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Genworth Files for GE Sale of Shares; Announces Plan for Concurrent Share Repurchase from GE


RICHMOND, Va., March 7 /PRNewswire-FirstCall/ -- Genworth Financial (NYSE: GNW) today announced that it has filed a registration statement with the U.S. Securities and Exchange Commission (SEC) relating to the planned sale by the General Electric Company (GE) of up to 82 million shares of Class A common stock through a secondary public offering, and the simultaneous sale to Citigroup Global Markets Inc., an affiliate of which intends to publicly offer a security exchangeable for Genworth Class A shares.

In addition, Genworth announced its intent, subject to market conditions, to repurchase directly from GE between $400 million and $500 million of Genworth Class B common stock at the net price GE receives in the secondary offering. The repurchase would close simultaneously with, and be contingent upon, the closing of the secondary offering.

Upon completion of these transactions, GE would own approximately 51 percent of Genworth common stock if the underwriters' over-allotment option is fully exercised. GE expects, subject to market conditions, to reduce its ownership over the next two years as Genworth transitions to full independence.

The global coordinator and bookrunner for the secondary offering is Morgan Stanley. JPMorgan and Merrill Lynch are joint lead managers and bookrunners for the secondary offering. Copies of the preliminary prospectus may be obtained from Morgan Stanley & Co. Incorporated, 1585 Broadway, New York, New York 10036.

A registration statement relating to Genworth's Class A common stock has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Genworth is a leading insurance holding company, serving the lifestyle protection, retirement income, investment and mortgage insurance needs of more than 15 million customers, with operations in 22 countries, including the U.S., Canada, Australia, the U.K. and more than a dozen other European countries. For more information, visit

Caution Concerning Forward-Looking Statements

This document includes certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to our plans, objectives, expectations and intentions and other statements contained in this report that are not historical facts as well as statements identified by words such as "expects", "anticipates", "intends", "plans", "believes", "seeks", "estimates" or words of similar meaning. These statements are based on our current beliefs or expectations and are inherently subject to significant uncertainties and changes in circumstances, many of which are beyond our control. Actual results may differ materially from these expectations due to changes in global political, economic, business, competitive, market and regulatory factors.

SOURCE Genworth Financial

CONTACT: Tom Topinka, +1-804-662-2444,, or
for investors, Jean Peters, +1-804-662-2693,, both of
Genworth Financial
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