O’Reilly Automotive, Inc. Underwriting AgreementUnderwriting Agreement • January 14th, 2011 • O Reilly Automotive Inc • Retail-auto & home supply stores • New York
O’Reilly Automotive, Inc., a Missouri corporation (the “Company”), proposes, upon the terms and conditions set forth herein, to issue and sell $500,000,000 aggregate principal amount of its 4.875% Senior Notes due 2021 (the “Notes”) to the several underwriters named on Schedule I hereto (the “Underwriters”), for which Barclays Capital Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated are acting as representatives (the “Representatives”). The Notes will be issued pursuant to an Indenture dated as of January 14, 2011 (the “Indenture”) among the Company, the Guarantors (as defined below) and UMB Bank, N.A., as Trustee (the “Trustee”). The Company’s obligations under the Notes, including the due and punctual payment of interest on the Notes, will be irrevocably and unconditionally guaranteed on an unsecured senior basis (the “Guarantees”) by the guarantors listed in Schedule IV hereto (collectively, the “Guarantors”). As used herein, the term “Notes” shall include the Guarantees,
O’REILLY AUTOMOTIVE, INC. as Issuer, EACH OF THE SUBSIDIARY GUARANTORS FROM TIME TO TIME PARTY HERETO as Subsidiary Guarantors UMB BANK, N.A. as Trustee INDENTURE Dated as of January 14, 2011 4.875% SENIOR NOTES DUE 2021Indenture • January 14th, 2011 • O Reilly Automotive Inc • Retail-auto & home supply stores • New York
INDENTURE dated as of January 14, 2011, among O’REILLY AUTOMOTIVE, INC., a Missouri corporation, THE SUBSIDIARY GUARANTORS (as defined below) and UMB BANK, N.A., as trustee.
CREDIT AGREEMENT Dated as of January 14, 2011 among O’REILLY AUTOMOTIVE, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender L/C Issuer and a Lender, and The Other Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER...Credit Agreement • January 14th, 2011 • O Reilly Automotive Inc • Retail-auto & home supply stores • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of January 14, 2011, among O’REILLY AUTOMOTIVE, INC., a Missouri corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
