PLEDGE SUPPLEMENTPledge Supplement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals
This Pledge Supplement is dated as of October 3, 2016 and is provided in accordance with the terms of the Pledge Agreement referenced below. The undersigned directs that this Pledge Supplement be attached to the Pledge Agreement, dated as of October 3, 2016 by and among GREEN PLAINS I LLC, a Delaware limited liability company, GREEN PLAINS II LLC, a Delaware limited liability company, and each other person who joined thereto as a Pledgor, and Maranon Capital, L.P., in its capacity as Agent (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Pledge Agreement”; capitalized terms used and not defined herein having the meanings assigned thereto in the Pledge Agreement) and that the equity interests listed below shall be deemed to be part of the Pledged Collateral.
TERM NOTETerm Note • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals
This Term Note is one of the Term Notes issued pursuant to that certain Credit Agreement dated as of October 3, 2016 by and among Borrowers, the other Persons named therein as Credit Parties, Agent, Lenders and the other Persons signatory thereto from time to time as Lenders (including all annexes, exhibits and schedules thereto and as from time to time amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), and is entitled to the benefit and security of the Credit Agreement, the Security Agreement and all of the other Loan Documents referred to therein. Reference is hereby made to the Credit Agreement for a statement of all of the terms and conditions under which the Loans evidenced hereby are made and are to be repaid. The principal balance of the Term Loan, the rates of interest applicable thereto and the date and amount of each payment made on account of the principal thereof, shall be recorded by Agent on its books; provided that the f
PLEDGE AGREEMENTPledge Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals • Illinois
This PLEDGE AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) is dated as of October 3, 2016 by and among GREEN PLAINS I LLC, a Delaware limited liability company (“Holdings”) and GREEN PLAINS II LLC, a Delaware limited liability company (“GP II”; GP II, together with Holdings and each other person who joins in the execution hereof as a “Pledgor”, collectively the “Pledgors” and each individually a “Pledgor”) and MARANON CAPITAL, L.P., as administrative agent under the Credit Agreement described below (in such capacity, “Agent”).
JOINDER TO PLEDGE AGREEMENTPledge Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals • Illinois
This JOINDER TO PLEDGE AGREEMENT (this “Agreement”) dated as of this 3rd day of October, 2016 is made by the undersigned (individually, the “New Pledgor” and collectively, the “New Pledgors”), to and in favor of Maranon Capital, L.P., as Agent.
REVOLVING NOTERevolving Note • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals
This Revolving Note is one of the Revolving Notes issued pursuant to that certain Credit Agreement dated as of October 3, 2016 by and among Borrowers, the other Persons named therein as Credit Parties, Agent, Lenders and the other Persons signatory thereto from time to time as Lenders (including all annexes, exhibits and schedules thereto, and as from time to time amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), and is entitled to the benefit and security of the Credit Agreement, the Security Agreement and all of the other Loan Documents referred to therein. Reference is hereby made to the Credit Agreement for a statement of all of the terms and conditions under which the Loans evidenced hereby are made and are to be repaid. The date and amount of each Revolving Credit Advance made by Lenders to Borrowers, the rates of interest applicable thereto and each payment made on account of the principal thereof, shall be recorded by Agent on
JOINDER AGREEMENTJoinder Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals
This JOINDER AGREEMENT, dated as of October 3, 2016, is delivered pursuant to Section 5(o) of the Security Agreement, dated as of October 3, 2016 by and among GREEN PLAINS I LLC, a Delaware limited liability company, GREEN PLAINS II LLC, a Delaware limited liability company, and each other person who joined thereto as a Grantor, in favor of Maranon Capital, L.P., as Agent (as such agreement may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”). Capitalized terms used herein without definition are used as defined in the Security Agreement.
SECURITY AGREEMENTSecurity Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals • Illinois
This SECURITY AGREEMENT, dated as of October 3, 2016 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”), by and among GREEN PLAINS I LLC, a Delaware limited liability company (“Holdings”), GREEN PLAINS II LLC, a Delaware limited liability company (“GP II”; together with Holdings and each other person who joins in the execution hereof as a “Grantor” are collectively referred to herein as “Grantors” and individually as a “Grantor”), and MARANON CAPITAL, L.P., a Delaware limited partnership, in its capacity as Agent for Lenders.
CREDIT AGREEMENT Dated as of October 3, 2016 by and among GREEN PLAINS II LLC, as Borrower Representative, GREEN PLAINS II LLC and THE OTHER PERSONS FROM TIME TO TIME PARTY HERETO DESIGNATED AS “BORROWER”, collectively, the Borrowers and THE OTHER...Credit Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals • Illinois
This CREDIT AGREEMENT is dated as of October 3, 2016 (as amended, restated, amended and restated, supplemented and otherwise modified from time to time, the “Agreement”), and is entered into by and among Green Plains II LLC, a Delaware limited liability company (“GP II”; GP II in its capacity as the initial Borrower, and each other Person that becomes a party hereto as a “Borrower” pursuant to a joinder agreement in form and substance satisfactory to Agent (including, upon the consummation of the Closing Date Acquisition, SCI Ingredients Holdings, Inc., a Delaware corporation (“SCI”), FVC Intermediate Holdings, Inc., a Delaware corporation (“FVC Intermediate”), Fleischmann’s Vinegar Company, Inc., a Delaware corporation (“FVC”), and FVC Houston, Inc., a Delaware corporation (“FVC Houston”), are collectively referred to herein as the “Borrowers” and individually as a “Borrower”), GP II, in its capacity as Borrower Representative (the “Borrower Representative”), Green Plains I LLC, a Del
STOCK PURCHASE AGREEMENT by and among GREEN PLAINS, INC., AS PARENT GREEN PLAINS II, LLC, AS BUYER THE PERSONS IDENTIFIED AS SELLERS ON THE SIGNATURE PAGE HERETO, STONE CANYON INDUSTRIES LLC, AS SELLER REPRESENTATIVE, AND SCI INGREDIENTS HOLDINGS,...Stock Purchase Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of October 3, 2016, is made by and among SCI Ingredients Holdings, Inc., a Delaware corporation (the “Company”), Green Plains Inc., an Iowa corporation (“Parent”), Green Plains II LLC, a Delaware limited liability company and indirect wholly owned subsidiary of Parent (“Buyer” and together with Parent, the “Buyer Parties”), the Persons identified as “Sellers” on the signature page hereto (the “Sellers”), and Stone Canyon Industries LLC, a Delaware limited liability company, as representative for the Sellers and SAR Holders (the “Seller Representative”). Capitalized terms not otherwise defined have the meanings given in Article X.
BORROWER JOINDER TO CREDIT AGREEMENT AND NOTESBorrower Joinder to Credit Agreement • October 3rd, 2016 • Green Plains Inc. • Industrial organic chemicals • Illinois
This BORROWER JOINDER TO CREDIT AGREEMENT AND NOTES (this “Agreement”) dated as of this 3rd day of October, 2016 is made by each of the parties appearing on the signature pages hereto (referred to herein collectively as “New Borrowers” and individually as a “New Borrower”), to and in favor of Maranon Capital, L.P., in its capacity as Agent under the Credit Agreement referred to below, and the Lenders (as defined in the Credit Agreement) party thereto.
