New York, November 16, 2015 -- Moody's Investors Service downgraded the Corporate Family Rating
of OneMain Holdings, Inc. ("New OneMain";
formerly Springleaf Holdings, Inc.) and the senior unsecured
rating of Springleaf Finance Corporation to B3 from B2. The outlook
is Stable. Moody's also confirmed the B2 senior unsecured
rating of OneMain Financial Holdings, LLC ("OneMain Financial").
All ratings have a stable outlook. These actions conclude the rating
reviews initiated on March 3, 2015.
RATINGS RATIONALE
The downgrades of New OneMain and Springleaf Finance ratings to B3 from
B2 reflects the risk presented by New OneMain's acquisition of OneMain
Financial through significantly increased leverage, in combination
with integration complexity given the size of the acquisition.
Moody's confirmed OneMain Financial's B2 rating based on its
lower leverage compared to consolidated parent New OneMain, as well
as bond indenture covenants that limit shareholder distributions that
could otherwise weaken the firm's capital buffer. Moody's
expects that OneMain Financial will be more profitable than affiliate
Springleaf Finance. While a significant proportion of OneMain Financial's
earning assets is encumbered, which constrains its financial flexibility,
Moody's estimates that OneMain Financial has sufficient liquidity
for its operating and financing requirements, considering that is
has no material debt maturities until 2019.
New OneMain's effective leverage, measured as debt to tangible
common equity, exceeds 17x according to Moody's estimates.
The company's balance sheet leverage, measured as tangible
common equity to tangible managed assets, weakened substantially,
to between 4% and 5% upon the acquisition close from 21%
at September 30, 2015. Moody's does not anticipate
meaningful deleveraging during the first year following the close.
New OneMain's small tangible equity buffer indicates limited loss-absorption
capacity during the important period of integration. In Moody's
view, the integration risks presented by the business combination
could be disruptive to the combined company's operational stability until
the transition is completed.
Moody's also notes that the business combination, which has
brought together the two largest branch-based consumer-based
companies in the United States, will strengthen New OneMain's
franchise and also its long-term profitability, given that
OneMain Financial's per-branch profitability compares favorably
with Springleaf Finance's weaker earnings. The combined company
will have over 1,800 branches in 43 states, pro-forma
for the branch sales required by the US Department of Justice.
New OneMain's ratings could be upgraded if the company deleverages
to the levels commensurate with higher ratings, which would equate
to 6%-8% of tangible common equity to tangible managed
assets, and if integration of OneMain Financial is executed well.
The ratings could be downgraded as a result of weak performance,
for example if during the integration period the company incurs significant
unforeseen expenses, or if its liquidity meaningfully deteriorates.
Moody's expects that OneMain Financial's ratings will be closely
aligned with those of New OneMain's and therefore would likely be
upgraded or downgraded together with the ratings of New OneMain.
In addition, OneMain Financial's ratings could be downgraded
if its leverage increases substantially, if its profitability meaningfully
weakens, or if the structural protections afforded to it through
its debt indenture covenants were weakened and no longer provided the
credit protection they do today.
Today's actions include:
OneMain Holdings, Inc. (formerly Springleaf Holdings Inc.):
Corporate Family Rating: to B3 from B2
Senior Unsecured Shelf: to (P)Caa2 from (P)Caa1
Subordinated Shelf: to (P)Caa3 from (P)Caa2
Junior Subordinated Shelf: to (P)Ca from (P)Caa3
Outlook: to Stable from Under Review
Springleaf Finance Corporation:
LT Issuer: to B3 from B2
Senior Unsecured: to B3 from B2
Senior Unsecured MTN Program: to (P)B3 from (P)B2
Senior Unsecured Shelf: to (P)B3 from (P)B2
Subordinated Shelf: to (P)Caa1 from (P)B3
Junior Subordinated Shelf: to (P)Caa2 from (P)Caa1
Outlook: to Stable from Under Review
OneMain Financial Holdings, LLC:
Senior Unsecured: confirmed at B2
Corporate Family: withdrawn
Outlook: to Stable from Under Review
AGFC Capital Trust I
BACKED Pref. Stock: to Caa2(hyb) from Caa1(hyb)
Outlook: to Stable from Under Review
The principal methodology used in these ratings was Finance Companies
published in October 2015. Please see the Credit Policy page on
www.moodys.com for a copy of this methodology.
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides certain regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this rating action, and
whose ratings may change as a result of this rating action, the
associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
The below contact information is provided for information purposes only.
Please see the ratings tab of the issuer page at www.moodys.com,
for each of the ratings covered, Moody's disclosures on the
lead analyst and the Moody's legal entity that has issued the ratings.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Anna Sherbakova
Analyst
Financial Institutions Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Robert Young
MD - Financial Institutions
Financial Institutions Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's downgrades Springleaf Finance to B3, confirms OneMain Financial at B2