ALTA MESA HOLDINGS, LP, AND ALTA MESA FINANCE SERVICES CORP. PURCHASE AGREEMENTPurchase Agreement • December 5th, 2016 • Alta Mesa Holdings, LP • Crude petroleum & natural gas • New York
Alta Mesa Holdings, LP, a Texas limited partnership (the “Partnership”), and Alta Mesa Finance Services Corp., a Delaware corporation (“Finance Corp.” and together with the Partnership, the “Issuers”), propose to issue and sell to the several purchasers named in Schedule I hereto (the “Initial Purchasers”), for whom Wells Fargo Securities, LLC is acting as Representative (in such capacity, the “Representative”), $500,000,000 aggregate principal amount of their 7.875% Senior Notes due 2024 (the “Notes”), which will be unconditionally guaranteed on a senior unsecured basis, as to principal, premium, if any, and interest (the “Guarantees”) by the subsidiaries of the Partnership named in Schedule II hereto (each individually, a “Guarantor” and collectively, the “Guarantors”). The Notes will be issued pursuant to an Indenture (the “Indenture”) to be dated as of the Closing Date (as defined in Section 2) among the Issuers, the Guarantors and U.S. Bank National Association, as Trustee (the “T
