INDENTURE Dated as of [____________], [____] Between BRIGHTVIEW HOLDINGS, INC., as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Senior Debt Securities CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318...Indenture • May 24th, 2022 • BrightView Holdings, Inc. • Agricultural services • New York
INDENTURE, dated as of [____________], [____], between BrightView Holdings, Inc., a corporation duly organized and existing under the laws of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”).
BrightView Holdings, Inc. [●] Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • June 11th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
BrightView Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [●] shares of common stock, $0.01 par value (“Common Stock”), of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [●] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain terms used herein are defined in Section 21 hereof.
BrightView Holdings, Inc. 10,000,000 Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • June 15th, 2020 • BrightView Holdings, Inc. • Agricultural services • New York
Each of (i) KKR BrightView Aggregator L.P. (the “KKR Selling Stockholder”), (ii) MSD Valley Investments, LLC (the “MSD Selling Stockholder”) and (iii) the other selling stockholders named on Schedule I(B) hereto (the “Piggyback Selling Stockholders”) and, together with the KKR Selling Stockholder and the MSD Selling Stockholder, the “Selling Stockholders”), as a stockholder of BrightView Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, the number of shares (the “Shares”) of common stock, $0.01 par value (“Common Stock”), set forth next to such Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 10,000,000 Shares to be sold by the Selling Stockholders are herein called the “Securities.” Certain terms used herein are defined in Section 24 hereof. To the extent there are no additional Underwriters listed on
FIFTH AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • June 28th, 2024 • BrightView Holdings, Inc. • Agricultural services • New York
This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of April 28, 2017 by and among the following parties:
CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318 INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939Indenture • July 8th, 2019 • BrightView Holdings, Inc. • Agricultural services • New York
INDENTURE, dated as of [ ], [ ], between BrightView Holdings, Inc., a corporation duly organized and existing under the laws of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”).
AMENDMENT NO. 8 TO CREDIT AGREEMENTCredit Agreement • May 28th, 2024 • BrightView Holdings, Inc. • Agricultural services • New York
CREDIT AGREEMENT, dated as of December 18, 2013, among BRIGHTVIEW HOLDINGS, INC. (f/k/a GARDEN ACQUISITION HOLDINGS, INC.) (“Holdings”), BRIGHTVIEW LANDSCAPES, LLC (f/k/a The Brickman Group Ltd. LLC), a Delaware limited liability company (the “Borrower”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, together with the Swingline Lender, the “Lenders”), and JPMORGAN CHASE BANK, N.A., as the Letter of Credit Issuer, the Swingline Lender, the Administrative Agent and the Collateral Agent (such terms and each other capitalized term used but not defined in this preamble having the meaning provided in Section 1).
INDENTURE Dated as of [____________], [____] Between BRIGHTVIEW HOLDINGS, INC., as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Subordinated Debt Securities CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH...Indenture • May 24th, 2022 • BrightView Holdings, Inc. • Agricultural services • New York
INDENTURE, dated as of [____________], [____], between BrightView Holdings, Inc. a corporation duly organized and existing under the laws of Delaware (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”).
FIRST LIEN CREDIT AGREEMENT dated as of December 18, 2013 among GARDEN ACQUISITION HOLDINGS, INC., as Holdings, GARDEN MERGER SUB, LLC, as the Initial Borrower, The Several Lenders from Time to Time Parties Hereto, MORGAN STANLEY SENIOR FUNDING, INC.,...First Lien Credit Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of November 10, 2013 (the “Acquisition Agreement”), by and among Holdings, MergerSub, BG Holding LLC and Leonard Green & Partners, L.P. (solely in its capacity as the initial Holder Representative (as defined in therein)), Holdings will acquire the Company through an acquisition transaction pursuant to the Acquisition Agreement whereby MergerSub will merge (the “Merger”) with and into BG Holding LLC, with BG Holding LLC surviving the Merger as wholly-owned Subsidiary of Holdings;
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 28th, 2023 • BrightView Holdings, Inc. • Agricultural services • Delaware
REGISTRATION RIGHTS AGREEMENT, dated as of August 28, 2023 (the “Agreement”), by and among BrightView Holdings, Inc., a Delaware corporation (the “Company”), and the Investors (as defined below). The Investors and any other party that may become a party hereto pursuant to Section 10(c) are referred to collectively as the “Stockholders” and individually each as a “Stockholder.”
November 22, 2019 Amanda Orders BrightView Landscapes, LLC Columbus, OH Dear Amanda:Employment Agreement • November 13th, 2024 • BrightView Holdings, Inc. • Agricultural services • Pennsylvania
This letter agreement (“Agreement”) sets forth the terms of your employment with BrightView Landscapes, LLC (the “Company” and the Company together with BrightView Holdings, Inc. (“Parent”) and each of the Company’s and Parent’s subsidiaries, the “Company Group”) to be effective November 22, 2019 (the “Effective Date”). The purpose of this Agreement is to replace and supersede all prior agreements by and between you and the Company (each a “Prior Agreement”).
SECOND AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • February 19th, 2021 • BrightView Holdings, Inc. • Agricultural services • New York
This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of April 28, 2017 by and among the following parties:
AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • June 11th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
This AMENDED AND RESTATED INDEMNIFICATION AGREEMENT, dated as of May 21, 2014 (the “Agreement”), is among Brickman Parent L.P., a Delaware limited partnership (“Brickman LP”), Brickman GP, LLC, a Delaware limited liability company and the general partner of Brickman LP (“Brickman GP”), Brickman Acquisition Holdings, Inc. (f/k/a Garden Acquisition Holdings, Inc.), a Delaware corporation and a wholly owned subsidiary of Brickman LP (“Parent”), The Brickman Group Ltd. LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (the “Company,” and together with Brickman LP, Brickman GP and Parent, the “Company Entities”), Kohlberg Kravis Roberts & Co. L.P., a Delaware limited partnership (“KKR”), and MSD Capital, L.P., a Delaware limited partnership (“MSD” and, collectively with KKR, the “Managers”). Capitalized terms used herein without definition have the meanings set forth in Section 1 of this Agreement.
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT among GARDEN ACQUISITION HOLDINGS, INC., GARDEN MERGER SUB, LLC, and the other Grantors party hereto, MORGAN STANLEY SENIOR FUNDING, INC., as Senior Representative for the Credit Agreement Secured...First Lien/Second Lien Intercreditor Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
FIRS LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dated as of December 18, 2013 (this “Agreement”), among GARDEN ACQUISITION HOLDINGS, INC., a Delaware corporation (“Holdings”), GARDEN MERGER SUB, LLC, a Delaware limited liabiity company (the “Initial Borrower”), THE BRICKMAN GROUP LTD. LLC, a Delaware limited liability company (the “Company”), the other Grantors (as defined below) party hereto, MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”), as Representative for the Credit Agreement Secured Parties (in such capacity, the “Administrative Agent”), CREDIT SUISSE AG, as Representative for the Initial Second Priority Debt Parties (in such capacity, the “Initial Second Priority Representative”), and each additional Second Priority Representative and Senior Representative that from time to time becomes a party hereto pursuant to Section 8.09.
BrightView Holdings, Inc. 17,500,000 Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • May 23rd, 2024 • BrightView Holdings, Inc. • Agricultural services • New York
KKR BrightView Aggregator L.P. (the “Selling Stockholder”), as a stockholder of BrightView Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, an aggregate of 17,500,000 shares of common stock, $0.01 par value (“Common Stock”). The aggregate 17,500,000 shares to be sold by the Selling Stockholder are herein called the “Securities.” Certain terms used herein are defined in Section 24 hereof.
SECOND LIEN CREDIT AGREEMENT dated as of December 18, 2013 among GARDEN ACQUISITION HOLDINGS, INC., as Holdings, GARDEN MERGER SUB, LLC, as the Initial Borrower, The Several Lenders from Time to Time Parties Hereto, CREDIT SUISSE AG, as the...Second Lien Credit Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of November 10, 2013 (the “Acquisition Agreement”), by and among Holdings, MergerSub, BG Holding LLC and Leonard Green & Partners, L.P. (solely in its capacity as the initial Holder Representative (as defined in therein)), Holdings will acquire the Company through an acquisition transaction pursuant to the Acquisition Agreement whereby MergerSub will merge (the “Merger”) with and into BG Holding LLC, with BG Holding LLC surviving the Merger as wholly-owned Subsidiary of Holdings;
SECOND LIEN SECURITY AGREEMENTSecond Lien Security Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
THIS SECOND LIEN SECURITY AGREEMENT, dated as of December 18, 2013, among Garden Acquisition Holdings, Inc., a Delaware corporation (“Holdings”), Garden Merger Sub, LLC, a Delaware limited liability company (“MergerSub”), The Brickman Group Ltd. LLC, a Delaware limited liability company (the “Company”), each of the Subsidiaries listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.14 (each such entity being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors, Holdings, MergerSub and the Company are referred to collectively as the “Grantors”), and Credit Suisse AG, as collateral agent (in such capacity, the “Collateral Agent”) for the benefit of the Secured Parties.
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 28th, 2023 • BrightView Holdings, Inc. • Agricultural services • Delaware
This Indemnification Agreement is effective as of _________, 20[●] (this “Agreement”) and is between BrightView Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned director/officer of the Company (“Indemnitee”).
RECEIVABLES FINANCING AGREEMENT Dated as of April 28, 2017 by and among BRIGHTVIEW FUNDING LLC, as Borrower, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Lenders and LC Participants, PNC BANK, NATIONAL ASSOCIATION, as LC Bank, PNC BANK, NATIONAL...Receivables Financing Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
This RECEIVABLES FINANCING AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of April 28, 2017 by and among the following parties:
SECOND LIEN PLEDGE AGREEMENTSecond Lien Pledge Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
SECOND LIEN PLEDGE AGREEMENT, dated as of December 18, 2013 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Pledge Agreement”), among Garden Acquisition Holdings, Inc., a Delaware corporation (“Holdings”), Garden Merger Sub, LLC, a Delaware limited liability company (“MergerSub”), The Brickman Group Ltd. LLC, a Delaware limited liability company (the “Company”), each of the Subsidiaries listed on the signature pages hereto or that becomes a party hereto pursuant to Section 29 hereof (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors, Holdings, MergerSub and the Company are referred to collectively as the “Pledgors”), and Credit Suisse AG, as collateral agent (in such capacity, the “Collateral Agent”) for the benefit of the Secured Parties.
Brightview HOLDINGS, INC. RESTRICTED STOCK UNIT GRANTRestricted Stock Unit Grant • November 16th, 2023 • BrightView Holdings, Inc. • Agricultural services • New York
THIS RESTRICTED STOCK UNIT GRANT (this “Agreement”), is made effective as of the date set forth on the Company signature page (the “Signature Page”) attached hereto (the “Date of Grant”), by and between BrightView Holdings, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), and the participant identified on the Signature Page attached hereto (“Participant”).
SECOND LIEN CREDIT AGREEMENT dated as of December 18, 2013 among GARDEN ACQUISITION HOLDINGS, INC., as Holdings, GARDEN MERGER SUB, LLC, as the Initial Borrower, The Several Lenders from Time to Time Parties Hereto, CREDIT SUISSE AG, as the...Second Lien Credit Agreement • April 2nd, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of November 10, 2013 (the “Acquisition Agreement”), by and among Holdings, MergerSub, BG Holding LLC and Leonard Green & Partners, L.P. (solely in its capacity as the initial Holder Representative (as defined in therein)), Holdings will acquire the Company through an acquisition transaction pursuant to the Acquisition Agreement whereby MergerSub will merge (the “Merger”) with and into BG Holding LLC, with BG Holding LLC surviving the Merger as wholly-owned Subsidiary of Holdings;
FIRST LIEN PLEDGE AGREEMENTFirst Lien Pledge Agreement • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
FIRST LIEN PLEDGE AGREEMENT, dated as of December 18, 2013 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Pledge Agreement”), among Garden Acquisition Holdings, Inc., a Delaware corporation (“Holdings”), Garden Merger Sub, LLC, a Delaware limited liability company (“MergerSub”), The Brickman Group Ltd. LLC, a Delaware limited liability company (the “Company”), each of the Subsidiaries listed on the signature pages hereto or that becomes a party hereto pursuant to Section 29 hereof (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors, Holdings, MergerSub and the Company are referred to collectively as the “Pledgors”), and Morgan Stanley Senior Funding, Inc., as collateral agent (in such capacity, the “Collateral Agent”) for the benefit of the Secured Parties.
SECOND LIEN SECURITY AGREEMENTSecond Lien Security Agreement • April 2nd, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
THIS SECOND LIEN SECURITY AGREEMENT, dated as of December 18, 2013, among Garden Acquisition Holdings, Inc., a Delaware corporation (“Holdings”), Garden Merger Sub, LLC, a Delaware limited liability company (“MergerSub”), The Brickman Group Ltd. LLC, a Delaware limited liability company (the “Company”), each of the Subsidiaries listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.14 (each such entity being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors, Holdings, MergerSub and the Company are referred to collectively as the “Grantors”), and Credit Suisse AG, as collateral agent (in such capacity, the “Collateral Agent”) for the benefit of the Secured Parties.
SHARE REPURCHASE AGREEMENTShare Repurchase Agreement • March 15th, 2022 • BrightView Holdings, Inc. • Agricultural services
THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 13th day of March, 2022, by and between MSD Valley Investments, LLC (“Seller”) and BrightView Holdings, Inc., a Delaware corporation (the “Purchaser”).
RESTRICTED STOCK UNIT GRANTRestricted Stock Unit Grant • February 6th, 2020 • BrightView Holdings, Inc. • Agricultural services • New York
THIS RESTRICTED STOCK UNIT GRANT (the “Agreement”), is made effective as of the date set forth on the Company signature page (the “Signature Page”) attached hereto (the “Date of Grant”), by and between BrightView Holdings, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), and the participant identified on the Signature Page attached hereto (“Participant”).
AMENDMENT NO. 2 TO THE SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF BRIGHTVIEW PARENT, L.P. June 27, 2018Limited Partnership Agreement • July 2nd, 2018 • BrightView Holdings, Inc. • Agricultural services • Delaware
This AMENDMENT NO. 2 (“Amendment No. 2”) to the Second Amended and Restated Limited Partnership Agreement, dated as of June 30, 2014 (the “Agreement”) of BrightView Parent, L.P., a Delaware limited partnership (the “Partnership”), as amended by Amendment No. 1 to the Second Amended and Restated Limited Partnership Agreement of BrightView Parent, L.P., dated as of July 6, 2016, is made as of the date first written above by BrightView GP I, LLC, a Delaware limited liability company (formerly known as Brickman GP, LLC), as general partner of the Partnership (the “General Partner”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Agreement.
BRICKMAN ACQUISITION HOLDINGS, INC. NEW YORK, NY 10019Monitoring Agreement • June 11th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
This letter serves to confirm that Brickman Acquisition Holdings, Inc. (f/k/a Garden Acquisition Holdings, Inc.) (the “Company”) has engaged Kohlberg Kravis Roberts & Co. L.P. (“KKR”) and MSD Capital, L.P. (“MSD”) (together, the “Managers”) to provide, and the Managers hereby agree to provide, management, consulting and financial services to the Company and its direct and indirect divisions, subsidiaries, parent entities and controlled affiliates (collectively, the “Company Group”), as follows:
FIRST LIEN GUARANTEEFirst Lien Guarantee • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
THIS FIRST LIEN GUARANTEE dated as of December 18, 2013 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guarantee”), by each of the signatories listed on the signature pages hereto and each of the other entities that becomes a party hereto pursuant to Section 20 (the “Guarantors,” and individually, a “Guarantor”), in favor of the Collateral Agent for the benefit of the Secured Parties.
TRANSITION SERVICES AND SEPARATION AGREEMENTTransition Services and Separation Agreement • March 1st, 2024 • BrightView Holdings, Inc. • Agricultural services • Pennsylvania
This Transition Services and Separation Agreement (this “Agreement”), is made and entered into effective as of February 27, 2024 (the “Effective Date”), is made by and among BrightView Landscapes, LLC (the “Company”), Jamie C. Gollotto (“Employee”), and, solely for purposes of Section 4(b)(i)C) and Section 9, BrightView Holdings, Inc. (“Parent”).
CONSULTING AND SEPARATION AGREEMENTConsulting and Separation Agreement • May 4th, 2023 • BrightView Holdings, Inc. • Agricultural services • Pennsylvania
This Consulting and Separation Agreement (this “Agreement”), dated as of May 3, 2023 (the “Execution Date”), is made by and among BrightView Landscapes, LLC (the “Company”), Andrew V. Masterman (“Executive”), and, solely for purposes of Sections 1(C) and (G), BrightView Holdings, Inc. (“Parent”).
STOCKHOLDERS AGREEMENT of BRIGHTVIEW HOLDINGS, INC. Dated as of , 2018Stockholders Agreement • June 11th, 2018 • BrightView Holdings, Inc. • Agricultural services • Delaware
This STOCKHOLDERS AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of , 2018, by and among BrightView Holdings, Inc., a Delaware corporation (the “Company”), and each of the stockholders of the Company whose name appears on the signature pages hereto (each, a “Stockholder” and collectively, the “Stockholders”).
FOURTH AMENDMENT TO THE PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 4th, 2021 • BrightView Holdings, Inc. • Agricultural services • New York
This FOURTH AMENDMENT TO THE PURCHASE AND SALE AGREEMENT (this “Amendment”), dated as of November 23, 2020, is entered into by and among the following parties:
BRIGHTVIEW HOLDINGS, INC. RESTRICTED STOCK GRANT AND ACKNOWLEDGMENT (Replacement Award for BrightView Parent L.P. Units)Restricted Stock Grant and Acknowledgment • June 11th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
THIS RESTRICTED STOCK GRANT AND ACKNOWLEDGEMENT (the “Agreement”), is made effective as of the date set forth on the Company signature page (the “Signature Page”) attached hereto (the “Date of Grant”), by and among BrightView Holdings, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), the participant identified on the Signature Page attached hereto (“Participant”) and BrightView Parent L.P. (f/k/a Brickman Parent L.P.), a Delaware limited partnership (“Parent”).
SECOND LIEN GUARANTEESecond Lien Guarantee • May 30th, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
THIS SECOND LIEN GUARANTEE dated as of December 18, 2013 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guarantee”), by each of the signatories listed on the signature pages hereto and each of the other entities that becomes a party hereto pursuant to Section 20 (the “Guarantors,” and individually, a “Guarantor”), in favor of the Collateral Agent for the benefit of the Secured Parties.
FIRST LIEN CREDIT AGREEMENT dated as of December 18, 2013 among GARDEN ACQUISITION HOLDINGS, INC., as Holdings, GARDEN MERGER SUB, LLC, as the Initial Borrower, The Several Lenders from Time to Time Parties Hereto, MORGAN STANLEY SENIOR FUNDING, INC.,...First Lien Credit Agreement • April 2nd, 2018 • BrightView Holdings, Inc. • Agricultural services • New York
WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of November 10, 2013 (the “Acquisition Agreement”), by and among Holdings, MergerSub, BG Holding LLC and Leonard Green & Partners, L.P. (solely in its capacity as the initial Holder Representative (as defined in therein)), Holdings will acquire the Company through an acquisition transaction pursuant to the Acquisition Agreement whereby MergerSub will merge (the “Merger”) with and into BG Holding LLC, with BG Holding LLC surviving the Merger as wholly-owned Subsidiary of Holdings;
