REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2024 • Innovex Downhole Solutions, Inc. • Oil & gas field machinery & equipment • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of this __ day of ___________, 2024, by and among Innovex Downhole Solutions, Inc., a Delaware corporation (the “Company”), and each of the other parties listed on the signature pages hereto (the “Initial Holders” and, together with the Company, the “Parties”).
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT, TERM LOAN, GUARANTY AND SECURITY AGREEMENT AND LIMITED CONSENTSecurity Agreement • January 25th, 2024 • Innovex Downhole Solutions, Inc. • Oil & gas field machinery & equipment
THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT, TERM LOAN, GUARANTY AND SECURITY AGREEMENT AND LIMITED CONSENT (this “Amendment”) is made and entered into as of December 15, 2023, by and among INNOVEX DOWNHOLE SOLUTIONS, INC., a corporation formed under the laws of the State of Delaware (“Innovex”), TERCEL OILFIELD PRODUCTS USA L.L.C., a limited liability company formed under the laws of the State of Texas (“Tercel”), TOP-CO INC., a corporation formed under the laws of the Province of Alberta (“Top-Co”), PRIDE ENERGY SERVICES, LLC, a limited liability company formed under the laws of the State of Texas (“Pride”; and together with Innovex, Tercel, Top-Co, and each Person joined to the Credit Agreement (defined below) as a borrower from time to time, collectively, jointly and severally, the “Borrowers”, and each a “Borrower”), each Person joined to the Credit Agreement as a guarantor from time to time (collectively, jointly and severally, the “Guarantors” and each a
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT, TERM LOAN, GUARANTY AND SECURITY AGREEMENT AND LIMITED WAIVERGuaranty and Security Agreement • January 5th, 2024 • Innovex Downhole Solutions, Inc. • Oil & gas field machinery & equipment
The Second Amended and Restated Revolving Credit, Term Loan, Guaranty and Security Agreement dated as of June 10, 2022 among Innovex Downhole Solutions, Inc., a corporation formed under the laws of the State of Delaware (“Innovex”), Tercel Oilfield Products USA L.L.C., a limited liability company formed under the laws of the State of Texas (“Tercel”), Top-Co Inc., a corporation formed under the laws of the Province of Alberta (“Top-Co”), Pride Energy Services, LLC, a limited liability company formed under the laws of the State of Texas (“Pride”; and together with Innovex, Tercel, Top-Co and each Person joined hereto as a borrower from time to time, collectively, jointly and severally, the “Borrowers”, and each a “Borrower”), each Person joined hereto as a guarantor from time to time (collectively, jointly and severally, the “Guarantors”, and each a “Guarantor”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and each indiv
STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 5th, 2024 • Innovex Downhole Solutions, Inc. • Oil & gas field machinery & equipment • Delaware
This Stock Purchase Agreement (this “Agreement”), dated as of December 31, 2022, is entered into between Rubicon Oilfield International Holdings, L.P., an exempted limited partnership registered under the laws of the Cayman Islands (“Seller”), and Intervale Capital Fund III, L.P., a Delaware limited partnership (“Intervale Fund III”), Innovex Co-Invest Fund I, L.P., a Delaware limited partnership (“Innovex Co-Invest Fund I”), and Innovex Co-Invest Fund II, L.P., a Delaware limited partnership (“Innovex Co-Invest Fund II” and collectively with Intervale Fund III and Innovex Co-Invest Fund I, “Buyers”).
NOMINATION AND INFORMATION AGREEMENT among INNOVEX DOWNHOLE SOLUTIONS, INC., AMBERJACK CAPITAL PARTNERS, L.P., and THE PRINCIPAL STOCKHOLDERS NAMED HEREIN dated as ofNomination and Information Agreement • January 25th, 2024 • Innovex Downhole Solutions, Inc. • Oil & gas field machinery & equipment • Delaware
This Nomination and Information Agreement (as executed and as it may be amended, modified, supplemented or restated from time to time, as provided herein, this “Agreement”), dated as of __________ __, 2024, is entered into by and among Innovex Downhole Solutions, Inc., a Delaware corporation (the “Company”), Amberjack (as defined below), the Principal Stockholders (as defined below), and each other Person who after the date hereof acquires securities of the Company and becomes a party to, and bound by, this Agreement as a “Principal Stockholder” by executing a Joinder Agreement.
EQUITY PURCHASE AGREEMENT by and among INNOVEX DOWNHOLE SOLUTIONS, INC. VAULT PRESSURE CONTROL LLC PRIDE TRIO, LLC, and THE CLASS B SELLERS August 19, 2022Equity Purchase Agreement • January 5th, 2024 • Innovex Downhole Solutions, Inc. • Oil & gas field machinery & equipment • Delaware
This EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 19, 2022, by and among Innovex Downhole Solutions, Inc., a Delaware corporation (“Purchaser”), Vault Pressure Control LLC, a Delaware limited liability company (“Vault”), and Pride Trio, LLC, a Texas limited liability company (“Pride Trio”, and together with Vault, collectively, “Sellers”), and Jose Angel Hernandez III and Dexter Ellington Duke (together, the “Class B Sellers”). Sam Veselka is also entering into this Agreement solely in his capacity as the representative of Sellers under this Agreement (“Seller Representative”). Section 1.1 sets forth the definitions of certain capitalized terms used but not otherwise defined herein and Section 1.2 sets forth an index of certain capitalized terms used herein.
