The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included herein and with our 2020 Annual Report on Form 10-K. Unless the context otherwise requires, references to "Genworth Financial," "Genworth," the "Company," "we" or "our" herein are to Genworth Financial, Inc. on a consolidated basis. Cautionary note regarding forward-looking statements This report contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. 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 outlook for our future business and financial performance. Examples of forward-looking statements include statements we make relating to a potential partial sale of Enact Holdings, Inc. ("Enact Holdings"), future reductions of debt, potential dividends or share repurchases, and future strategic investments, as well as statements we make regarding the potential impacts of the coronavirus pandemic ("COVID-19"). Forward-looking statements are based on management's current expectations and assumptions, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may differ materially from those in the forward-looking statements due to global political, economic, business, competitive, market, regulatory and other factors and risks, including, but not limited to, the following:



     •    we may be unable to successfully execute strategic plans to effectively
          address our current business challenges
          including: our debt maturities and other near-term liabilities and
          financial obligations, reducing costs, stabilizing our U.S. life
          insurance businesses without additional capital contributions, improving
          overall capital and ratings; the risk that the impacts of or uncertainty
          created by COVID-19 delay or hinder strategic transactions or otherwise
          make strategic transactions less attractive; the inability to pursue
          strategic transactions; our inability to attract buyers for any
          businesses or other assets we may seek to sell, or securities we may seek
          to issue (including a potential partial sale of Enact Holdings) in each
          case, in a timely manner and on anticipated terms; an inability to
          increase the capital needed in our businesses in a timely manner and on
          anticipated terms, including through improved business performance,
          reinsurance or similar transactions, asset sales, debt issuances,
          securities offerings or otherwise, in each case as and when required; a
          failure to obtain any required regulatory, stockholder, noteholder
          approvals and/or other third-party approvals or consents for such
          strategic transactions; market conditions that do not permit such a
          strategic transaction to be completed or negatively impacts the overall
          timing and final terms of such a strategic transaction; our challenges
          changing or being more costly or difficult to successfully address than
          currently anticipated or the benefits achieved being less than
          anticipated; an inability to achieve anticipated cost-savings in a timely
          manner; and adverse tax or accounting charges;



     •    risks relating to estimates, assumptions and valuations
          including: inadequate reserves and the need to increase reserves
          (including as a result of any changes we may make in the future to our
          assumptions, methodologies or otherwise in connection with periodic or
          other reviews); risks related to the impact of our annual review of
          assumptions and methodologies related to our long-term care insurance
          claim reserves and margin reviews, including risks that additional
          information obtained in the future or other changes to assumptions or
          methodologies materially affect margins; the inability to accurately
          estimate the impacts of COVID-19; inaccurate models; deviations from our
          estimates and actuarial assumptions or other reasons in our long-term
          care insurance, life insurance and/or annuity businesses; accelerated
          amortization of deferred acquisition costs ("DAC") and present value of
          future profits ("PVFP") (including as a result of any future changes we
          may make to our assumptions, methodologies or otherwise in connection
          with periodic or other reviews); adverse impact on our financial results
          as a result of projected profits followed by projected losses (as is
          currently the case with our long-term care insurance business); and
          changes in valuation of fixed maturity and equity securities;



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     •    liquidity, financial strength ratings, credit and counterparty risks
          including: insufficient internal sources to meet liquidity needs and
          limited or no access to capital, including the impact on our liquidity
          due to the repayment of our September 2021 debt maturity; an inability to
          obtain further financing or liquidity, either by raising capital through
          issuing additional debt or equity, including convertible or equity-linked
          securities, and/or selling a percentage of our ownership interest in
          Enact Holdings prior to our future debt maturities, or an inability to
          obtain a secured term loan or credit facility; the impact on holding
          company liquidity caused by the inability to receive dividends or other
          returns of capital from Enact Holdings, including as a result of
          COVID-19; the impact of increased leverage as a result of the AXA S.A.
          ("AXA") settlement and related restrictions; continued availability of
          capital and financing; future adverse rating agency actions against us or
          Enact Holdings, including with respect to rating downgrades or potential
          downgrades or being put on review for potential downgrade, all of which
          could have adverse implications, including with respect to key business
          relationships, product offerings, business results of operations,
          financial condition and capital needs, strategic plans, collateral
          obligations and availability and terms of hedging, reinsurance and
          borrowings; defaults by counterparties to reinsurance arrangements or
          derivative instruments; defaults or other events impacting the value of
          our fixed maturity securities portfolio; defaults on our commercial
          mortgage loans; defaults on mortgage loans or other assets underlying our
          investments in our mortgage-backed and asset-backed securities and
          volatility in performance;



     •    risks relating to economic, market and political conditions
          including: downturns and volatility in global economies and equity and
          credit markets, including as a result of prolonged unemployment, a
          sustained low interest rate environment and other displacements caused by
          COVID-19; interest rates and changes in rates have adversely impacted,
          and may continue to materially adversely impact our business and
          profitability; deterioration in economic conditions or a decline in home
          prices that adversely affect our loss experience in our Enact segment;
          political and economic instability or changes in government policies; and
          fluctuations in foreign currency exchange rates and international
          securities markets;



     •    regulatory and legal risks
          including: extensive regulation of our businesses and changes in
          applicable laws and regulations (including changes to tax laws and
          regulations); litigation and regulatory investigations or other actions;
          dependence on dividends and other distributions from Enact Holdings and
          the inability of any subsidiaries to pay dividends or make other
          distributions to us, including as a result of the performance of our
          subsidiaries, heightened regulatory restrictions resulting from COVID-19,
          and other insurance, regulatory or corporate law restrictions; the
          inability to successfully seek in-force rate action increases (including
          increased premiums and associated benefit reductions) in our long-term
          care insurance business, including as a result of COVID-19; adverse
          changes in regulatory requirements, including risk-based capital;
          inability to continue to maintain the private mortgage insurer
          eligibility requirements ("PMIERs"); risks on Enact Holdings' ability to
          pay our holding company dividends as a result of the government-sponsored
          enterprises ("GSEs") amendments to PMIERs in response to COVID-19 or
          additional PMIERs requirements or other restrictions that the GSEs may
          place on the ability of Enact Holdings to pay dividends to our holding
          company, including additional potential PMIERs restrictions that the GSEs
          may impose if the potential partial sale of Enact Holdings does not occur
          prior to October 2021; the impact on capital levels of increased
          delinquencies caused by COVID-19; inability of our U.S. mortgage
          insurance subsidiaries to meet minimum statutory capital requirements;
          the influence of Federal National Mortgage Association ("Fannie Mae"),
          Federal Home Loan Mortgage Corporation ("Freddie Mac") and a small number
          of large mortgage lenders in the U.S. mortgage insurance market and
          adverse changes to the role or structure of Fannie Mae and Freddie Mac;
          adverse changes in regulations affecting our Enact segment; additional
          restrictions placed on our Enact segment by government and
          government-owned and the GSEs in connection with a new debt financing
          and/or sale of a percentage of our ownership interests therein; inability
          to continue to implement actions to mitigate the impact of statutory
          reserve requirements; changes in tax laws; and changes in accounting and
          reporting standards;



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     •    operational risks
          including: the inability to retain, attract and motivate qualified
          employees or senior management; the impact on processes caused by
          shelter-in-place or other governmental restrictions imposed as a result
          of COVID-19; reliance on, and loss of, key customer or distribution
          relationships; the design and effectiveness of our disclosure controls
          and procedures and internal control over financial reporting may not
          prevent all errors, misstatements or misrepresentations; and failure or
          any compromise of the security of our computer systems, disaster recovery
          systems, business continuity plans and failures to safeguard or breaches
          of confidential information;



     •    insurance and product-related risks
          including: our inability to increase premiums and reduce benefits
          sufficiently, and in a timely manner, on our in-force long-term care
          insurance policies, in each case, as currently anticipated and as may be
          required from time to time in the future (including as a result of a
          delay or failure to obtain any necessary regulatory approvals, including
          as a result of COVID-19, or unwillingness or inability of policyholders
          to pay increased premiums and/or accept reduced benefits), including to
          offset any negative impact on our long-term care insurance margins;
          availability, affordability and adequacy of reinsurance to protect us
          against losses; decreases in the volume of mortgage originations or
          increases in mortgage insurance cancellations; increases in the use of
          alternatives to private mortgage insurance and reductions in the level of
          coverage selected; potential liabilities in connection with our U.S.
          contract underwriting services; and medical advances, such as genetic
          research and diagnostic imaging, and related legislation that impact
          policyholder behavior in ways adverse to us;



     •    other risks
          including: the occurrence of natural or man-made disasters or a pandemic,
          similar to COVID-19, could materially adversely affect our financial
          condition and results of operations.


We provide additional information regarding these risks and uncertainties in our
Annual Report on
Form 10-K,
filed with the U.S. Securities and Exchange Commission ("SEC") on February 26,
2021. Unlisted factors may present significant additional obstacles to the
realization of forward-looking statements. Accordingly, for the foregoing
reasons, we caution you against relying on any forward-looking statements. We
undertake no obligation to publicly update any forward-looking statement,
whether as a result of new information, future developments or otherwise, except
as may be required under applicable securities laws.
Strategic Update
We continue to focus on executing our strategic plan to raise liquidity to
address our future debt maturities, other near-term liabilities and financial
obligations, strengthen our financial position and create long-term shareholder
value, which could include returning capital to shareholders. Our plan builds on
actions we have taken over the last several years to strengthen our financial
position, including the sale of Genworth MI Canada Inc., our former Canada
mortgage insurance business, the completion of a debt offering through Enact
Holdings, the settlement agreement reached with AXA and the sale of Genworth
Mortgage Insurance Australia Limited ("Genworth Australia"), our former
Australian mortgage insurance business in March 2021. Most recently, on July 21,
2021, Genworth Holdings, Inc. ("Genworth Holdings") early redeemed its remaining
September 2021 senior notes. Subsequent to this redemption, Genworth Holdings
has outstanding approximately $1.7 billion of long-term debt, with no debt
maturities until August 2023. However, prior to the August 2023 debt maturity,
the AXA promissory note of $344 million is due in September 2022. Our priority
is to continue to reduce debt at Genworth Holdings, the issuer of our
outstanding public debt, to approximately $1 billion over time.
The potential partial sale of Enact Holdings is a key component of our strategic
plan; however, it is subject to various conditions and approvals, including
market conditions, and there can be no assurance as to whether or when the
offering may be completed, or as to the actual size or terms of the offering. We
also remain open to other potential strategic alternatives to address our future
holding company debt maturities while maximizing the value of Enact Holdings. In
assessing our strategic options, we are considering, among other factors, the
level of, and restrictions contained in, our existing indebtedness, tax
considerations, the views of regulators and rating agencies, and the performance
and prospects of our businesses. In addition, we have taken steps, and may take
additional actions to align our expense structure with our reduced business
activities. Expense reduction initiatives completed to date in 2021 are
anticipated to result in annualized savings of approximately $50 million.

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Ongoing Priorities
Stabilizing our U.S. life insurance businesses continues to be one of our
long-term goals. We will continue to execute this objective primarily through
our multi-year long-term care insurance in-force rate action plan. Premium rate
increases and associated benefit reductions on our legacy long-term care
insurance policies are critical to the business. We continue to manage our U.S.
life insurance businesses on a standalone basis and are planning for a new
long-term care insurance joint venture in the United States. Going forward, the
U.S. life insurance businesses will continue to rely on their consolidated
statutory capital, significant claim and future policy benefit reserves, prudent
management of its in-force blocks and actuarially justified in-force rate
actions to satisfy obligations to its policyholders. Our U.S. life insurance
business continued to make strong progress on its multi-year rate action plan,
receiving approvals of approximately $206 million of incremental annual premiums
for the six months ended June 30, 2021. In aggregate, we estimate that we have
achieved approximately $15.5 billion, on a net present value basis, of approved
in-force rate increases since 2012. We continue to work closely with the
National Association of Insurance Commissioners ("NAIC") and state regulators to
demonstrate the broad-based need for actuarially justified rate increases in
order to pay future claims.
Executive Summary of Financial Results
Below is an executive summary of our consolidated financial results for the
periods indicated. Amounts below are net of taxes, unless otherwise indicated.
After-tax amounts assume a tax rate of 21%.
Three Months Ended June 30, 2021 Compared to Three Months Ended June 30, 2020

     •    Net income available to Genworth Financial, Inc.'s common stockholders
          was $240 million for the three months ended June 30, 2021 compared to a
          net loss of $441 million for the three months ended June 30, 2020.
          Adjusted operating income available to Genworth Financial, Inc.'s common
          stockholders was $194 million for the three months ended June 30, 2021
          compared to an adjusted operating loss of $23 million for the three
          months ended June 30, 2020.



     •    Our Enact segment had adjusted operating income available to Genworth
          Financial, Inc.'s common stockholders of $135 million for the three
          months ended June 30, 2021 compared to an adjusted operating loss of $3
          million for the three months ended June 30, 2020. The change to income in
          the current year from a loss in the prior year was primarily from higher
          losses in the prior year from higher new delinquencies driven by a
          significant increase in borrower forbearance and unfavorable reserve
          adjustments as a result of COVID-19. The increase was partially offset by
          higher operating costs and interest expense associated with Enact
          Holdings' senior notes issued in August 2020.



     •    Our U.S. Life Insurance segment had adjusted operating income available
          to Genworth Financial, Inc.'s common stockholders of $71 million in the
          current year compared to an adjusted operating loss of $5 million in the
          prior year.



         •   Our long-term care insurance business had adjusted operating income
             available to Genworth Financial, Inc.'s common stockholders of $98
             million and $48 million for the three months ended June 30, 2021 and
             2020, respectively. The increase was primarily from higher reduced
             benefits in the current year from in-force rate actions approved and
             implemented, which included a net favorable impact from policyholder
             benefit reduction elections made as part of a legal settlement in the
             current year. The increase was also attributable to higher investment
             income and favorable development on incurred but not reported ("IBNR")
             claims, partially offset by a decrease in claim terminations driven
             mostly by lower mortality in the current year.



         •   Our life insurance business had an adjusted operating loss available
             to Genworth Financial, Inc.'s common stockholders of $40 million and
             $81 million for the three months ended June 30, 2021 and 2020,
             respectively. The decrease in the loss was mainly attributable to
             higher reserves recorded in the prior year on our 10-year term
             universal life insurance block entering its post-level premium period
             and from lower lapses primarily associated with our large 20-year term
             life insurance block written at the end of 2000 as it entered its
             post-level premium period. These



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           decreases were partially offset by higher mortality in our term
           universal life insurance product and a DAC impairment of $13 million
           in our universal life insurance products in the current year.



         •   Our fixed annuities business had adjusted operating income available
             to Genworth Financial, Inc.'s common stockholders of $13 million and
             $28 million for the three months ended June 30, 2021 and 2020,
             respectively. The decrease was mainly attributable to lower mortality
             in our single premium immediate annuities and higher reserves in our
             fixed indexed annuities driven by a less favorable equity market and
             interest rate changes in the current year.



     •    Our Runoff segment had adjusted operating income available to Genworth
          Financial, Inc.'s common stockholders of $15 million and $24 million for
          the three months ended June 30, 2021 and 2020, respectively. The decrease
          was predominantly due to lower investment income and less favorable
          equity market performance in the current year.



     •    Corporate and Other activities had an adjusted operating loss available
          to Genworth Financial, Inc.'s common stockholders of $27 million and $39
          million for the three months ended June 30, 2021 and 2020, respectively.
          The decrease in the loss was primarily related to lower interest expense
          in the current year.

Six Months Ended June 30, 2021 Compared to Six Months Ended June 30, 2020



     •    Net income available to Genworth Financial, Inc.'s common stockholders
          was $427 million for the six months ended June 30, 2021 compared to a net
          loss of $507 million for the six months ended June 30, 2020. Adjusted
          operating income available to Genworth Financial, Inc.'s common
          stockholders was $362 million for the six months ended June 30, 2021
          compared to an adjusted operating loss of $3 million for the six months
          ended June 30, 2020.



     •    Our Enact segment had adjusted operating income available to Genworth
          Financial, Inc.'s common stockholders of $261 million and $145 million
          for the six months ended June 30, 2021 and 2020, respectively. The
          increase was primarily attributable to higher losses in the prior year
          from higher new delinquencies driven by a significant increase in
          borrower forbearance and higher unfavorable reserve adjustments as a
          result of COVID-19. The increase was also driven by higher premiums
          mainly attributable to higher insurance in-force, partially offset by
          higher ceded premiums, continued lapse of older higher priced policies
          and a decrease in single premium policy cancellations in the current
          year. These increases were partially offset by interest expense
          associated with Enact Holdings' senior notes issued in August 2020 and
          higher operating costs in the current year.



     •    Our U.S. Life Insurance segment had adjusted operating income available
          to Genworth Financial, Inc.'s common stockholders of $133 million in the
          current year compared to an adjusted operating loss of $75 million in the
          prior year.



         •   Our long-term care insurance business had adjusted operating income
             available to Genworth Financial, Inc.'s common stockholders of $193
             million and $49 million for the six months ended June 30, 2021 and
             2020, respectively. The increase was primarily from favorable
             development on IBNR claims, higher investment income and higher
             premiums and reduced benefits of $75 million from in-force rate
             actions approved and implemented, which included a net favorable
             impact from policyholder benefit reduction elections made as part of a
             legal settlement in the current year. We also increased reserves by
             $66 million in the current year compared to $29 million in the prior
             year to account for changes to incidence and mortality experience
             driven by COVID-19, which we believe are temporary.



         •   Our life insurance business had an adjusted operating loss available
             to Genworth Financial, Inc.'s common stockholders of $103 million and
             $158 million for the six months ended June 30, 2021 and 2020,
             respectively. The decrease in the loss was mainly attributable to
             higher reserves recorded in the prior year on our 10-year term
             universal life insurance block entering its post-level



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           premium period and from lower lapses primarily associated with our
           large 20-year term life insurance block written at the end of 2000 as
           it entered its post-level premium period. These decreases were
           partially offset by higher mortality in our universal and term
           universal life insurance products and DAC impairments of $30 million
           in our universal life insurance products in the current year.



         •   Our fixed annuities business had adjusted operating income available
             to Genworth Financial, Inc.'s common stockholders of $43 million and
             $34 million for the six months ended June 30, 2021 and 2020,
             respectively. The increase was mainly attributable to lower reserves
             and DAC amortization in our fixed indexed annuities driven by
             favorable equity market and interest rate changes in the current year
             and higher mortality in our single premium immediate annuities.



     •    Our Runoff segment had adjusted operating income available to Genworth
          Financial, Inc.'s common stockholders of $27 million and $11 million for
          the six months ended June 30, 2021 and 2020, respectively. The increase
          was primarily due to favorable equity market and interest rate
          performance, partially offset by lower investment income in the current
          year.



     •    Corporate and Other activities had an adjusted operating loss available
          to Genworth Financial, Inc.'s common stockholders of $59 million and $84
          million for the six months ended June 30, 2021 and 2020, respectively.
          The decrease in the loss was primarily related to lower interest expense
          and operating costs in the current year.


Other Significant Developments
The periods under review include, among others, the following significant
developments.
Enact

     •    Incurred losses.
          Incurred losses were $30 million for the three months ended June 30,
          2021, a decrease of $198 million compared to the three months ended
          June 30, 2020. New primary delinquencies of 6,862 contributed to $30
          million of loss expense for the three months ended June 30, 2021. The
          prior year included $170 million of losses from new delinquencies driven
          primarily by a significant increase in borrower forbearance as a result
          of COVID-19 and additional reserves of $28 million for IBNR
          delinquencies. In addition, existing reserves were strengthened by $28
          million in the prior year primarily driven by the deterioration of early
          cure emergence patterns impacting claim frequency along with a modest
          increase in claim severity.



     •    Borrower forbearance.
          Approximately 45% of our primary new delinquencies in the second quarter
          of 2021 were subject to a forbearance plan as compared to less than 5% in
          recent quarters prior to COVID-19. Servicer reported forbearance slowed
          meaningfully beginning in June 2020 and ended the second quarter of 2021
          with approximately 4% or 36,271 of our active primary policies reported
          in a forbearance plan, of which approximately 59% were reported as
          delinquent.



     •    PMIERs compliance.
          As of June 30, 2021, our Enact segment had estimated available assets of
          $4,926 million against $2,985 million net required assets under PMIERs
          compared to available assets of $4,769 million against $3,005 million net
          required assets as of March 31, 2021. The sufficiency ratio as of
          June 30, 2021 was 165% or $1,941 million above the published PMIERs
          requirements, compared to 159% or $1,764 million above the published
          PMIERs requirements as of March 31, 2021. PMIERs sufficiency is based on
          the published requirements applicable to private mortgage insurers and
          does not give effect to the GSE restrictions imposed on our Enact
          segment. The increase in the PMIERs sufficiency was driven in part by the
          completion of an insurance linked notes transaction, which added $303
          million of additional PMIERs capital credit as of June 30, 2021, elevated
          lapse driven by prevailing low interest rates, business cash flows and
          lower delinquencies, partially offset by elevated new insurance written.
          In addition, elevated lapse continued to drive an acceleration of the
          amortization of our reinsurance transactions executed prior to the second
          quarter of 2021, which caused a reduction



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        in PMIERs capital credit in the second quarter of 2021. Our PMIERs
        required assets as of June 30, 2021 and March 31, 2021 benefited from the
        application of a 0.30 multiplier applied to the risk-based required asset
        amount factor for certain non-performing loans. The application of the
        0.30 multiplier to all eligible delinquencies provided $760 million of
        benefit to our June 30, 2021 PMIERs required assets compared to $1,012
        million of benefit as of March 31, 2021. See "Item 2-Enact segment-Trends
        and conditions" for additional details.



     •    Persistency.
          Primary persistency in our Enact segment increased to 63% during the
          second quarter of 2021 compared to 59% during the second quarter of 2020
          but remained below historic norms. The increase in persistency was
          primarily driven by a modest increase in interest rates and a decline in
          the percentage of our in-force policies with mortgage rates above current
          interest rates. Suppressed persistency has impacted business performance
          trends in several ways including, but not limited to, offsetting
          insurance in-force growth from new insurance written, elevated single
          premium policy cancellations, accelerating the amortization of our
          existing reinsurance transactions reducing their associated PMIERs
          capital credit in the current year and shifting the concentration of our
          primary insurance in-force to more recent years of policy origination.

U.S. Life Insurance



     •    In-force rate actions in our long-term care insurance business.
          As part of our strategy for our long-term care insurance business, we
          have been implementing, and expect to continue to pursue, significant
          premium rate increases and associated benefit reductions on older
          generation blocks of business in order to bring those blocks closer to a
          break-even point over time and reduce the strain on earnings and capital.
          We are also requesting premium rate increases and associated benefit
          reductions on newer blocks of business, as needed, some of which may be
          significant, to help bring their loss ratios back towards their original
          pricing. For all of these in-force rate action filings, we received 74
          filing approvals from 29 states during the six months ended June 30,
          2021, representing a weighted-average increase of 43% on approximately
          $477 million in annualized in-force premiums, or approximately $206
          million of incremental annual premiums. We also submitted 34 new filings
          in 14 states during the six months ended June 30, 2021 on approximately
          $163 million in annualized in-force premiums.



     •    Profits followed by losses in our long-term care insurance business.
          With respect to our long-term care insurance block, excluding the
          acquired block, our future projections indicate we have projected profits
          in earlier periods followed by projected losses in later periods. As a
          result of this pattern of projected profits followed by projected losses,
          we will ratably accrue additional future policy benefit reserves over the
          profitable periods, currently expected to be through 2031, by the amounts
          necessary to offset estimated losses during the periods that follow. As
          of June 30, 2021 and December 31, 2020, the total amount accrued for
          profits followed by losses was $957 million and $625 million,
          respectively.

Liquidity and Capital Resources



     •    Redemption of Genworth Holdings' February 2021 senior notes.
          On February 16, 2021, Genworth Holdings redeemed its 7.20% senior notes
          with a principal balance of $338 million. The senior notes were fully
          redeemed with a cash payment of $350 million, comprised of the
          outstanding principal balance and accrued interest.



     •    Repurchase and redemption of Genworth Holdings' September 2021 senior
          notes.
          During the six months ended June 30, 2021, Genworth Holdings repurchased
          $146 million principal amount of its September 2021 senior notes for a
          pre-tax loss of $4 million. In July 2021, Genworth Holdings early
          redeemed the remainder of its 7.625% senior notes originally scheduled to
          mature in September 2021. The senior notes were fully redeemed with a
          cash payment of $532 million, comprised of the outstanding principal
          balance of $513 million, accrued interest of approximately $13 million
          and a make-whole premium of approximately $6 million.



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     •    Mandatory payment of the AXA promissory note.
          In connection with the Genworth Australia sale, we made a mandatory
          principal payment to AXA of approximately £176 million ($245 million) in
          March 2021. The mandatory payment fully repaid the first installment
          obligation originally due to AXA in June 2022 and partially prepaid the
          September 2022 installment payment. AXA and Genworth amended certain
          mandatory prepayment provisions of the promissory note permitting
          Genworth to retain a greater amount of the Genworth Australia sale
          proceeds. As of June 30, 2021, the remaining amount of the promissory
          note, including expected future claims, is $344 million and is due in
          September 2022. As a result of the mandatory payment, interest on the
          promissory note was retroactively reduced and now accrues at a rate of
          2.75%. See note 13 in our unaudited condensed consolidated financial
          statements for additional information.



     •    Liquidity and contractual obligations
          . For additional details related to Genworth Holdings' liquidity in
          relation to its contractual obligations, see note 1 to our unaudited
          condensed consolidated financial statements under "Item 1-Financial
          Statements" and "Item 2-Liquidity and Capital Resources."

Dispositions



     •    Sale of our Australian mortgage insurance business.
          On March 3, 2021, we completed the sale of our entire ownership interest
          of approximately 52% in Genworth Australia through an underwritten
          agreement. We sold our approximately 214.3 million shares of Genworth
          Australia for AUD2.28 per share and received approximately AUD483 million
          ($370 million) in net cash proceeds. In the first quarter of 2021, we
          recognized an after-tax loss on sale of $3 million. See note 13 in our
          unaudited condensed consolidated financial statements for additional
          information.


Financial Strength Ratings
On May 20, 2021, Moody's Investors Service, Inc. ("Moody's") affirmed the "Baa3"
(Adequate) financial strength rating of Genworth Mortgage Insurance Corporation
("GMICO"), our principal U.S. mortgage insurance subsidiary, and revised its
outlook from positive to review for upgrade. In addition, Moody's affirmed the
"Caa1" (Speculative) credit rating of Genworth Holdings' senior unsecured debt
and revised its outlook from developing to review for upgrade.
On May 4, 2021, Standard & Poor's Financial Services, LLC ("S&P") modified its
outlook for both Genworth and GMICO from Negative Outlook to Creditwatch
Positive. The ratings of Genworth and GMICO were unchanged, although S&P
indicated that they would likely raise the ratings if Genworth is successful in
the execution of its strategic plan, including the potential partial sale of
Enact Holdings.
For a further discussion of the financial strength ratings of our insurance
subsidiaries and the credit ratings of our holding companies, see "Item
1-Ratings" in our 2020 Annual Report on Form 10-K.
Consolidated
General Trends and Conditions
The stability of both the financial markets and global economies in which we
operate impacts the sales, revenue growth and profitability trends of our
businesses as well as the value of assets and liabilities.
Varied levels of economic performance, coupled with uncertain economic outlooks,
changes in government policy, global trade, regulatory and tax reforms, and
other changes in market conditions, such as inflation, will continue to
influence investment and spending decisions by consumers and businesses as they
adjust their consumption, debt, capital and risk profiles in response to these
conditions, including as a result of COVID-19. These trends change as investor
confidence in the markets and the outlook for some consumers and businesses
shift. As a result, our sales, revenues and profitability trends of certain
insurance and investment products as well as the value of assets and liabilities
could be impacted going forward. In particular, factors such as the length of
COVID-19 and the speed of the economic recovery, government responses to
COVID-19 (such as government

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stimulus), government spending, monetary policies (such as reducing quantitative
easing), the volatility and strength of the capital markets, changes in tax
policy and/or in U.S. tax legislation, inflation, international trade and the
impact of global financial regulation reform will continue to affect economic
and business outlooks, level of interest rates, consumer confidence and consumer
behavior moving forward.
U.S. Treasury markets fluctuated during the second quarter of 2021 due in part
to the expected shifts in the U.S. Federal Reserve's monetary policy and from
inflation concerns, including whether inflation is only transitory until the
U.S. economy fully re-opens and supply chains return to full capacity. We do not
believe that inflation has had a material effect on our results of operations,
except insofar as inflation may affect current and/or future interest rates and
U.S. Federal Reserve policy. In addition, continued inflation can impact
healthcare costs and the cost of care in our long-term care insurance business.
Historically, our long-term care insurance business has experienced higher claim
severity due in part to the rising costs of healthcare.
The U.S. and international governments, the U.S. Federal Reserve, other central
banks and other legislative and regulatory bodies have taken certain actions in
response to COVID-19 to support the global economy and capital markets. These
policies and actions have generally been supportive to the worldwide economy,
however, in spite of these supportive policies the U.S. economy contracted in
2020 and the world economy fell into a recession. Gross domestic product
rebounded sharply in the first quarter of 2021 due in part to the continued
rollout of the vaccine. This growth continued into the second quarter of 2021
albeit at a more moderate pace. Most economic forecasts predict a healthy full
year 2021 U.S. economy with strong gross domestic product growth, however, given
the risk of virus re-emergence due to variants, the slower than expected
vaccination uptake and the potential for future actions to be taken to mitigate
the risk of a virus re-emergence, it is possible actual economic results could
differ materially from forecasts. In the event this occurs, our full year 2021
financial results would be adversely impacted. Moreover, we continue to closely
monitor the operating results and financial position of our Enact segment,
particularly related to new delinquency trends and whether borrowers in a
forbearance plan ultimately cure or result in a claim payment. If these trends
move in an unfavorable direction in contrast to our current projections, our
financial position and results of operations could be adversely impacted.
Consolidated Results of Operations
The following is a discussion of our consolidated results of operations. For a
discussion of our segment results, see "-Results of Operations and Selected
Financial and Operating Performance Measures by Segment."

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Table of Contents Three Months Ended June 30, 2021 Compared to Three Months Ended June 30, 2020 The following table sets forth the consolidated results of operations for the periods indicated:

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