STORE CAPITAL LLC: M&A transaction — STORE Capital completes $32.25/share going-private merger with GIC and Oak Street

Mary B. Fedewa, Adam Gallistel, Jesse Hom, Michael Reiter, Daniel Santiago and Marc Zahr were appointed to the Board of Directors of Merger Sub

David Alexander McElyea – Executive Vice President - Data Analytics & Business Strategy

Mary B. Fedewa, Adam Gallistel, Jesse Hom, Michael Reiter, Daniel Santiago and Marc Zahr were appointed to the Board of Directors of Merger Sub

Mary B. Fedewa, Adam Gallistel, Jesse Hom, Michael Reiter, Daniel Santiago and Marc Zahr were appointed to the Board of Directors of Merger Sub

Mary B. Fedewa, Adam Gallistel, Jesse Hom, Michael Reiter, Daniel Santiago and Marc Zahr were appointed to the Board of Directors of Merger Sub

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

Craig A. Barnett – Executive Vice President – Underwriting & Portfolio Management

Lori Markson – Executive Vice President – Portfolio Operations

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

Mary B. Fedewa, Adam Gallistel, Jesse Hom, Michael Reiter, Daniel Santiago and Marc Zahr were appointed to the Board of Directors of Merger Sub

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

Mary B. Fedewa, Adam Gallistel, Jesse Hom, Michael Reiter, Daniel Santiago and Marc Zahr were appointed to the Board of Directors of Merger Sub

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

Mary B. Fedewa – President, Chief Executive Officer and Assistant Secretary

Tyler S. Maertz – Executive Vice President - Acquisitions

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

Ashley A. Dembowski – Senior Vice President – Corporate Controller & Chief Accounting Officer

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

Chad A. Freed – Executive Vice President – General Counsel, Chief Compliance Officer and Secretary

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

each of Jawad Ahsan, Joseph M. Donovan, David M. Edwards, Mary B. Fedewa, Morton H. Fleischer, William F. Hipp, Tawn Kelley, Catherine D. Rice and Quentin P. Smith, Jr. resigned from the Board of Directors of STORE

At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.

This Current Report on Form 8-K is being filed in connection with the completion on February 3, 2023 (the “ Closing Date ”) of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of September 15, 2022 (the “ Merger Agreement ”), by and among STORE Capital Corporation, a Maryland corporation (“ STORE ”), Ivory Parent, LLC, a Delaware limited liability company (“ Parent ”), and Ivory REIT, LLC, a Delaware limited liability company (“ Merger Sub ” and, together with Parent, the “ Parent Parties ”). The Parent Parties are affiliates of GIC, a global institutional investor, and Oak Street Real Estate Capital, a division of Blue Owl Capital, Inc. Pursuant to the Merger Agreement, on the Closing Date, STORE merged with and into Merger Sub (the “ Merger ”), with Merger Sub surviving (the “ Surviving Entity ”) as a subsidiary of Parent and Ivory SuNNNs LLC, an affiliate of GIC, and the separate existence of STORE ceased.

STORE repaid in full all indebtedness, liabilities and other obligations outstanding under, and terminated, (i) the Second Amended and Restated Credit Agreement, dated June 3, 2021, by and among STORE, as borrower, KeyBank, as administrative agent, and the other lenders and parties identified therein, which provided for a senior unsecured revolving credit facility of up to $600 million, with a sublimit of $200 million for swingline loans and $75 million for letters of credit

Fifth Supplemental Indenture In connection with the completion of the Merger, on the Closing Date, the Company, STORE and Wilmington Trust, National Association, a national banking association, as trustee (the “ Trustee ”), entered into the Supplemental Indenture No. 5 (the “ Fifth Supplemental Indenture ”) to the Indenture, dated as of March 15, 2018, between STORE and the Trustee, as supplemented by the Supplemental Indenture No. 1, dated as of March 15, 2018, the Supplemental Indenture No. 2, dated as of February 28, 2019, the Supplemental Indenture No. 3, dated as of November 18, 2020, and the Supplemental Indenture No. 4, dated as of November 17, 2021 (the base indenture, as so supplemented, the “ Indenture ”), pursuant to which the Company assumed STORE’s obligations under the Indenture and the following outstanding securities issued thereunder: (i) $350 million aggregate principal amount of 4.50% Senior Notes due 2028; (ii) $350 million aggregate principal amount of 4.625% Senio

and (ii) the Term Loan Agreement, dated as of April 28, 2022, by and among STORE, as borrower, KeyBank, as administrative agent, and the other lenders and parties identified therein, which provided for a senior unsecured term loan of $600 million.