On December 27, 2019, RPT Realty and RPT Realty, L.P. entered into a Note Purchase Agreement with the institutional investors named therein and closed a private placement (the Private Placement") of the Operating Partnership's $50.0 million aggregate principal amount of 4.15% Senior Guaranteed Notes due December 27, 2029 (the Notes) pursuant thereto. The Notes are unsecured and are guaranteed by the Trust and certain subsidiaries of the Operating Partnership. The Notes will bear interest at an annual fixed rate of 4.15% and mature on December 27, 2029. Proceeds from the Private Placement will be used to repay the Operating Partnership's $25.0 million aggregate principal amount of 4.13% Series A Notes due 2022 and the 6.50% fixed rate mortgage loan encumbering West Oaks II and Spring Meadows Place, with an aggregate principal balance of $24.9 million. The Notes were sold in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act"). The Notes have not been and will not be registered under the Securities Act or any state or other jurisdictions' securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions' securities laws.