Apollo Management VIII, L.P., along with some other funds managed by Apollo Global Management, LLC (NYSE:APO) and Värde Partners, Inc. entered into a definitive agreement to acquire 40.6% stake in OneMain Holdings, Inc. (NYSE : OMF) from Springleaf Financial Holdings, LLC for $1.4 billion on January 3, 2018. Under the terms of transaction, 54.9 million common shares of OneMain Holdings will be acquired at a price of $26 each. The transaction will be financed through the equity investments by buyer's limited partners. Upon completion of the transaction, the Apollo and Varde will own approximately 40.6% stake of OneMain Holdings. The size of Board of Directors of One Main will be increased to nine Directors. Three of existing directors namely Wesley R. Edens, Douglas L. Jacobs and Ronald M. Lott, will resign; Matthew R. Michelini, Peter B. Sinensky, Marc E. Becker, Aneek S. Mamik, Valerie Soranno Keating and Richard A. Smith will be appointed as members of the Board and Jay N. Levine will be appointed as Chairman of the Board.

The transaction is subject to the regulatory approval, any waiting period application to the share purchase under the HSR Act and other customary closing conditions. The transaction is expected to close in the second quarter of 2018. As of May 22, 2018, the transaction is expected to close on or after June 1, 2018. On January 29, 2018, the transaction got approved by Federal Trade Commission. The transaction has been approved upon the recommendation of a special committee of the Board of Directors of OneMain consisting solely of independent directors.

Joseph A. Coco, Peter D. Serating and Maxim O. Mayer-Cesiano of Skadden, Arps, Slate, Meagher & Flom LLP acted as the legal advisor, Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC acted as the financial advisors to OneMain Holdings, Inc. Davis Polk & Wardwell LLP acted as the legal advisor and PJT Partners, LP acted as the financial advisor to the special committee formed by OneMain Holdings. Perry Shwachman and Dan Clivner of Sidley Austin LLP acted as the legal advisor to Apollo Global Management, LLC and Varde. Barclays Capital Inc. and The Goldman Sachs Group, Inc. (NYSE:GS) acted as the financial advisors to Apollo Global Management, LLC and Värde Partners, Inc. Damien R. Zoubek, O. Keith Hallam III, Zachary A. Portnoy, Emily L. Willborn, Christopher K. Fargo, Kiran Sheffrin and Shawn M. Quinn of Cravath, Swaine & Moore LLP acted as the legal advisors and Citigroup Global Markets Inc. acted as the financial advisor to Fortress, the parent company of Springleaf Financial Holdings. Sarah Stasny, David Feirstein and Adele Maloney-Thomas of Kirkland & Ellis LLP acted as legal advisors to Varde Partners, Inc.