Common use of Terms Applicable to the Notes Clause in Contracts

Terms Applicable to the Notes. Issuers: 1011778 B.C. Unlimited Liability Company and New Red Finance, Inc. Security description: 4.250% First Lien Senior Secured Notes due 2024 Distribution: 144A/Regulation S without registration rights Aggregate principal amount offered: $1,500,000,000, which represents an increase of $500,000,000 from the offering size in the Preliminary Offering Memorandum. Gross proceeds: $1,500,000,000 Maturity: May 15, 2024 Coupon: 4.250% Issue price: 100.000% Yield to maturity: 4.251% Spread to Benchmark Treasury: +213 bps Benchmark Treasury: UST 2.00% due April 30, 2024 Interest payment dates: January 15 and July 15, commencing July 15, 2017 Equity clawback: Up to 40% at 104.250% prior to May 15, 2020 Optional redemption: Make-whole call @ T+50 prior to May 15, 2020 then on or after May 15 of the years set forth below: 2020 102.125% 2021 101.063% 2022 and thereafter 100.000% Change of control: Putable at 101% of principal plus accrued and unpaid interest Trade date: May 3, 2017 Settlement: We expect that the notes will be delivered to investors in book-entry form through The Depository Trust Company on or about May 17, 2017, which will be ten (10) business days following the date of pricing of the notes (this settlement cycle is being referred to as “T + 10”). Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondary market are required to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date hereof or on the next six succeeding business days will be required to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to make such trades should consult their own advisors. CUSIP: 144A: 68245X AC3 Reg S: C6900P AC3 ISIN: 144A: US68245XAC39 Reg S: USC6900PAC35 Denominations/Multiple: 2,000 x 1,000 Ratings*: Ba3 / B+ Joint Booking-Running Managers: ▇.▇. ▇▇▇▇▇▇ Securities LLC ▇▇▇▇▇ Fargo Securities, LLC ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC RBC Capital Markets, LLC ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated Co-Managers: Rabo Securities USA, Inc. HSBC Securities (USA) Inc. Fifth Third Securities, Inc. __________________ *A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. In connection with offers and sales of Securities outside the United States:

Terms Applicable to the Notes. IssuersIssuer: 1011778 B.C. Unlimited Liability Company and New Red FinancePaychex, Inc. Security descriptionTrade Date: 4.250% First Lien Senior Secured Notes due 2024 DistributionApril 8, 2025 Settlement Date: 144A/Regulation S without registration rights Aggregate principal amount offered: $1,500,000,000April 10, which represents an increase of $500,000,000 from the offering size in the Preliminary Offering Memorandum. Gross proceeds: $1,500,000,000 Maturity: May 15, 2024 Coupon: 4.250% Issue price: 100.000% Yield to maturity: 4.251% Spread to Benchmark Treasury: +213 bps Benchmark Treasury: UST 2.00% due April 30, 2024 Interest payment dates: January 15 and July 15, commencing July 15, 2017 Equity clawback: Up to 40% at 104.250% prior to May 15, 2020 Optional redemption: Make-whole call @ T+50 prior to May 15, 2020 then on or after May 15 of the years set forth below: 2020 102.125% 2021 101.063% 2022 and thereafter 100.000% Change of control: Putable at 101% of principal plus accrued and unpaid interest Trade date: May 3, 2017 Settlement: 2025 (T+2) We expect that delivery of the notes will be delivered to investors in book-entry form through The Depository Trust Company made against payment therefor on or about May 17, 2017, which will be ten (10) the second business days day following the date of pricing of the notes (this settlement cycle is being referred to as “T + 10T+ 2”). Under Rule 15c6-1 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)amended, trades in the secondary market generally are required to settle in three one business daysday, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the any date hereof or on the next six succeeding prior to one business days day before delivery will be required required, by virtue of the fact that the notes initially will settle in T+2, to specify an alternative alternate settlement cycle arrangements at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to make such trades settlement and should consult their own advisorsadvisers. CUSIP: 144A: 68245X AC3 Reg S: C6900P AC3 ISIN: 144A: US68245XAC39 Reg S: USC6900PAC35 Denominations/Multiple: 2,000 x 1,000 Ratings*: Ba3 / B+ Joint Booking-Running Managers▇▇▇▇▇’▇: Baa1 (stable outlook) S&P: BBB+ (stable outlook) Minimum Denomination: $2,000 and any integral multiples of $1,000 in excess thereof Lead Bookrunners: ▇.▇. ▇▇▇▇▇▇ Securities LLC BofA Securities, Inc. Joint Passive Bookrunners: PNC Capital Markets LLC ▇▇▇▇▇ Fargo Securities, LLC Co-Managers: BMO Capital Markets Corp. Fifth Third Securities, Inc. KeyBanc Capital Markets Inc. Mizuho Securities USA LLC M&T Securities, Inc. Truist Securities, Inc. TD Securities (USA) LLC Title of Security: 5.100% Senior Notes due 2030 Principal Amount: $1,500,000,000 Maturity: April 15, 2030 Coupon: 5.100% Issue Price: 99.720% of the principal amount Interest Payment Dates: April 15 and October 15, commencing on October 15, 2025 Yield to Maturity: 5.164% Spread to Benchmark Treasury: T+125 bps Benchmark Treasury: 4.000% UST due 3/31/2030 Benchmark Treasury Price and Yield: 100-12 1⁄4 / 3.914% Make-Whole Call: Prior to March 15, 2030, at the Treasury Rate plus 20 basis points, plus accrued and unpaid interest, if any. Par Call: On or after March 15, 2030 (one month prior to their maturity date), at 100% of the principal amount, plus accrued and unpaid interest thereon to, but not including, the redemption date. CUSIP: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC RBC Capital Markets, LLC ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated Co-ManagersISIN: Rabo Securities USA, Inc. HSBC Securities (USA) Inc. Fifth Third Securities, Inc. __________________ *A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. In connection with offers and sales of Securities outside the United States:US704326AA51

Terms Applicable to the Notes. Issuers: 1011778 B.C. Unlimited Liability Company and New Red Finance, Inc. Security descriptionSecurities Description: 4.2503.875% First Lien Senior Secured Notes due 2024 2028 Distribution: 144A/Regulation S without registration rights Aggregate principal amount offeredPrincipal Amount: $1,500,000,000750,000,000, which represents an increase of $500,000,000 250,000,000 from the offering size in the Preliminary Offering Memorandum. Memorandum Gross proceedsProceeds: $1,500,000,000 750,000,000 Maturity: May January 15, 2024 2028 Coupon: 4.2503.875% Issue pricePrice: 100.000% plus accrued interest, if any, from September 24, 2019 Yield to maturityMaturity: 4.2513.875% Spread to Benchmark Treasury: +213 +235 bps Benchmark TreasuryBenchmark: UST 2.002.75% due April 30February 15, 2024 2028 Interest payment datesPayment Dates: January March 15 and July September 15, commencing July March 15, 2017 2020 Equity clawbackClawback: Up to 40% at 104.250103.875% prior to May September 15, 2020 2022 Optional redemptionRedemption: Make-whole call @ T+50 basis points prior to May September 15, 2020 2022 then on or after May September 15 of the years set forth below: 2020 102.125% 2021 101.063% 2022 Year Percentage2022 ......................................................... 101.938.%2023 ......................................................... 100.969.%2024 and thereafter .................................. 100.000% Change of controlControl: Putable at 101% of principal plus accrued and unpaid interest Trade dateDate: May 3September 6, 2017 2019 Settlement: We expect that the notes will be delivered to investors in book-entry bookentry form through The Depository Trust Company on or about May 17September 24, 20172019, which will be ten twelve (1012) business days following the date of pricing of the notes (this settlement cycle is being referred to as “T + 1012”). Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)amended, trades in the secondary market are required to settle in three two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date hereof or on the next six nine succeeding business days will be required to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to make such trades should consult their own advisors. CUSIP: 144A: 68245X AC3 Reg AH2Reg S: C6900P AC3 AF6 ISIN: 144A: US68245XAC39 Reg US68245XAH26Reg S: USC6900PAC35 USC6900PAF65 Denominations/Multiple: 2,000 x 1,000 Ratings*: Ba3 Ba2 / B+ BB Joint Booking-Running Managers: ▇.▇. ▇▇▇▇▇▇ Securities LLC ▇▇▇▇▇ Fargo Securities, LLC ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC RBC LLCJ.▇. ▇▇▇▇▇▇ Securities LLCWells Fargo Securities, LLCRBC Capital Markets, LLC LLCBarclays Capital Inc. Co-Managers: BofA Securities, Inc.Rabo Securities USA, ▇▇▇.▇▇▇▇ Securities (USA) Inc.MUFG Securities Americas Inc.BMO Capital Markets Corp.▇▇▇▇▇▇▇ Lynch▇▇▇▇▇ & Co. LLCFifth Third Securities, Pierce, Inc.BNP Paribas Securities Corp.Citigroup Global Markets Inc.Scotia Capital (USA) Inc.SunTrust ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, ▇▇▇.▇▇▇▇▇▇▇ Incorporated Co-Managers: Rabo Securities USA, Inc. HSBC Securities (USA) Inc. Fifth Third One Securities, Inc. Changes to the Preliminary OfferingMemorandum: Clause (6) on page 160 of the Preliminary Offering Memorandum is hereby deleted and replaced in its entirety with “(6) [reserved].” The second sentence under the heading titled “Use of Proceeds” is hereby deleted and replaced in its entirety with: “We expect to use the proceeds from the offering of the Notes, together with borrowings under the New Term Loan Facility and cash on hand, to redeem the Issuers’ 2022 First Lien Notes, to repay certain other outstanding indebtedness, and to pay related fees and expenses.” __________________ _*A securities rating is not a recommendation to buy, sell or hold securities and may should be evaluated independently of any other rating. Each rating is subject to revision or withdrawal at any timetime by the assigning rating organization. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of the notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed only to (1) persons reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States in compliance with Regulation S under the Securities Act. This communication does not constitute an offer to sell the notes and is not a solicitation of an offer to buy the notes in any jurisdiction where the offer or sale is not permitted. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregardedbedisregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by sentby Bloomberg or another email system. In connection with offers and sales of Securities outside the United States: