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Published on 1/6/2012 in the Prospect News Investment Grade Daily and Prospect News Liability Management Daily.

Genworth increases prices, extends tender offer for RLIII securities

By Angela McDaniels

Tacoma, Wash., Jan. 6 - Genworth Life Insurance Co. increased the purchase prices in its tender offer for five series of RLIII INC money market securities and one series of RLIII INC term securities, according to a company news release.

The company also extended the early tender time to 5 p.m. ET on Jan. 12 from 5 p.m. ET on Dec. 22 and the tender offer deadline to midnight ET on Jan. 20 from midnight ET on Jan. 9.

As of the original early tender deadline, the minimum tender condition had not been fulfilled. The offer is conditioned on a minimum of $475 million face amount of securities being tendered.

If all of the offer conditions have been met or waived after the early tender time, the company will accept and effect an early settlement for all securities tendered by the early tender time.

The offer applies to the following:

• Insurance Note Capital MMS RLIII 2006-1's $100 million of INC money market securities, series RLIII 2006-1;

• Insurance Note Capital MMS RLIII 2006-2's $100 million of INC money market securities, series RLIII 2006-2;

• Insurance Note Capital MMS RLIII 2006-3's $100 million of INC money market securities, series RLIII 2006-3;

• Insurance Note Capital MMS RLIII 2006-4's $100 million of INC money market securities, series RLIII 2006-4;

• Insurance Note Capital MMS RLIII 2006-5's $100 million of INC money market securities, series RLIII 2006-5; and

• Insurance Note Capital Term RLIII 2006-1's $250 million of INC term securities, series RLIII 2006-1.

For each $1,000 principal amount, the company will pay $805 for money market securities and $820 for term securities tendered by the early tender date. This includes a $50 early tender payment per security.

Holders also will receive accrued interest to the settlement date.

Before the increase, the company planned to pay $740 for money market securities and $780 for term securities tendered by the early tender date. The early tender payment is unchanged.

As of Dec. 9, the company owned about $98.9 million face amount of the securities, and those notes will not be tendered or included in determining the minimum tender condition.

Deutsche Bank Securities Inc. (855 287-1922) is the dealer manager. Global Bondholder Services Corp. (212 430-3774 or 866 470-3700) is the information agent.

Genworth Life Insurance is a subsidiary of Genworth Financial, Inc., a financial security and insurance company based in Richmond, Va.


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