SECURITIES PURCHASE AGREEMENT by and among WARREN LYNN FRAZIER, GARRETT LYNN FRAZIER 2018 DG TRUST, DERRICK CHASE FRAZIER 2018 DG TRUST, and FRAZIER FAMILY FOUNDATION, INC. collectively, as Sellers WARREN LYNN FRAZIER as Seller Representative and MOTI...Securities Purchase Agreement • October 15th, 2018 • Nine Energy Service, Inc. • Oil & gas field services, nec • Texas
Contract Type FiledOctober 15th, 2018 Company Industry JurisdictionThis SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of October 15, 2018 by and among (i) Warren Lynn Frazier, an individual and resident of the State of Texas (“Warren Frazier”), Garrett Lynn Frazier 2018 DG Trust, an irrevocable trust (“Garrett Trust”), Derrick Chase Frazier 2018 DG Trust, an irrevocable trust (“Derrick Trust”), and Frazier Family Foundation, Inc., a Texas corporation (“Foundation”, and together with Warren Frazier, Garrett Trust and Derrick Trust, each, a “Seller” and, collectively, the “Sellers”), (ii) Warren Frazier, solely in his capacity as Seller Representative (“Seller Representative”), (iii) MOTI Holdco, LLC, a Delaware limited liability company (“US Buyer”), and Nine Energy Canada Inc., an Alberta (Canada) corporation (“Canada Buyer”, and together with US Buyer, collectively, “Buyers”), (iv) Nine Energy Service, Inc., a Delaware corporation (“Buyer Parent”), and (v) solely for the purposes of Section 5.6.2, Section 5.20