AMENDMENT NO. 1 TO
STOCK PURCHASE AGREEMENT
This AMENDMENT NO. 1 (this “Amendment”) to that certain Stock Purchase Agreement, dated as of March 7, 2019 (the “Agreement”), by and between Brickell Insurance Holdings LLC, a Delaware limited liability company, as buyer (“Buyer”), and Springleaf Finance Corporation, an Indiana corporation, as seller (“Seller”), is made and entered into by and between Buyer and Seller (collectively, the “Parties”) as of November 29, 2019. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
WHEREAS, the Agreement requires that Buyer prepare, assemble and file with the Texas Department of Insurance an application seeking the approval of the Texas Department of Insurance of Buyer’s acquisition of control of the Company;
WHEREAS, Buyer filed such application with the Texas Department of Insurance on April 12, 2019;
WHEREAS, the Texas Department of Insurance has indicated that its review of the application remains ongoing;
WHEREAS, the End Date was extended by the Buyer on September 19, 2019 to November 29, 2019; and
WHEREAS, given the ongoing review of the application by the Texas Department of Insurance, the Parties desire to amend the Agreement in the manner set forth below.
NOW, THEREFORE, in consideration of the premises and the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:
Section 1. The Closing and Effective Time. Section 2(c) of the Agreement is hereby replaced in its entirety with the following:
(c) The Closing and Effective Time. Unless this Agreement shall have been terminated pursuant to Section 10, and subject to the satisfaction or waiver of each of the conditions set forth in Section 7, the closing of the transactions contemplated by this Agreement (the “Closing”) shall take place commencing at 11:00 a.m. Central Time on (i) the last Business Day of the month in which all the conditions set forth in Section 7 have been satisfied or waived (other than those conditions that by their terms are to be satisfied at the Closing, but subject to the