ADVANCE AUTO PARTS, INC.Underwriting Agreement • December 3rd, 2013 • Advance Auto Parts Inc • Retail-auto & home supply stores • New York
Advance Auto Parts, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $450,000,000 principal amount of its 4.500% Notes due December 1, 2023 (the “Notes”). The Notes will be guaranteed on an unsecured basis (the “Subsidiary Guarantees”, and together with the Notes, the “Securities”) by each of the Subsidiary Guarantors (as defined below). The Securities will be issued pursuant to an Indenture dated as of April 29, 2010 (the “Base Indenture”) between the Company, the Subsidiary Guarantors and Wells Fargo Bank, N.A., as trustee (the “Trustee”), as supplemented by the First Supplemental Indenture dated as of April 29, 2010 (the “First Supplemental Indenture”), the Second Supplemental Indenture dated as of May 27, 2011 (the “Second Supplemental Indenture”), the Third Supplemental Indenture dated as of January 17, 2012 (the
