1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC. Purchase AgreementPurchase Agreement • August 8th, 2024 • Restaurant Brands International Inc. • Retail-eating places • New York
1011778 B.C. Unlimited Liability Company, an unlimited liability company organized under the laws of British Columbia (the “Company”), and New Red Finance, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (the “Co-Issuer” and, together with the Company, the “Issuers” and each, individually, an “Issuer”), propose, subject to the terms and conditions stated herein, to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $1,200,000,000 aggregate principal amount of their 6.125% First Lien Senior Secured Notes due 2029 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of the Closing Date (as defined in Section 2 hereof) (the “Indenture”) among the Issuers, certain subsidiaries of Restaurant Brands International Limited Partnership (the “Partnership”) listed on Schedule 2 hereto (the “Guarantors”) and Wi
