the transaction, subject to certain conditions; and the North Carolina Department of Insurance extended its previously-granted approval through January 24, 2021. Oceanwide needs to receive clearance for currency conversion and transfer of funds from SAFE, and the NDRC needs to confirm the extension of the acceptance of filing with respect to the transaction, as its prior acceptance of filing has expired. All other required approvals and clearances have been secured.
Source: Company Press Release