TORONTO, May 5 /CNW/ - Genworth MI Canada Inc. (the "Company") today
announced a substantial issuer bid, pursuant to which the Company will
offer to purchase for cancellation up to C$160 million of its common
shares.
"The Company believes that this share repurchase will enhance capital
efficiency while maintaining capital flexibility," stated Brian Hurley,
Chairman and Chief Executive Officer of the Company. "We considered
the recent market price of the Company's common shares, and believe
that it does not fully reflect the value of our business including our
future potential".
Shareholders wishing to accept the proposed bid will have the
opportunity to tender, pursuant to a Dutch auction process, the number
of shares they wish at a price they select, within a range of not less
than C$26.00 per share and not more than C$29.00 per share.
Alternatively, shareholders may make a proportionate tender that will
allow them to maintain their current proportionate share ownership in
the Company following the completion of the bid.
Genworth Financial, Inc., the Company's majority shareholder (via its
indirect wholly owned subsidiary, Brookfield Life Assurance Company
Limited), has advised the Company that it intends to tender a
sufficient number of shares to maintain its ownership at the current
57.5% level.
The purchase price to be paid by the Company for each common share
properly tendered will be based on the number of shares tendered and
the prices specified by shareholders making tenders pursuant to the
Dutch auction process, and will be the lowest price which enables the
Company to purchase shares up to the auction limit, determined in
accordance with the terms of the bid. Shares tendered at prices equal
to or below the purchase price will be purchased at such purchase
price. Shares tendered at prices above the purchase price will be
returned to shareholders.
The common shares trade on the Toronto Stock Exchange under the symbol
MIC. As of May 5, 2011, there were 104,795,681 common shares
outstanding. If fully taken up the offer represents the cancellation
of 5,517,241 to 6,153,846 shares, or approximately 5.3% to 5.9% of the
common shares outstanding.
This press release is for informational purposes only and does not
constitute an offer to buy or the solicitation of an offer to sell the
Company's common shares. The solicitation and the offer to buy the
common shares will only be made pursuant to a separate offer to
purchase and issuer bid circular. The offer to purchase and issuer bid
circular, with the terms of the offer and instructions for tendering
common shares, will be mailed to shareholders and filed with Canadian
provincial securities regulators. The offer will remain open for
acceptance for 35 days after the date of commencement, currently
expected to be June 14, 2011, unless withdrawn or extended by the
Company. The Company advises its shareholders to read the offer to
purchase and issuer bid circular, when they are available, as they
contain important information.
The Company has retained Scotia Capital Inc. and its U.S. affiliate to
act as dealer managers in connection with the offer.
About Genworth MI Canada Inc.
Genworth MI Canada Inc., through its subsidiary, Genworth Financial
Mortgage Insurance Company Canada, has been the leading Canadian
private residential mortgage insurer since 1995. Known as Genworth
Financial Canada, "The Homeownership Company," it provides default
mortgage insurance to Canadian residential mortgage lenders that
enables low down payment borrowers to own a home more affordably and
stay in their homes during difficult financial times. Genworth
Financial Canada combines technological and service excellence with
risk management expertise to deliver innovation to the mortgage
marketplace. As of March 31, 2011, Genworth Financial Canada had $5.4
billion in total assets and $2.6 billion in shareholders' equity. Based
in Oakville, Ontario, Genworth Financial Canada employs approximately
265 people across Canada. Additional information about Genworth MI
Canada Inc. is available at www.genworth.ca.
Cautionary Note Regarding Forward-Looking Statements
This press release includes certain forward-looking statements. These
forward-looking statements include, but are not limited to, the
Company's plans, objectives, expectations and intentions, including the
Company's expectations regarding the launch and terms of the proposed
substantial issuer bid, and other statements contained in this release
that are not historical facts. These statements may be identified by
their use of words such as "expects", "anticipates", "contemplates",
"intends", "plans", "believes", "seeks", "estimates", or words of
similar meaning. These statements are based on the Company's current
beliefs or expectations, including, the Company's assumptions, beliefs
and expectations regarding its future capital requirements, market
conditions and its ability to obtain regulatory approvals. These
statements are inherently subject to significant risks, uncertainties
and changes in circumstances, many of which are beyond the control of
the Company. The Company's actual results may differ materially from
those expressed or implied by such forward-looking statements,
including as a result of changes in global, political, economic,
business, competitive, market and regulatory factors, and the other
risks described in the Company's Annual Information Form. Other than as
required by applicable laws, the Company undertakes no obligation to
publicly update or revise any forward-looking statement, whether as a
result of new information, future developments or otherwise.
Email this
Share on Facebook
