On January 4, 2021, Valvoline Inc. closed its previously announced notes offering (the Offering") of $535 million aggregate principal amount of its 3.625% senior notes due 2031 (the Notes"). The Notes are unsubordinated unsecured obligations of Valvoline and are guaranteed on an unsubordinated unsecured basis by each of Valvoline's subsidiaries that guarantees Valvoline's obligations under its existing senior secured credit facilities (the Subsidiary Guarantors"). Valvoline intends to use the net proceeds from this Offering, together with cash and cash equivalents on hand, to fund the redemption of all of its outstanding 4.375% Senior Notes due 2025 (the 2025 Notes") at an aggregate redemption price of approximately $840 million (which includes an estimated redemption premium of approximately $26 million and unpaid accrued interest of approximately $14 million) and to pay related fees and expenses. The Notes have not been and will not be registered under the Securities Act of 1933, as amended (the Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes will be offered and sold only to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The Notes were issued under the indenture dated as of January 4, 2021 (the Indenture"), among Valvoline, the Subsidiary Guarantors and U.S. Bank National Association, as trustee. The Indenture contains customary events of default for similar debt securities, which if triggered may accelerate payment of principal, premium, if any, and accrued but unpaid interest on the Notes. Such events of default include non-payment of principal and interest, non-performance of covenants and obligations, default on other material debt, and bankruptcy or insolvency. If a change of control repurchase event as described in the Indenture occurs, Valvoline may be required to offer to purchase the Notes from the holders thereof. The Notes will mature on June 15, 2031. The Notes issued under the Indenture may be redeemed at the option of Valvoline at any time prior to their maturity in the manner specified in the Indenture.