REGISTRATION RIGHTS AGREEMENT dated as of November 14, 2011 among WPX ENERGY, INC. and CITIGROUP GLOBAL MARKETS INC. BARCLAYS CAPITAL INC. J.P. MORGAN SECURITIES LLC on behalf of themselves and the Initial Purchasers listed on Schedule I heretoRegistration Rights Agreement • November 15th, 2011 • Williams Companies Inc • Natural gas transmission • New York
This Agreement is made pursuant to the Purchase Agreement dated as of November 7, 2011, among the Company, the Williams Companies, Inc. and Citigroup Global Markets Inc., Barclays Capital Inc. and J.P. Morgan Securities LLC, as representatives of the Initial Purchasers (the “Purchase Agreement”), which provides for the sale by the Company to the Initial Purchasers of $400,000,000 aggregate principal amount of its 5.250% Senior Notes due 2017 (the “2017 Notes”) and $1,100,000,000 aggregate principal amount of its 6.000% Senior Notes due 2022 (the “2022 Notes,” and together with the 2017 Notes, the “Securities” and each a “Series” of Securities.). The Securities are to be issued pursuant to the provisions of an Indenture dated the date hereof (as amended, supplemented or otherwise modified from time to time, the “Indenture”) by and among the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”).
