GENWORTH FINANCIAL INC FILES (8-K) Disclosing Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits

Item 2.01. Completion of Acquisition or Disposition of Assets.

On September 20, 2021, Genworth Financial, Inc. ("Genworth Financial") announced
the completion of the initial public offering ("IPO") of its subsidiary, Enact
Holdings, Inc. ("Enact Holdings"), formerly Genworth Mortgage Holdings, Inc., a
leading provider of private mortgage insurance. On September 15, 2021, Enact
Holdings, a subsidiary of Genworth Holdings, Inc. ("Genworth Holdings"), priced
the IPO of its common shares. Enact Holdings' common shares commenced trading on
the Nasdaq Global Select Market on September 16, 2021. All of the shares were
offered by the selling stockholder, Genworth Holdings, a wholly owned subsidiary
of Genworth Financial, with the net proceeds from the IPO retained by Genworth
Holdings. Genworth Holdings and the joint lead managers of the IPO agreed that
13,310,400 of Enact Holdings' common shares would be issued at an IPO price of
$19 per common share. In addition to the shares sold in the IPO, certain
investment funds managed by Bayview Asset Management, LLC purchased 14,655,600
common shares of Enact Holdings from Genworth Holdings in a concurrent private
sale ("Private Sale") at a price of $17.86 per common share, which is equal to
the IPO price less the underwriting discount per share. Genworth Holdings also
granted the underwriters a 30-day option to purchase up to an additional
1,996,560 common shares ("Over-Allotment Option") of Enact Holdings at the IPO
price less the underwriting discount. On September 16, 2021, the underwriters
exercised their option to purchase all 1,996,560 common shares permitted under
the terms of the underwriting agreement. The IPO, Private Sale and
Over-Allotment Option (collectively the "Offering") closed on September 20,
2021. Following the completion of the Offering, Genworth Financial beneficially
owns approximately 81.6% of the common shares of Enact Holdings.

The gross proceeds of the Offering, before payment of underwriter fees and other
expenses, was approximately $553 million. Genworth Holdings received aggregate
net proceeds after underwriter fees of approximately $535 million, before other
fees and expenses that are estimated to be approximately $6 million. The
remaining net proceeds of approximately $529 million were retained by Genworth
Holdings.

As of June 30, 2021, the remaining balance owed to AXA S.A. ("AXA") related to a
secured promissory note, excluding future claims still being processed, was
approximately $292 million. On September 21, 2021, Genworth Holdings used the
net proceeds from the Offering to repay the outstanding balance of the secured
promissory note owed to AXA, excluding future claims still being processed.
Following the receipt of the full repayment, AXA released its 19.9% security
interest in the outstanding common shares of Enact Holdings previously held by
AXA as collateral against the secured promissory note. The remaining net
proceeds from the Offering will be used by Genworth Holdings to repay a portion
of its future debt maturities and claims still being processed by AXA.

Item 9.01. Financial Statements and Exhibits.

Pro Forma Financial Information.

The unaudited pro forma condensed consolidated balance sheet of Genworth
Financial, Inc. as of June 30, 2021 and notes thereto and the unaudited pro
forma condensed consolidated statements of income of Genworth Financial, Inc.
for the six months ended June 30, 2021 and for the year ended December 31, 2020
and notes thereto are filed as Exhibit 99.1 hereto and incorporated by reference
herein.

Exhibits.

The following is filed as an exhibit to this report:

Number                                   Description

99.1          Unaudited Pro Forma Condensed Consolidated Balance Sheet of Genworth
            Financial, Inc. as of June 30, 2021 and notes thereto and Unaudited
            Pro Forma Condensed Consolidated Statements of Income of Genworth
            Financial, Inc. for the six months ended June 30, 2021 and for the
            year ended December 31, 2020 and notes thereto

104         Cover Page Interactive File (the cover page tags are embedded within
            the Inline XBRL document)




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Cautionary Note Regarding Forward-Looking Statements

This Report contains forward-looking statements. 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 Offering of Enact
Holdings and its anticipated financial impact. We cannot predict with certainty
the impact underwriting fees and other expense fluctuations, or tax
considerations, among other items, will have on Genworth Financials' equity upon
recording the Offering to additional paid-in-capital. Actual results may vary
materially from those contained in the forward-looking statements.

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