Summary of MIDSTATES PETROLEUM COMPANY, INC.

Item 1.01 Entry into a Material Definitive Agreement.

Offering of Senior Notes

As previously disclosed, on September 13, 2012, Midstates Petroleum Company, Inc. (the "Company") and its wholly owned subsidiary Midstates Petroleum Company LLC ("Midstates Sub" and, together with the Company, the "Issuers") entered into a purchase agreement (the "Notes Purchase Agreement") with Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several initial purchasers named therein (collectively, the "Initial Purchasers"), under which they agreed to sell $600 million aggregate principal amount of the Issuers' 10.75% senior notes due 2020 (the "Notes") in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the "Securities Act"). The offering closed on October 1, 2012.

Indenture

The Notes are governed by an Indenture, dated October 1, 2012 (the "Indenture"), entered into by the Issuers with Wells Fargo Bank, National Association, as trustee (the "Trustee"). The Notes will mature on October 1, 2020. Interest on the Notes is payable semi-annually in arrears on April 1 and October 1 of each year, beginning on April 1, 2013. Certain of the Company's future domestic subsidiaries will unconditionally guarantee, on a senior basis, the Issuers' obligations under the Notes and all obligations under the Indenture.

Optional Redemption

On or after October 1, 2016, the Issuers may redeem all or a part of the Notes at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest (as defined in the Indenture), if any, on the Notes redeemed, to, but not including, the applicable redemption date on such Notes, if redeemed during the 12-month period beginning on October 1 of the years indicated below, subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date:

                       Year                   Percentage
                       2016                       105.375 %
                       2017                       102.688 %
                       2018 and thereafter        100.000 %

At any time prior to October 1, 2015, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under the Indenture with the net proceeds of a public or private equity offering at a redemption price of 110.750% of the principal amount of the Notes, plus any accrued and unpaid interest to, but not including, the date of redemption, provided that: (1) at least 50% of the aggregate principal amount of the Notes issued under the Indenture (excluding Notes held by the Company and its subsidiaries, including Midstates Sub) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 180 days of . . .

Item 2.01 Completion of Acquisition or Disposition of Assets.

As previously disclosed, on August 11, 2012, the Company and Midstates Sub entered into an Asset Purchase Agreement (the "Eagle Purchase Agreement") with Eagle, pursuant to which Midstates Sub agreed to acquire certain interests in producing oil and natural gas assets, unevaluated leasehold acreage in Oklahoma and Kansas and the related hedging instruments (the "Eagle Energy Acquisition"). On October 1, 2012, Midstates Sub completed the Eagle Energy Acquisition for an aggregate purchase price consisting of (a) $325,000,000 in cash and (b) 325,000 shares of Series A Preferred Stock of the Company with an initial liquidation preference of $1,000 per share (the "Preferred Stock"), subject to adjustments for expenses incurred and revenues received by Eagle since June 1, 2012, the effective date of the Eagle Energy Acquisition, and other customary post-closing purchase price adjustments (the "Eagle Purchase Price"). The cash portion of the purchase price was funded with proceeds from the sale by the Company and Midstates Sub of the Notes.

With the closing of the Eagle Energy Acquisition, pursuant to the Assignment and First Amendment to the Second Amended and Restated Credit Agreement among the Company, as parent, Midstates Sub, as borrower, SunTrust Bank, N.A., as administrative agent, and the other lenders and parties party thereto (as amended, the "First Amendment"), the Second Amended and Restated Credit Facility dated as of June 8, 2012 among the Company, as parent, Midstates Sub, as borrower, SunTrust Bank, N.A., as administrative agent, and the other lenders and parties party thereto (as amended, the "Credit Facility") has automatically been amended to, among other things, (a) accommodate the issuance, incurrence and/or compliance with the terms of the Preferred Stock and the Notes,
(b) increase the allowance for the incurrence of certain unsecured indebtedness from $275 million to $600 million without a corresponding reduction in the borrowing base and (c) provide for an initial borrowing base of $250 million. With the closing of the Eagle Energy Acquisition, the Credit Facility will now mature on October 1, 2017.

The foregoing summary of the Eagle Purchase Agreement and the Eagle Energy Acquisition does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Eagle Purchase Agreement, which was filed as Exhibit 2.1 to the Company's Current Report on Form 8-K on August 13, 2012, and is incorporated herein by reference. The foregoing summary of the First Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the First Amendment, which was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K on September 12, 2012, and the Amendment to the First Amendment, which was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K on September 27, 2012, and are incorporated herein by reference.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

In connection with the Eagle Energy Acquisition, on September 28, 2012, the Company filed with the Secretary of State of the State of Delaware a Certificate of Designations (the "Certificate of Designations") to designate the Preferred Stock as Series A Mandatorily Convertible Preferred Stock. The following is a summary of the material terms of the Preferred Stock set forth in the Certificate of Designations.

The shares of Preferred Stock have an initial liquidation value of $1,000 per share. The Preferred Stock will not become convertible into shares of the Company's common stock until the 21st day after the date on which the Company mails to its stockholders an information statement regarding the issuance of the Preferred Stock, and the holders of the Preferred Stock may not convert before October 1, 2013. After such time, the Preferred Stock may be converted, in whole but not in part, at the option of the holders of a majority of the outstanding shares of Preferred Stock, into a number of shares of the Company's common stock calculated by dividing the then-current liquidation preference by the conversion price of $13.50 per share. In addition, the Preferred Stock will be subject to mandatory conversion into shares of the Company's common stock on September 30, 2015 at a conversion price no greater than $13.50 per share and no less than $11.00 per share. Dividends on the Preferred Stock will accrue at a rate of 8.0% per

annum, payable semiannually, at the Company's sole option, in cash or through an increase in the liquidation preference. The Preferred Stock will also have the other rights and terms set forth on the Certificate of Designations, including voting rights that are similar to those belonging to holders of our common stock on an as-converted basis (except with respect to the election of directors and the approval of certain transactions where the holders of the Preferred Stock would be entitled to consideration at least equal to the liquidation preference) until such time as holders of the Preferred Stock are permitted to convert their shares into common stock and the market price of the Company's common stock is above the conversion price for 15 consecutive trading days. In addition, the holders of the Preferred Stock will have the right, subject to the terms and conditions set forth in the Certificate of Designations, to elect one member of the board of directors, and to approve certain corporate actions, including the following:

• the creation or issuance of any class of capital stock senior to or on parity with the Preferred Stock;

• the redemption, acquisition or purchase by the Company of any of its equity securities, other than a repurchase from an employee or director in connection with such person's termination or as provided in the agreement pursuant to which such equity securities were issued;

• any change to the Company's certificate of incorporation or bylaws that adversely affects the rights, preferences, privileges or voting rights of the holders of the Preferred Stock;

• acquisitions or dispositions for which the amount of consideration exceeds 20% of the Company's market capitalization in any single transaction or 40% of the Company's market capitalization for any series of transactions during a calendar year;

• entering into certain transactions with affiliates, other than transactions that do not exceed, in the aggregate, $10 million in any calendar year;

• certain corporate transactions unless the holders of the Preferred Stock would receive consideration consisting solely of cash and/or marketable securities with an aggregate fair market value equal to or greater than the liquidation preference on such shares of Preferred Stock; and

• any increase or decrease in the size of the Company's board of directors.

The Preferred Stock will rank senior to the Company's common stock with respect to dividend rights. The issuance of the Preferred Stock to Eagle pursuant to the Eagle Purchase Agreement has been approved the Company's stockholders holding a majority of the outstanding shares of the Company's common stock.

The foregoing description of the Certificate of Designations does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Designations, which is filed as Exhibit 3.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

EXHIBIT
NUMBER                                      DESCRIPTION

 3.1      -    Certificate of Designations of Series A Mandatorily Convertible
               Preferred Stock of Midstates Petroleum Company, Inc.

 4.1      -    Indenture, dated October 1, 2012, by and among the Midstates
               Petroleum Company, Inc., Midstates Petroleum Company LLC and the Well
               Fargo Bank, National Association, as trustee, governing the Notes.

 4.2      -    Registration Rights Agreement, dated October 1, 2012, by and among
               the Midstates Petroleum Company, Inc., Midstates Petroleum Company
               LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as
               representative of the several initial purchasers named therein,
               relating to the Notes.

 4.3      -    Registration Rights Agreement, dated October 1, 2012, by and among
               the Midstates Petroleum Company, Inc., Eagle Energy Production, LLC,
               FR Midstates Interholding, LP and certain other of the Company's
               stockholders.

99.1      -    Press Release, dated October 1, 2012.