Genworth starts consent solicitation for 6˝% senior notes due 2034

By Mary-Katherine Stinson

Lexington, Ky., Oct. 12 – Genworth Holdings Inc., a direct wholly owned subsidiary of Genworth Financial, Inc., began a consent solicitation for holders of its $276,103,000 outstanding 6˝% senior notes due 2034 (Cusip: 37247DAB2), according to an 8-K filing with the Securities and Exchange Commission.

The amendment of the replacement capital covenant dated Nov. 4, 2066 would allow the repayment, redemption or repurchase of Genworth Holdings’ 6.15% fixed-to-floating rate junior subordinated notes due 2066 along with the redemption of the 2034 notes. If approved, for each $1,000 principal amount of 2034 notes repaid, redeemed or repurchased on or after Oct. 23, the company could also repay, redeem or repurchase $2,000 principal amount of 2066 notes.

A group of holders representing a majority by principal amount of 2034 notes has separately agreed to provide consents under the terms of the note repurchase and consent agreement in which the company has agreed to repurchase $13.5 million principal amount of 2034 notes from the holders at agreed prices, and the holders have agreed to provide consents to the amendment.

The company will execute the amendment upon obtaining consents from at least a majority by principal amount of the 2034 notes and satisfaction of other conditions.

The solicitation expires at 5 p.m. ET on Oct. 18.

No consent fee will be paid.

Consent from 2034 noteholders is being sought because the 2034 notes are the currently effective series of covered debt. The amendment does not modify the 2034 notes or the notes’ indenture in any way.

Global Bondholder Services Corp. (212 430-3774, contact@gbsc-usa.com) is the tabulation and information agent.

The financial security company is based in Richmond, Va.

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