Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement is hereby updated to reflect the following changes: The total size of the offering has increased from $400.0 million to $700.0 million. The additional proceeds from the offering will be used for general corporate purposes, which may include debt repurchases and repayments. As a result of the change in offering size, all information (including financial information) presented in the Preliminary Prospectus Supplement is deemed to have changed to the extent affected by the changes described herein. The Issuer has filed a registration statement (including a prospectus and related Preliminary Prospectus Supplement for the offering) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus in that registration statement and the 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 XXXXX on the SEC’s website at xxx.xxx.xxx. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Citigroup Global Markets Inc. at (000) 000-0000 or HSBC Securities (USA) Inc. at (000) 000-0000. This communication should be read in conjunction with the Preliminary Prospectus Supplement and the accompanying prospectus. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such Preliminary Prospectus Supplement or the accompanying prospectus. Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg email or another communication system. SCHEDULE C Issuer Free Writing Prospectuses The pricing supplement listed on Schedule B. Schedule C-1 EXHIBIT A List of Subsidiaries Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation AGFC Capital Trust I Delaware American Health and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT of Puerto Rico, Inc. Puerto Rico Xxxxxxx River Funding, LLC Delaware Xxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware OneMain Financial Funding X, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance Foundation, Inc. Indiana Springleaf Financial Asset Holdings, LLC Delaware Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx River Funding, LLC Delaware Xxxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation is a wholly-owned direct subsidiary of OneMain Holdings, Inc.
Appears in 2 contracts
Samples: Underwriting Agreement (OneMain Holdings, Inc.), Underwriting Agreement (Onemain Finance Corp)
Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement is hereby updated to reflect the following changes: The total size of the offering has increased from $400.0 250.0 million to $700.0 400.0 million. The additional proceeds from the offering will be used for general corporate purposes, which may include debt repurchases and repaymentsto redeem a portion of the Issuer’s 6.125% Senior Notes due 2024. As a result of the change in offering size, all information (including financial information) presented in the Preliminary Prospectus Supplement is deemed to have changed to the extent affected by the changes described herein. The Issuer has filed a registration statement (including a prospectus and related Preliminary Prospectus Supplement for the offering) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus in that registration statement and the 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 XXXXX on the SEC’s website at xxx.xxx.xxx. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Citigroup Global Markets Inc. Mizuho Securities USA, LLC at (000) 000-0000 or HSBC Securities (USA) Inc. BNP Paribas at (000) 000-0000. This communication should be read in conjunction with the Preliminary Prospectus Supplement and the accompanying prospectus. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such Preliminary Prospectus Supplement or the accompanying prospectus. Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg email or another communication system. SCHEDULE C Issuer Free Writing Prospectuses The pricing supplement listed on Schedule B. Schedule C-1 EXHIBIT A List of Subsidiaries Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation AGFC Capital Trust I Delaware American Health and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT of Puerto Rico, Inc. Puerto Rico Xxxxxxx River Funding, LLC Delaware Xxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware OneMain Financial Funding X, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance Foundation, Inc. Indiana Springleaf Financial Asset Holdings, LLC Delaware Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx River Funding, LLC Delaware Xxxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation is a wholly-owned direct subsidiary of OneMain Holdings, Inc.
Appears in 2 contracts
Samples: Underwriting Agreement (Onemain Finance Corp), Underwriting Agreement (OneMain Holdings, Inc.)
Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement is hereby updated to reflect the following changes: The total size of the offering has increased from $400.0 500.0 million to $700.0 750.0 million. The An amount equivalent to the additional net proceeds from the offering will be used allocated to finance or refinance, in part or in full, a portfolio of new or existing loans that meet the eligibility criteria of OneMain Financial’s Social Bond Framework. Pending such allocation, the Company intends to use such net proceeds for general corporate purposes, which may include debt repurchases and or repayments. As a result of the change in offering size, all information (including financial information) presented in the Preliminary Prospectus Supplement is deemed to have changed to the extent affected by the changes described herein. The Issuer has filed a registration statement (including a prospectus and related Preliminary Prospectus Supplement for the offering) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus in that registration statement and the 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 XXXXX on the SEC’s website at xxx.xxx.xxx. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Citigroup Global Markets Barclays Capital Inc. toll-free at (000) 0-000-0000 or HSBC Securities (USA) Inc. at (000) 000-0000. This communication should be read in conjunction with the Preliminary Prospectus Supplement and the accompanying prospectus. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such Preliminary Prospectus Supplement or the accompanying prospectus. Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg email or another communication system. SCHEDULE C Issuer Free Writing Prospectuses The pricing supplement listed on Schedule B. Schedule C-1 EXHIBIT A List of Subsidiaries Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation AGFC Capital Trust I Delaware American Health and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT of Puerto Rico, Inc. Puerto Rico Foursight Capital Automobile Receivables Trust 2021-1 Delaware Foursight Capital Automobile Receivables Trust 2021-2 Delaware Foursight Capital Automobile Receivables Trust 2022-1 Delaware Foursight Capital Automobile Receivables Trust 2022-2 Delaware Foursight Capital Automobile Receivables Trust 2023-1 Delaware Foursight Capital Automobile Receivables Trust 2023-2 Delaware Foursight Capital Automobile Receivables Trust 2024-1 Delaware Foursight Capital LLC Utah Foursight Funding LLC Delaware Foursight Funding II LLC Delaware Foursight Funding III LLC Delaware Foursight Funding IV LLC Delaware Foursight Receivables LLC Delaware Xxxxxxx River Funding, LLC Delaware Xxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OMF Services, LLC Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial CC Transferor, LLC Delaware OneMain Financial Credit Card Trust Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Funding X, LLC Delaware OneMain Financial Funding XI, LLC Delaware OneMain Financial Funding XII, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial Issuance Trust 2024-1 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance FoundationSubsidiaries of OneMain Holdings, Inc. Indiana * Jurisdiction of Incorporation Springleaf Financial Asset Holdings, LLC Delaware Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx River Funding, LLC Delaware Xxxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation is a wholly-owned direct subsidiary of OneMain Holdings, Inc.
Appears in 2 contracts
Samples: Underwriting Agreement (Onemain Finance Corp), Underwriting Agreement (OneMain Holdings, Inc.)
Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement is hereby updated to reflect the following changes: The total size of the offering has increased from $400.0 500.0 million to $700.0 900.0 million. The additional proceeds from the offering will be used for general corporate purposes, which may include debt repurchases and or repayments. As a result of the change in offering size, all information (including financial information) presented in the Preliminary Prospectus Supplement is deemed to have changed to the extent affected by the changes described herein. The Issuer has filed a registration statement (including a prospectus and related Preliminary Prospectus Supplement for the offering) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus in that registration statement and the 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 XXXXX on the SEC’s website at xxx.xxx.xxx. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Citigroup Global Markets Inc. BNP Paribas Securities Corp. at (000) 000-0000 or HSBC Securities (USA) Inc. at +0 (000) 000-0000. This communication should be read in conjunction with the Preliminary Prospectus Supplement and the accompanying prospectus. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such Preliminary Prospectus Supplement or the accompanying prospectus. Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg email or another communication system. SCHEDULE C Issuer Free Writing Prospectuses The pricing supplement listed on Schedule B. Schedule C-1 EXHIBIT A List of Subsidiaries Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation AGFC Capital Trust I Delaware American Health and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT of Puerto Rico, Inc. Puerto Rico Foursight Capital Automobile Receivables Trust 2021-1 Delaware Foursight Capital Automobile Receivables Trust 2021-2 Delaware Foursight Capital Automobile Receivables Trust 2022-1 Delaware Foursight Capital Automobile Receivables Trust 2022-2 Delaware Foursight Capital Automobile Receivables Trust 2023-1 Delaware Foursight Capital Automobile Receivables Trust 2023-2 Delaware Foursight Capital Automobile Receivables Trust 2024-1 Delaware Foursight Capital LLC Utah Foursight Funding LLC Delaware Foursight Funding II LLC Delaware Foursight Funding III LLC Delaware Foursight Funding IV LLC Delaware Foursight Receivables LLC Delaware Xxxxxxx River Funding, LLC Delaware Xxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OMF Services, LLC Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial CC Transferor, LLC Delaware OneMain Financial Credit Card Trust Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware OneMain Financial Funding X, LLC Delaware OneMain Financial Funding XI, LLC Delaware OneMain Financial Funding XII, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial Issuance Trust 2024-1 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain Foursight Auto I, LLC Delaware OneMain Foursight Auto II, LLC Delaware OneMain Foursight Auto III, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance Foundation, Inc. Indiana Springleaf Financial Asset Holdings, LLC Delaware Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx River Funding, LLC Delaware Xxxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation is a wholly-owned direct subsidiary of OneMain Holdings, Inc.
Appears in 2 contracts
Samples: Underwriting Agreement (Onemain Finance Corp), Underwriting Agreement (OneMain Holdings, Inc.)
Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement is hereby updated to reflect the following changes: The total size of the offering has increased from $400.0 500.0 million to $700.0 750.0 million. The additional proceeds from the offering will be used to redeem a portion of the Issuer’s outstanding 6.875% Senior Notes due 2025. This pricing supplement is not a notice of redemption or a solicitation of an offer for general corporate purposes, which may include debt repurchases and repaymentsthe 6.875% Senior Notes due 2025. As a result of the change in offering size, all information (including financial information) presented in the Preliminary Prospectus Supplement is deemed to have changed to the extent affected by the changes described herein. The Issuer has filed a registration statement (including a prospectus and related Preliminary Prospectus Supplement for the offering) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus in that registration statement and the 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 XXXXX EXXXX on the SEC’s website at xxx.xxx.xxxwxx.xxx.xxx. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Citigroup Global Markets Inc. at (000) 000-0000 or HSBC Securities (USA) Inc. RBC Capital Markets, LLC at (000) 000-0000. This communication should be read in conjunction with the Preliminary Prospectus Supplement and the accompanying prospectus. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such Preliminary Prospectus Supplement or the accompanying prospectus. Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg email or another communication system. Schedule B-5 SCHEDULE C Issuer Free Writing Prospectuses The pricing supplement listed on Schedule B. Schedule C-1 EXHIBIT A List of Subsidiaries Exhibit A-1 Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation AGFC Capital Trust I Delaware American Health and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT of Puerto Rico, Inc. Puerto Rico Xxxxxxx Foursight Capital Automobile Receivables Trust 2021-1 Delaware Foursight Capital Automobile Receivables Trust 2021-2 Delaware Foursight Capital Automobile Receivables Trust 2022-1 Delaware Foursight Capital Automobile Receivables Trust 2022-2 Delaware Foursight Capital Automobile Receivables Trust 2023-1 Delaware Foursight Capital Automobile Receivables Trust 2023-2 Delaware Foursight Capital Automobile Receivables Trust 2024-1 Delaware Foursight Capital LLC Utah Foursight Funding LLC Delaware Foursight Funding II LLC Delaware Foursight Funding III LLC Delaware Foursight Funding IV LLC Delaware Foursight Receivables LLC Delaware Hxxxxxx River Funding, LLC Delaware Xxxxxx Hxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OMF Services, LLC Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial CC Transferor, LLC Delaware OneMain Financial Credit Card Trust Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware Exhibit A-2 Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Funding X, LLC Delaware OneMain Financial Funding XI, LLC Delaware OneMain Financial Funding XII, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial Issuance Trust 2024-1 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance Foundation, Inc. Indiana Springleaf Financial Asset Holdings, LLC Delaware Exhibit A-3 Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx Lxxxxxxx River Funding, LLC Delaware Xxxxxx Txxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation is a wholly-owned direct subsidiary of OneMain Holdings, Inc.
Appears in 2 contracts
Samples: Underwriting Agreement (OneMain Holdings, Inc.), Underwriting Agreement (Onemain Finance Corp)
Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement following paragraph is hereby updated to reflect the following changes: The total size added on page S-37 of the offering has increased from $400.0 million to $700.0 million. The additional proceeds from the offering will be used for general corporate purposes, which may include debt repurchases and repayments. As a result of the change in offering size, all information (including financial information) presented in the Preliminary Prospectus Supplement Supplement, after the eighth paragraph under the heading “Underwriting”: “It is deemed expected that delivery of the notes will be made, against payment of the notes, on or about August 18, 2015, which will be the sixth business day in the United States following the date of pricing of the notes. Under Rule 15c6-1 of the Exchange Act, purchases or sales of securities in the secondary market generally are required to have changed settle within three business days (this settlement cycle being referred to as “T+3”), unless the extent affected by parties to any such transaction expressly agree otherwise. Accordingly, purchasers of the changes described hereinnotes who wish to trade the notes on the date of this prospectus supplement or the next two succeeding business days, will be required, because the notes will initially settle within six business days (T+6) in the United States, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade on the date of this prospectus supplement or the next two succeeding business days should consult their own legal advisors.” The Issuer issuer has filed a registration statement (statement, including a prospectus and related Preliminary Prospectus Supplement for the offering) a prospectus supplement, with the U.S. Securities and Exchange Commission (the “SEC”) SEC for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus and prospectus supplement in that registration statement and the other documents the Issuer issuer has filed with the SEC for more complete information about the Issuer issuer and this offering. You may get these documents for free by visiting XXXXX EXXXX on the SEC’s SEC website at xxx.xxx.xxxwxx.xxx.xxx. Alternatively, the Issuerissuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request it them by contacting Citigroup Global Markets Inc. calling toll-free at (000) 000-0000 or HSBC Securities (USA) Inc. at (000) 000-0000. This communication should be read in conjunction with the Preliminary Prospectus Supplement and the accompanying prospectus. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such Preliminary Prospectus Supplement or the accompanying prospectusby emailing BofA Mxxxxxx Lxxxx at: dx.xxxxxxxxxx_xxxxxxxx@xxxx.xxx. Any disclaimers disclaimer or other notices notice that may appear below are is not applicable to this communication and should be disregarded. Such disclaimers disclaimer or other notices were notice was automatically generated as a result of this communication being sent via by Bloomberg email or another communication email system. SCHEDULE C Issuer Free Writing Prospectuses The pricing supplement listed on Schedule B. Schedule C-1 EXHIBIT A List of Subsidiaries Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation AGFC Capital Trust I Delaware American Health and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT of Puerto Rico, Inc. Puerto Rico Xxxxxxx River Funding, LLC Delaware Xxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware OneMain Financial Funding X, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance Foundation, Inc. Indiana Springleaf Financial Asset Holdings, LLC Delaware Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx River Funding, LLC Delaware Xxxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation is a wholly-owned direct subsidiary of OneMain Holdings, Inc..
Appears in 1 contract
Samples: Underwriting Agreement (Service Corporation International)
Changes from Preliminary Prospectus Supplement. The Preliminary Prospectus Supplement is hereby updated to reflect the following changes: The total size formula set forth in clause (1) under “Description of the offering has increased from $400.0 million to $700.0 million. The additional proceeds from the offering will be used for general corporate purposes, which may include debt repurchases and repayments. As a result of the change in offering size, all information (including financial information) presented Notes—Conversion Rights—Conversion Rate Adjustments” on page S-38 in the Preliminary Prospectus Supplement is deemed to have changed to hereby replaced with the extent affected by the changes described herein. The Issuer following formula: Bitdeer has filed a registration statement (including a prospectus and related the Preliminary Prospectus Supplement for dated August 15, 2024 and the offeringaccompanying prospectus dated April 2, 2024) with the U.S. Securities and Exchange Commission (the “SEC”) SEC for the offering to which this communication relates. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying prospectus in that registration statement and the other documents the Issuer Bitdeer has filed with the SEC for more complete information about Bitdeer and the Issuer and this offeringofferings. You may get these documents for free by visiting XXXXX on the SEC’s SEC website at xxx.xxx.xxx. Alternatively, copies of the IssuerPreliminary Prospectus Supplement and the accompanying prospectus may also be obtained from BTIG, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it LLC by contacting Citigroup Global Markets Inc. mail at 000 Xxxx Xxxxxx, 9th Floor, San Francisco, CA 94104, Attention: Syndicate Department, by phone at (000) 000-0000 or HSBC Securities (USA) Inc. by email at (000) 000-0000xxxxxxxxxxxxxxxxxx@xxxx.xxx. This communication should be read in conjunction with the Preliminary Prospectus Supplement dated August 15, 2024 and the accompanying prospectusprospectus dated April 2, 2024. The information in this communication supersedes the information in the Preliminary Prospectus Supplement and the accompanying prospectus to the extent it is inconsistent with the information in such the Preliminary Prospectus Supplement or and the accompanying prospectus. Any disclaimers Terms used but not defined herein have the meanings given in the Preliminary Prospectus Supplement. ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM. ANNEX I Lock-Up Agreement August 15, 2024 BTIG, LLC 000 Xxxx Xx, 9th Floor San Francisco, CA 94104 United States Re: Bitdeer Technologies Group - Lock-Up Agreement Ladies and Gentlemen: The undersigned understands that you, as the representative, propose to enter into an Underwriting Agreement on behalf of the several Underwriters named in Schedule I to such agreement (collectively, the “Underwriters”) with Bitdeer Technologies Group, a company incorporated under the laws of the Cayman Islands (the “Company”), providing for the offering (the “Offering”) of Convertible Senior Notes due 2029 (the “Notes”) of the Company. The Notes will be convertible into Class A ordinary shares, par value US$0.0000001 per share, of the Company (the “Class A ordinary shares”) pursuant to a Registration Statement on Form F-3 (File No. 333-278027) filed with the Securities and Exchange Commission (the “SEC”). The Class A ordinary shares, together with the Company’s Class V ordinary shares, are collectively referred to as “Shares.” In consideration of the agreement by the Underwriters to offer and sell the Notes, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees that, during the period specified in the following paragraph (the “Lock-Up Period”), the undersigned will not, directly or indirectly, offer, sell, contract to sell, pledge, grant any option to purchase, make any short sale or otherwise dispose of, or file (or participate in the filing of) a registration statement with the United States Securities and Exchange Commission (the “SEC”) in respect of, any Shares, or any options or warrants to purchase any Shares, or any securities convertible into, exchangeable for or that represent the right to receive Shares, whether now owned or hereinafter acquired, with respect to which the undersigned has beneficial ownership within the rules and regulations of the SEC (collectively the “Undersigned’s Securities”). The foregoing restriction is expressly agreed to preclude the undersigned from engaging in any hedging or other notices that may appear below are not applicable transaction which is designed to this communication and should or which reasonably could be disregardedexpected to lead to or result in a sale or disposition of the Undersigned’s Securities even if such Undersigned’s Securities would be disposed of by someone other than the undersigned. Such disclaimers prohibited hedging or other notices were automatically generated transactions would include without limitation any short sale or any purchase, swap or sale or grant of any right (including without limitation any put or call option) with respect to any of the Undersigned’s Securities or with respect to any security that includes or relates to or derives any significant part of its value from the Shares. The Lock-Up Period will commence on the date of this Lock-Up Agreement and continue for 45 days after the date of the final prospectus supplement (the “Public Offering Date”) used to sell the Notes pursuant to the Underwriting Agreement. Notwithstanding the foregoing, the undersigned may transfer the Undersigned’s Securities (i) in connection with the sale of the Undersigned’s Securities acquired in open market transactions or in the Offering or after the Public Offering Date, provided that no filing by any party under the United States Securities Exchange Act, as amended (the “Exchange Act”), shall be required or shall be voluntarily made in connection with such sale during the Lock- Up Period, (ii) by will or intestacy or otherwise transfer to immediate family members, trusts, family limited partnerships or an entity beneficially owned and controlled by the undersigned, or to a partner, member, shareholder or other equity holder of the undersigned or, if the undersigned is an investment fund or an investment fund manager, to any investment fund controlled or managed by the undersigned or managed by the same investment fund manager as the undersigned, in each case as part of a distribution without consideration by the undersigned, provided in each case that the transferee or transferees agree to be bound in writing by the restrictions set forth herein prior to such transfer, no filing by any party (transferor or transferee) under the Exchange Act shall be required or shall be voluntarily made in connection with such transfer and any such transfer shall not involve a disposition for value, (iii) as a result bona fide gift or gifts, provided that the donee or donees thereof agree to be bound in writing by the restrictions set forth herein, (iv) with the prior written consent of BTIG, LLC, (v) pursuant to an order of a court, provided that the recipients of such transfers agree to be bound in writing by the restrictions set forth herein, or (vi) pursuant to a written plan meeting the requirements of Rule 10b5-1 under the Exchange Act relating to the sale of securities of the Company (each, a “10b5-1 Plan”) in effect as of the date hereof. Also, this Agreement shall not apply to the establishment of a 10b5-1 Plan after the date hereof for the transfer of Shares, provided that (i) such plan does not provide for the transfer of Shares during the Lock-Up Period and (ii) to the extent a public announcement or filing under the Exchange Act, if any, is required of or voluntarily made by or on behalf of the undersigned or the Company regarding the establishment of such plan, such announcement or filing shall include a statement to the effect that no transfer of Shares may be made under such plan during the Lock-Up Period. For purposes of this communication being sent via Bloomberg email Lock-Up Agreement, “immediate family” shall mean any relationship by blood, marriage or another communication systemadoption, not more remote than first cousin. SCHEDULE C Issuer Free Writing Prospectuses Furthermore, the restrictions set forth in this Lock-Up Agreement will not apply to the sale or tender to the Company by the Undersigned of any Shares acquired by the exercise of any of the undersigned’s rights to acquire any Shares issued pursuant to the Company’s 2023 Share Incentive Plan, 2023 Performance Share Plan, or any other share option or similar equity incentive or compensation plan of the Company (collectively, the “Equity Incentive Grants”) or withholding by the Company of any such Shares for tax withholding purposes in connection with the vesting of Equity Incentive Grants that are subject to a taxable event upon vesting, provided that in each case, such plan is in effect as of the date of and disclosed in the prospectus supplement for the Offering, and provided further that any Shares issued upon exercise of such Equity Incentive Grants shall be subject to the restrictions set forth in this Lock-Up Agreement. The pricing supplement listed undersigned also agrees and consents to the entry of stop transfer instructions with the Company’s transfer agent and registrar against the transfer of the Undersigned’s Securities except in compliance with the foregoing restrictions. The undersigned understands that you and the Company are relying upon this Lock-Up Agreement in proceeding toward consummation of the Offering. The undersigned further understands that this Lock-Up Agreement is irrevocable and shall be binding upon the undersigned’s heirs, legal representatives, successors, and assigns. This Lock-Up Agreement shall lapse and become null and void if the Offering shall not have closed on Schedule B. Schedule C-1 EXHIBIT A List or before September 30, 2024. This Lock-Up Agreement shall be governed by, and construed in accordance with, the laws of Subsidiaries Subsidiaries the State of OneMain HoldingsNew York. The undersigned acknowledges and agrees that (i) the Underwriters have not provided any recommendation or investment advice nor solicited any action from the undersigned with respect to the Offering and (ii) the undersigned has consulted their own legal, Inc. * Jurisdiction accounting, financial, regulatory and tax advisors to the extent the undersigned has deemed appropriate. The undersigned further acknowledges and agrees that, although you may be required or choose to provide certain Regulation Best Interest and Form CRS disclosures to the undersigned in connection with the Offering, neither you nor any of Incorporation AGFC Capital Trust I Delaware American Health the other Underwriters are making a recommendation to the undersigned to enter into this Lock-Up Agreement, and Life Insurance Company Texas Chicago River Funding, LLC Delaware Columbia River Funding, LLC Delaware CommoLoCo, Inc. Puerto Rico CREDITHRIFT nothing set forth in such disclosures is intended to suggest that you or any of Puerto Rico, Inc. Puerto Rico Xxxxxxx River Funding, LLC Delaware Xxxxxx River Funding, LLC Delaware MorEquity, Inc. Nevada Mystic River Funding, LLC Delaware New River Funding, LLC Delaware New River Funding Trust Delaware OneMain Alliance, LLC Texas OneMain Assurance Services, LLC Texas OneMain Consumer Loan, Inc. Delaware OneMain Direct Auto Funding, LLC Delaware OneMain Direct Auto Receivables Trust 2018-1 Delaware OneMain Direct Auto Receivables Trust 2019-1 Delaware OneMain Direct Auto Receivables Trust 2021-1 Delaware OneMain Direct Auto Receivables Trust 2022-1 Delaware OneMain Direct Auto Receivables Trust 2023-1 Delaware OneMain Financial Auto Funding I, LLC Delaware OneMain Financial (HI), Inc. Hawaii OneMain Financial Funding III, LLC Delaware OneMain Financial Funding VII, LLC Delaware OneMain Financial Funding VIII, LLC Delaware OneMain Financial Funding IX, LLC Delaware OneMain Financial Funding X, LLC Delaware OneMain Financial Group, LLC Delaware OneMain Financial Holdings, LLC Delaware OneMain Financial Insurance Agency of Florida, LLC Florida OneMain Financial Insurance Agency of Washington, LLC Washington OneMain Financial Issuance Trust 2017-1 Delaware OneMain Financial Issuance Trust 2018-2 Delaware OneMain Financial Issuance Trust 2019-A Delaware OneMain Financial Issuance Trust 2019-2 Delaware OneMain Financial Issuance Trust 2020-1 Delaware OneMain Financial Issuance Trust 2020-2 Delaware OneMain Financial Issuance Trust 2021-1 Delaware OneMain Financial Issuance Trust 2022–S1 Delaware OneMain Financial Issuance Trust 2022-2 Delaware OneMain Financial Issuance Trust 2022-3 Delaware Subsidiaries of OneMain Holdings, Inc. * Jurisdiction of Incorporation OneMain Financial Issuance Trust 2023-1 Delaware OneMain Financial Issuance Trust 2023-2 Delaware OneMain Financial of Minnesota, Inc. Minnesota OneMain Financial, Inc. West Virginia OneMain Financial Term Funding I, LLC Delaware OneMain General Services Corporation Delaware OneMain Mortgage Services, Inc. Delaware OneMain Trim, LLC Delaware River Thames Funding, LLC Delaware Second Street Funding Corporation Delaware Seine River Funding, LLC Delaware Sixth Street Funding LLC Delaware SpringCastle Holdings, LLC Delaware Springleaf Acquisition Corporation Delaware Springleaf Asset Holding II, Inc. Delaware Springleaf Asset Holding, Inc. Delaware Springleaf Branch Holding Company Delaware Springleaf Consumer Loan Holding Company Delaware Springleaf Consumer Loan of Pennsylvania, Inc. Pennsylvania Springleaf Consumer Loan of West Virginia, Inc. West Virginia Springleaf Depositor LLC Delaware Springleaf Documentation Services, Inc. California Springleaf Finance Commercial Corp. Indiana Springleaf Finance Foundation, Inc. Indiana Springleaf Financial Asset Holdings, LLC Delaware Springleaf Financial Cash Services, Inc. Delaware Springleaf Financial Center Thrift Company California Springleaf Financial Funding Company Delaware Springleaf Financial Funding Company II Delaware Springleaf Financial Funding II Holding Company Delaware Springleaf Funding I, LLC Delaware Springleaf Funding II, LLC Delaware Springleaf Mortgage Holding Company Delaware Springleaf Properties, Inc. Indiana St. Xxxxxxxx River Funding, LLC Delaware Xxxxxx Xxxxx Funding, LLC Delaware Third Street Funding LLC Delaware Triton Insurance Company Texas Wilmington Finance, Inc. Delaware * OneMain Finance Corporation the other Underwriters is making such a wholly-owned direct subsidiary of OneMain Holdings, Inc.recommendation.
Appears in 1 contract
Samples: Underwriting Agreement (Bitdeer Technologies Group)