Item 1.01. Entry into a Material Definitive Agreement.
Underwriting Agreement
On
The Underwriting Agreement contains customary representations, warranties, covenants and closing conditions. It also provides for customary indemnification by each of the Company, the Selling Stockholders and the Underwriters against certain liabilities and customary contribution provisions in respect of those liabilities. The Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the terms of the Underwriting Agreement is qualified in its entirety by reference to such exhibit.
The offering and sale of the Shares were made pursuant to the Company's
effective automatic shelf registration statement (File No. 333-249937) and
related prospectus supplement filed with the
Certain of the Underwriters and their affiliates have engaged in, and may in the future engage in, investment banking and other commercial dealings in the ordinary course of business with the Company or its affiliates. They have received, or may in the future receive, customary fees and commissions for these transactions.
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 1.1 Underwriting Agreement, datedApril 29, 2021 , amongOneMain Holdings, Inc. ,OMH (ML), L.P. and V-OMH (ML) II, L.P., as selling stockholders, andBarclays Capital Inc. andCitigroup Global Markets Inc. , as representatives of the several underwriters named therein 5.1 Opinion ofSidley Austin LLP 23.1 Consent ofSidley Austin LLP (included as part of Exhibit 5.1 hereto). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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