RICE ENERGY INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 26th, 2015 • Rice Energy Inc. • Crude petroleum & natural gas • New York
Rice Energy Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Wells Fargo Securities, LLC, Barclays Capital Inc., Goldman, Sachs & Co., RBC Capital Markets, LLC, Citigroup Global Markets Inc., BMO Capital Markets Corp., Comerica Securities, Inc., Capital One Securities Inc., SunTrust Robinson Humphrey Inc. and Fifth Third Securities, Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated March 23, 2015 (the “Purchase Agreement”), $400,000,000 aggregate principal amount of its 7.25% Senior Notes due 2023 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantees”) by certain of the Issuer’s subsidiaries who are signatories hereto as guarantors (collectively, the “Guarantors” and together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an Indenture, dated as of March 26, 2015 (the “Indenture”), by and among the Issuer, the Guarantors named therein and Wells Fargo B
RICE ENERGY INC. PURCHASE AGREEMENTPurchase Agreement • March 26th, 2015 • Rice Energy Inc. • Crude petroleum & natural gas • New York
Rice Energy Inc., a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to Wells Fargo Securities, LLC (“Wells Fargo”) and the other several initial purchasers named in Schedule I hereto (the “Initial Purchasers”), for whom Wells Fargo is acting as representative (in such capacity, the “Representative”), $400,000,000 in aggregate principal amount of its 7.25% Senior Notes due 2023 (the “Notes”). The Notes will (i) have terms and provisions that are summarized in the Pricing Disclosure Package and Offering Memorandum (as defined below), and (ii) are to be issued pursuant to an Indenture (the “Indenture”) to be entered into among the Company, the Guarantors (as defined below) and Wells Fargo Bank, National Association, as trustee (the “Trustee”). The Company’s obligations under the Notes, including the due and punctual payment of interest on the Notes, will be fully and unconditionally guaranteed
