UNDERWRITING AGREEMENTUnderwriting Agreement • May 15th, 2017 • OneMain Holdings, Inc. • Personal credit institutions • New York
Introductory. Springleaf Finance Corporation, an Indiana corporation (the “Company”), proposes to issue and sell to Barclays Capital Inc. (“Barclays”) 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 $500,000,000 aggregate principal amount of the Company’s 6.125% Senior Notes due 2022 (the “Securities”). The Notes will be guaranteed (the “Guarantee”) by OneMain Holdings, Inc. (formerly Springleaf Holdings, Inc.), a Delaware corporation (the “Guarantor” or “Parent”), the indirect parent company of the Company. Barclays has agreed to act as the representative of the several Underwriters (the “Representative”) in connection with the offering and sale of the Securities.
ONEMAIN HOLDINGS, INC., As Guarantor THIRD SUPPLEMENTAL INDENTURE Dated as of May 15, 2017Third Supplemental Indenture • May 15th, 2017 • OneMain Holdings, Inc. • Personal credit institutions • New York
THIRD SUPPLEMENTAL INDENTURE, dated as of May 15, 2017 (this “Supplemental Indenture”), between Springleaf Finance Corporation, an Indiana corporation (the “Company”), OneMain Holdings, Inc. (formerly Springleaf Holdings, Inc.), a Delaware corporation (“OMH”), as a Guarantor and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”) under the base Indenture, dated as of December 3, 2014, between the Company, the Guarantor and the Trustee (as amended, supplemented or otherwise modified from time to time, the “Base Indenture” and, together with this Supplemental Indenture, the “Indenture”).
