Common use of Resources Corporation Clause in Contracts

Resources Corporation. Guarantors The Notes will be jointly and severally guaranteed by all the Issuer’s current subsidiaries and by any future restricted subsidiaries that guarantee the Issuer’s indebtedness under a credit facility. Title of Securities 6.75% Senior Notes due 2025 (the “Notes”) Aggregate Principal Amount $200,000,000 The Notes offered hereby will be part of the same series of notes as the 6.75% Senior Notes due 2025 issued and sold by Halcón Resources Corporation on February 9, 2017, of which $425,005,000 aggregate principal amount is currently outstanding. Upon issuance of the Notes offered hereby, the aggregate principal amount of the Notes outstanding will be $625,005,000. Distribution 144A / Regulation S with registration rights as described in the Preliminary Offering Memorandum Maturity Date February 15, 2025 Issue Price 103%, plus accrued interest, if any, from February 15, 2018 Coupon 6.75% Yield to Worst 6.046% Spread to Treasury 348 basis points Benchmark Treasury UST 2.00% due February 15, 2023 Interest Payment Dates February 15 and August 15 of each year Record Dates February 1 and August 1 Trade Date February 7, 2018 Settlement Date February 15, 2018 (T+6) It is expected that delivery of the Notes will be made against payment therefor on or about February 15, 2018, which is the sixth business day following the date hereof (such settlement cycle being referred to as “T+6”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the date of pricing or the next succeeding three business days will be required, by virtue of the fact that the notes initially will settle in T+6, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement. Purchasers of the Notes who wish to trade the Notes on the date of pricing or the next three succeeding business days should consult their own advisors. Optional Redemption On or after February 15, 2020, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the Notes redeemed during the twelve-month period indicated beginning on February 15 of the years indicated below: Year Price 2020 105.063 % 2021 103.375 % 2022 101.688 % 2023 and thereafter 100.000 % Make-Whole Redemption Make-whole redemption at Treasury Rate + 50 basis points prior to February 15, 2020 Change of Control 101% plus accrued and unpaid interest Concurrent Equity Offering On February 6, 2018, the Issuer priced its public offering of 8,000,000 shares of its common stock, par value $0.0001 per share, for anticipated proceeds of approximately $52.5 million, net of underwriters’ fees and estimated expenses, or $6.90 per share of common stock. The underwriters have an option for 30 days to purchase from the Issuer up to an additional 1,200,000 shares of its common stock. This offering is not conditioned upon the closing of such concurrent common stock offering. This Pricing Supplement shall not be deemed to be an offer to sell or a solicitation of an offer to buy the securities offered in such concurrent common stock offering. Use of Proceeds The Issuer estimates the net proceeds of this offering will be approximately $202.6 million after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Issuer. The Issuer intends to use the net proceeds from this offering, together with the net proceeds from the concurrent common stock offering, to fund the cash consideration for the acquisition of the West Quito Draw Properties and for general corporate purposes, including to fund its 2018 drilling program. If the acquisition of the West Quito Draw Properties does not close, the Issuer will use the net proceeds from this offering, together with the net proceeds from the concurrent stock offering, for general corporate purposes, including funding working capital, capital expenditures or acquisitions. CUSIP and ISIN Rule 144A CUSIP: 40537Q AQ3 Regulation S CUSIP: U4057P AK1 Rule 144A ISIN: US40537QAQ38 Regulation S ISIN: USU4057PAK13 Ratings* Denominations Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof Joint Bookrunners X.X. Xxxxxx Securities LLC BMO Capital Markets Corp. Xxxxxxx Xxxxx & Co. LLC Xxxxx Fargo Securities, LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Natixis Securities Americas LLC RBC Capital Markets, LLC * A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

Resources Corporation. Guarantors The Notes notes will be jointly and severally guaranteed on a senior unsecured basis by all the Issuer’s current wholly owned subsidiaries and by any future restricted subsidiaries that guarantee the Issuer’s indebtedness under a credit facility. Title of Securities 6.759.75% Senior Notes due 2025 2020 (the “Notes”) Aggregate Principal Amount $200,000,000 The Notes offered hereby will be part of the same series of notes as the 6.75% Senior Notes due 2025 issued and sold by Halcón Resources Corporation on February 9, 2017, of which $425,005,000 aggregate principal amount is currently outstanding. Upon issuance of the Notes offered hereby, the aggregate principal amount of the Notes outstanding will be $625,005,000. 400,000,000 Distribution 144A / Regulation S with registration rights as described in the Preliminary Offering Memorandum Registration Rights Maturity Date February July 15, 2025 2020 Issue Price 103102.750%, plus accrued interest, if any, from February July 15, 2018 2013 Coupon 6.759.75% Yield to Worst 6.0468.99% Spread to Treasury 348 basis points Benchmark Treasury UST 2.00% due February 15, 2023 Interest Payment Dates February January 15 and August July 15 of each year year, beginning on January 15, 2014 Record Dates February January 1 and August July 1 of each year Trade Date February 7December 16, 2018 2013 Settlement Date February 15December 19, 2018 2013 (T+6T+3) It is expected that delivery of the Notes will be made against payment therefor on or about February 15, 2018, which is the sixth business day following the date hereof (such settlement cycle being referred to as “T+6”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the date of pricing or the next succeeding three business days will be required, by virtue of the fact that the notes initially will settle in T+6, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement. Purchasers of the Notes who wish to trade the Notes on the date of pricing or the next three succeeding business days should consult their own advisors. Optional Redemption On or after February July 15, 20202016, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the Notes redeemed during the twelve-month period indicated beginning on February Julyt 15 of the years indicated below: Year Price 2020 105.063 2016 104.875 % 2021 103.375 2017 102.438 % 2022 101.688 % 2023 2018 and thereafter 100.000 % Make-Whole Redemption Make-whole redemption at Treasury Rate + 50 basis points prior to February July 15, 2020 2016 Equity Clawback Up to 35% at 109.750% prior to July 15, 2015 Change of Control 101% plus accrued and unpaid interest Concurrent Equity Offering On February 6(following a Rating Decline) Book-Running Managers Barclays Capital Inc. Xxxxx Fargo Securities, 2018, the Issuer priced its public offering of 8,000,000 shares of its common stock, par value $0.0001 per share, for anticipated proceeds of approximately $52.5 million, net of underwriters’ fees and estimated expenses, or $6.90 per share of common stock. The underwriters have an option for 30 days to purchase from the Issuer up to an additional 1,200,000 shares of its common stock. This offering is not conditioned upon the closing of such concurrent common stock offering. This Pricing Supplement shall not be deemed to be an offer to sell or a solicitation of an offer to buy the securities offered in such concurrent common stock offering. Use of Proceeds The Issuer estimates the net proceeds of this offering will be approximately $202.6 million after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Issuer. The Issuer intends to use the net proceeds from this offering, together with the net proceeds from the concurrent common stock offering, to fund the cash consideration for the acquisition of the West Quito Draw Properties and for general corporate purposes, including to fund its 2018 drilling program. If the acquisition of the West Quito Draw Properties does not close, the Issuer will use the net proceeds from this offering, together with the net proceeds from the concurrent stock offering, for general corporate purposes, including funding working capital, capital expenditures or acquisitions. LLC CUSIP and ISIN Numbers Rule 144A CUSIP144A: 40537Q AQ3 AG5 Regulation S CUSIPS: U4057P AK1 AE5 ISIN Numbers Rule 144A ISIN144A: US40537QAQ38 US40537QAG55 Regulation S ISINS: USU4057PAK13 Ratings* USU4057PAE52 Denominations Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof Joint Bookrunners X.X. Xxxxxx Securities LLC BMO Capital Markets Corp. Xxxxxxx Xxxxx & Co. LLC Xxxxx Fargo Securities, LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Natixis Securities Americas LLC RBC Capital Markets, LLC * A securities rating All information (including financial information) presented in the Preliminary Offering Memorandum is not a recommendation deemed to buy, sell or hold securities and may be subject have changed to revision or withdrawal at any timethe extent affected by the changes described herein.

Resources Corporation. Guarantors The Notes notes will be jointly and severally guaranteed on a senior unsecured basis by all the Issuer’s current subsidiaries and by any future restricted subsidiaries that guarantee the Issuer’s indebtedness under a credit facility. Title of Securities 6.758 7/8% Senior Notes due 2025 2021 (the “Notes”) Aggregate Principal Amount $200,000,000 The Notes offered hereby will be part of the same series of notes as the 6.75% Senior Notes due 2025 issued and sold by Halcón Resources Corporation on February 9, 2017, of which $425,005,000 aggregate principal amount is currently outstanding. Upon issuance of the Notes offered hereby, the aggregate principal amount of the Notes outstanding will be $625,005,000. 750,000,000 Distribution 144A / Regulation S with registration rights as described in the Preliminary Offering Memorandum Registration Rights Maturity Date February May 15, 2025 2021 Issue Price 103%, plus accrued interest, if any, from February 15, 2018 99.247% Coupon 6.758.875% Yield to Worst 6.046Maturity 9.000% Spread to Treasury 348 basis points Benchmark Treasury UST 2.00% due February 15, 2023 Interest Payment Dates February May 15 and August November 15 of each year year, beginning on May 15, 2013 Record Dates February May 1 and August November 1 of each year Trade Date February 7October 23, 2018 2012 Settlement Date February 15November 6, 2018 2012 (T+6T+10) It is expected We expect that delivery of the Notes will be made against payment therefor on or about February 15, 2018, which is the sixth tenth business day following the date hereof of confirmation of orders with respect to the Notes (such this settlement cycle being referred to as “T+6T+10”). Under Rule 15c6-1 of the Commission under the Securities Exchange Act of 1934, as amendedAct, trades in the secondary market generally are required to settle in two three business days days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the trade date of pricing or the next succeeding three business following six trading days will be required, by virtue of the fact that the notes Notes initially will settle in T+6T+10, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes on the date of pricing or the next three succeeding business days before their delivery should consult their own advisorsadvisor. Optional Redemption On or after February November 15, 20202016, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the Notes redeemed during the twelve-month period indicated beginning on February November 15 of the years indicated below: Year Price 2020 105.063 2016 104.438% 2021 103.375 2017 102.219% 2022 101.688 % 2023 2018 and thereafter 100.000 100.000% Equity Clawback Up to 35% at 108.875% prior to November 15, 2015 Make-Whole Redemption Make-whole redemption at Treasury Rate + 50 basis points prior to February November 15, 2020 2016 Change of Control Put 101% plus accrued and unpaid interest Concurrent Equity Offering On February 6(following a Rating Decline) Joint Book-Running Managers Xxxxx Fargo Securities, 2018, the Issuer priced its public offering of 8,000,000 shares of its common stock, par value $0.0001 per share, for anticipated proceeds of approximately $52.5 million, net of underwriters’ fees and estimated expenses, or $6.90 per share of common stock. The underwriters have an option for 30 days to purchase from the Issuer up to an additional 1,200,000 shares of its common stock. This offering is not conditioned upon the closing of such concurrent common stock offering. This Pricing Supplement shall not be deemed to be an offer to sell or a solicitation of an offer to buy the securities offered in such concurrent common stock offering. Use of Proceeds The Issuer estimates the net proceeds of this offering will be approximately $202.6 million after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Issuer. The Issuer intends to use the net proceeds from this offering, together with the net proceeds from the concurrent common stock offering, to fund the cash consideration for the acquisition of the West Quito Draw Properties and for general corporate purposes, including to fund its 2018 drilling program. If the acquisition of the West Quito Draw Properties does not close, the Issuer will use the net proceeds from this offering, together with the net proceeds from the concurrent stock offering, for general corporate purposes, including funding working capital, capital expenditures or acquisitions. CUSIP and ISIN Rule 144A CUSIP: 40537Q AQ3 Regulation S CUSIP: U4057P AK1 Rule 144A ISIN: US40537QAQ38 Regulation S ISIN: USU4057PAK13 Ratings* Denominations Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof Joint Bookrunners LLC X.X. Xxxxxx Securities LLC Barclays Capital Inc. Xxxxxxx, Xxxxx & Co. Co-Managers BMO Capital Markets Corp. Xxxxxxx Xxxxx & Co. LLC Xxxxx Fargo SecuritiesCapital One Southcoast, Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Natixis Securities Americas LLC RBC Capital Markets, LLC * A securities rating RBS Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. Comerica Securities, Inc. Deutsche Bank Securities Inc. ING Financial Markets LLC KeyBanc Capital Markets Inc. Scotia Capital (USA) Inc. CUSIP Numbers Rule 144A: 40537Q AC4 Regulation S: U4057P AB1 ISIN Numbers Rule 144A: US40537QAC42 Regulation S: USU4057PAB14 Denominations Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof All information (including financial information) presented in the Preliminary Offering Memorandum is not a recommendation deemed to buy, sell or hold securities and may be subject have changed to revision or withdrawal at any timethe extent affected by the changes described herein.

Resources Corporation. Guarantors The Notes notes will be jointly and severally guaranteed on a senior unsecured basis by all the Issuer’s current subsidiaries and by any future restricted subsidiaries that guarantee the Issuer’s indebtedness under a credit facility. Title of Securities 6.759.75% Senior Notes due 2025 2020 (the “Notes”) Aggregate Principal Amount $200,000,000 The Notes offered hereby will be part of the same series of notes as the 6.75% Senior Notes due 2025 issued and sold by Halcón Resources Corporation on February 9, 2017, of which $425,005,000 aggregate principal amount is currently outstanding. Upon issuance of the Notes offered hereby, the aggregate principal amount of the Notes outstanding will be $625,005,000. 750,000,000 Distribution 144A / Regulation S with registration rights as described in the Preliminary Offering Memorandum Registration Rights Maturity Date February July 15, 2025 2020 Issue Price 103%, plus accrued interest, if any, from February 15, 2018 98.646% Coupon 6.759.75% Yield to Worst 6.046Maturity 10.00% Spread to Treasury 348 basis points Benchmark Treasury UST 2.00% due February 15, 2023 Interest Payment Dates February January 15 and August July 15 of each year year, beginning on January 15, 2013 Record Dates February January 1 and August July 1 of each year Ratings* B3 (Xxxxx’x) / CCC+ (S&P) Trade Date February 7June 29, 2018 2012 Settlement Date February 15July 16, 2018 2012 (T+6T+10) It is expected We expect that delivery of the Notes will be made against payment therefor on or about February 15, 2018, which is the sixth 10th business day following the date hereof of confirmation of orders with respect to the Notes (such this settlement cycle being referred to as “T+6T+10”). Under Rule 15c6-1 of the Commission under the Securities Exchange Act of 1934, as amendedAct, trades in the secondary market generally are required to settle in two three business days days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the trade date of pricing or the next succeeding three business following six trading days will be required, by virtue of the fact that the notes Notes initially will settle in T+6T+10, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes on the date of pricing or the next three succeeding business days before their delivery should consult their own advisorsadvisor. Optional Redemption On or after February July 15, 20202016, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the Notes redeemed during the twelve-month period indicated beginning on February July 15 of the years indicated below: Year Price 2020 105.063 2016 104.875 % 2021 103.375 2017 102.438 % 2022 101.688 % 2023 2018 and thereafter 100.000 % Equity Clawback Up to 35% at 109.750% prior to July 15, 2015 Make-Whole Redemption Make-whole redemption at Treasury Rate + 50 basis points prior to February July 15, 2020 2016 Change of Control Put 101% plus accrued and unpaid interest Concurrent Equity Offering On February 6(following a Rating Decline) Joint Book-Running Managers Barclays Capital Inc. Xxxxxxx, 2018Sachs & Co. X.X. Xxxxxx Securities LLC Xxxxx Fargo Securities, the Issuer priced its public offering of 8,000,000 shares of its common stockLLC BMO Capital Markets Corp. RBC Capital Markets, par value $0.0001 per shareLLC Co-Managers Capital One Southcoast, for anticipated proceeds of approximately $52.5 millionInc. SunTrust Xxxxxxxx Xxxxxxxx, net of underwriters’ fees and estimated expensesInc. Global Hunter Securities, or $6.90 per share of common stock. The underwriters have an option for 30 days to purchase from the Issuer up to an additional 1,200,000 shares of its common stock. This offering is not conditioned upon the closing of such concurrent common stock offering. This Pricing Supplement shall not be deemed to be an offer to sell or a solicitation of an offer to buy the securities offered in such concurrent common stock offering. Use of Proceeds The Issuer estimates the net proceeds of this offering will be approximately $202.6 million after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Issuer. The Issuer intends to use the net proceeds from this offering, together with the net proceeds from the concurrent common stock offering, to fund the cash consideration for the acquisition of the West Quito Draw Properties and for general corporate purposes, including to fund its 2018 drilling program. If the acquisition of the West Quito Draw Properties does not close, the Issuer will use the net proceeds from this offering, together with the net proceeds from the concurrent stock offering, for general corporate purposes, including funding working capital, capital expenditures or acquisitions. LLC CUSIP and ISIN Numbers Rule 144A CUSIP144A: 40537Q AQ3 AA8 Regulation S CUSIPS: U4057P AK1 AA3 ISIN Numbers Rule 144A ISIN144A: US40537QAQ38 US40537QAA85 Regulation S ISINS: USU4057PAK13 Ratings* USU4057PAA31 Denominations Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof Joint Bookrunners X.X. Xxxxxx Securities LLC BMO Capital Markets Corp. Xxxxxxx Xxxxx & Co. LLC Xxxxx Fargo Securities, LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Natixis Securities Americas LLC RBC Capital Markets, LLC * *Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

Resources Corporation. Guarantors The Notes notes will be jointly and severally guaranteed by all the Issuer’s current restricted subsidiaries and by any future restricted subsidiaries that guarantee the Issuer’s indebtedness under a credit facility. Title of Securities 6.75% Senior Notes due 2025 (the “Notes”) Aggregate Principal Amount $200,000,000 The Notes 850,000,000 Use of Proceeds We estimate the net proceeds of this offering will be approximately $835.1 million after deducting the initial purchasers’ discounts and commissions and excluding accrued interest. We intend to use the net proceeds from the sale of the notes offered hereby will be part to purchase any and all of the same series of notes as the 6.75our outstanding 8.625% Senior Secured Notes due 2025 issued 2020 (“2020 notes”) tendered in the tender offer, to redeem any 2020 notes that are not tendered and sold by Halcón Resources Corporation on February 9to pay fees, 2017premiums and expenses and accrued and unpaid interest related to the tender offer or redemption, of which $425,005,000 aggregate principal amount is currently outstanding. Upon issuance of the Notes offered hereby, the aggregate principal amount of the Notes outstanding will be $625,005,000and for general corporate purposes. Distribution 144A / Regulation S with registration rights as described in the Preliminary Offering Memorandum Maturity Date February 15, 2025 Issue Price 103100%, plus accrued interest, if any, from February 1516, 2018 2017 Coupon 6.75% Yield to Worst 6.046Maturity 6.75% Spread to Treasury 348 +445 basis points Benchmark Treasury UST 2.002.0% due February 15, 2023 2025 Interest Payment Dates February 15 and August 15 of each year year, beginning on August 15, 2017 Record Dates February 1 and August 1 of each year Trade Date February 79, 2018 2017 Settlement Date February 1516, 2018 2017 (T+6T+5) It is expected that delivery of the Notes will be made against payment therefor on or about February 1516, 20182017, which is the sixth fifth business day following the date hereof (such settlement cycle being referred to as “T+6”‘‘T+5’’). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two three business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the date of pricing or the next succeeding three business days day will be required, by virtue of the fact that the notes initially will settle in T+6T+ 5, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement. Purchasers of the Notes who wish to trade the Notes on the date of pricing or the next three succeeding business days should consult their own advisors. Optional Redemption On or after February 15, 2020, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the Notes redeemed during the twelve-month period indicated beginning on February 15 of the years indicated below: Year Price 2020 105.063 % 2021 103.375 % 2022 101.688 % 2023 and thereafter 100.000 % Make-Whole Redemption Make-whole redemption at Treasury Rate + 50 basis points prior to February 15, 2020 Equity Clawback Up to 35% at 106.75% plus accrued and unpaid interest prior to February 15, 2020 Change of Control 101% plus accrued and unpaid interest Concurrent Equity Offering On February 6, 2018, the Issuer priced its public offering of 8,000,000 shares of its common stock, par value $0.0001 per share, for anticipated proceeds of approximately $52.5 million, net of underwriters’ fees and estimated expenses, or $6.90 per share of common stock. The underwriters have an option for 30 days to purchase from the Issuer up to an additional 1,200,000 shares of its common stock. This offering is not conditioned upon the closing of such concurrent common stock offering. This Pricing Supplement shall not be deemed to be an offer to sell or (following a solicitation of an offer to buy the securities offered in such concurrent common stock offering. Use of Proceeds The Issuer estimates the net proceeds of this offering will be approximately $202.6 million after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Issuer. The Issuer intends to use the net proceeds from this offering, together with the net proceeds from the concurrent common stock offering, to fund the cash consideration for the acquisition of the West Quito Draw Properties and for general corporate purposes, including to fund its 2018 drilling program. If the acquisition of the West Quito Draw Properties does not close, the Issuer will use the net proceeds from this offering, together with the net proceeds from the concurrent stock offering, for general corporate purposes, including funding working capital, capital expenditures or acquisitions. Rating Decline) CUSIP and ISIN Numbers Rule 144A CUSIP: 40537Q AQ3 AN0 Regulation S CUSIP: U4057P AK1 AJ4 Rule 144A ISIN: US40537QAQ38 US40537QAN07 Regulation S ISIN: USU4057PAK13 USU4057PAJ40 Ratings* Xxxxx’x: Caa1 S&P: B- Denominations Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof Joint Bookrunners Book-Running Mangers X.X. Xxxxxx Securities LLC BMO Capital Markets Corp. Xxxxxxx Xxxxx & Co. LLC Xxxxx Fargo Securities, LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Natixis Securities Americas LLC Barclays Capital Inc. BMO Capital Markets Corp. Xxxxxxx, Sachs & Co. RBC Capital Markets, LLC * Xxxxx Fargo Securities, LLC Senior Co-Managers Capital One Securities, Inc. Credit Suisse Securities (USA) LLC Natixis Securities Americas LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. Co-Managers BNP Paribas Securities Corp. Comerica Securities, Inc. ING Financial Markets LLC This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these Notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed in the United States solely to Qualified Institutional Buyers, as defined in Rule 144A under the Securities Act, and outside the United States solely to Non-U.S. persons as defined under Regulation S. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. *A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.