PURCHASE AGREEMENT BY AND AMONG Sprague Resources Holdings LLC, AS SELLER, SPRAGUE HP HOLDINGS, LLC, AS ACQUIROR, AND SOLELY FOR PURPOSES OF SECTION 11.14, HARTREE PARTNERS, LP, AS GUARANTORPurchase Agreement • April 20th, 2021 • Sprague Resources Holdings LLC • Wholesale-petroleum bulk stations & terminals • Delaware
This PURCHASE AGREEMENT (this “Agreement”), dated as of April 20, 2021, is entered into by and among Sprague Resources Holdings LLC, a Delaware limited liability company (“Seller”), Sprague HP Holdings, LLC, a Delaware limited liability company (“Acquiror”), and, solely for purposes of Section 11.14, Hartree Partners, LP, a Delaware limited partnership (“Guarantor”).
JOINT FILING AGREEMENTJoint Filing Agreement • December 15th, 2014 • Sprague Resources Holdings LLC • Wholesale-petroleum bulk stations & terminals
We, the undersigned, hereby express our agreement that the attached Schedule 13D is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This agreement may be terminated with respect to the obligations to jointly file future amendments to such statement on Schedule 13D as to any of the undersigned upon such person giving written notice thereof to each of the other persons signatory hereto, at the principal office thereof.
JOINT FILING AGREEMENTJoint Filing Agreement • November 12th, 2013 • Sprague Resources Holdings LLC • Wholesale-petroleum bulk stations & terminals
We, the undersigned, hereby express our agreement that the attached Schedule 13D is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This agreement may be terminated with respect to the obligations to jointly file future amendments to such statement on Schedule 13D as to any of the undersigned upon such person giving written notice thereof to each of the other persons signatory hereto, at the principal office thereof.
Stock Transfer AgreementStock Transfer Agreement • June 5th, 2020 • Sprague Resources Holdings LLC • Wholesale-petroleum bulk stations & terminals
The undersigned Goldman Sachs Asset Management (“GSAM”), investment adviser for the Goldman Sachs MLP Income Opportunities Fund (GMZ) and Goldman Sachs MLP and Energy Renaissance Fund (GER) (together, the “Funds”) which together own 723,738 common units (the “Units”) representing limited partner interests in Sprague Resources LP, a Delaware limited partnership (“SRLP”), hereby sells all of the Units to Sprague Resources Holdings LLC (“Resources”), a wholly-owned subsidiary of Axel Johnson Inc., in exchange for a total of $10,023,771.30 in cash (the “Consideration”), representing a price of $13.85 per common unit, payable by Resources to each of the Funds at:
