0001567619-17-002447 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • December 8th, 2017 • OneMain Holdings, Inc. • Personal credit institutions • New York

Introductory. Springleaf Finance Corporation, an Indiana corporation (the “Company”), proposes to issue and sell to Goldman Sachs & Co. LLC (“GS”) 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 $875,000,000 aggregate principal amount of the Company’s 5.625% Senior Notes due 2023 (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. GS has agreed to act as the representative of the several Underwriters (the “Representative”) in connection with the offering and sale of the Securities.

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