UNDERWRITING AGREEMENTUnderwriting Agreement • December 2nd, 2014 • Springleaf Finance Corp • Personal credit institutions • New York
Introductory. Springleaf Finance Corporation, an Indiana corporation (the “Company”), proposes to issue and sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Citigroup Global Markets Inc. (“Citi”) and the other several Underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in Schedule A of $700,000,000 aggregate principal amount of the Company’s 5.25% Senior Notes due 2019 (the “Notes” and, together with the Guarantee (as defined below), the “Securities”). The Notes will be guaranteed (the “Guarantee”) by Springleaf Holdings, Inc., an Indiana corporation (the “Guarantor” or “Parent”), the indirect parent company of the Company. Merrill Lynch and Citi have agreed to act as the representatives of the several Underwriters (the “Representatives”) in connection with the offering and sale of the Securities.
