Filed pursuant to Rule 433
November 17, 2010
Relating to
Preliminary Prospectus Supplement dated November 17, 2010 to
Prospectus dated August 26, 2009
Registration Statement No. 333-161562
Genworth Financial, Inc.
$400,000,000
7.20% SENIOR NOTES DUE 2021
| Issuer: |
Genworth Financial, Inc. | |
| Ratings/Outlook*: |
Baa3/Stable (Moody’s) / BBB/Stable (S&P) | |
| Securities: |
7.20% Senior Notes due 2021 | |
| Format: |
SEC Registered | |
| Trade Date: |
November 17, 2010 | |
| Settlement Date: |
November 22, 2010 (T+3) | |
| Maturity Date: |
February 15, 2021 | |
| Principal Amount: |
$400,000,000 | |
| Price to Public: |
99.659% | |
| Underwriting Discount: |
0.650% | |
| Net Proceeds to Issuer: |
$396,036,000 | |
| Spread to Treasury Benchmark: |
438.3 basis points | |
| Treasury Benchmark: |
2.625% due November 15, 2020 | |
| Treasury Yield: |
2.867% | |
| Coupon: |
7.200% | |
| Yield to Maturity: |
7.250% | |
| Interest Payment Dates: |
Semi-annually on each February 15 and August 15 of each year, commencing on February 15, 2011 | |
| Optional Redemption: |
Make-whole redemption at the discount rate of U.S. Treasuries + 65 basis points | |
| Minimum Denominations: |
$2,000 and integral multiples of $1,000 in excess thereof | |
| Day Count Convention: |
30/360 | |
| Payment Business Days: |
New York | |
| CUSIP; ISIN: |
37247DAN6; US37247DAN66 | |
| Book-Running Managers: |
J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Co-Managers: |
Citigroup Global Markets Inc. Deutsche Bank Securities Inc. |
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time. Each credit rating should be evaluated independently of any other credit rating.
The issuer has filed a registration statement, including a prospectus, with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Book-Running Managers will arrange to send you the prospectus if you request it by contacting J.P. Morgan Securities LLC collect at (212) 834-4533 or Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.