AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 25th, 2022 • Balmoral Funds LLC • Petroleum refining • Delaware
THIS AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made this 25 day of May 2022, by and among BALMORAL SWAN PARENT, INC., a Delaware corporation (“Parent”); BALMORAL SWAN MERGERSUB, INC., a Delaware corporation and a wholly owned, direct subsidiary of Parent (“Merger Sub”); and TRECORA RESOURCES, a Delaware corporation (the “Company”).
LIMITED GUARANTEELimited Guarantee • May 25th, 2022 • Balmoral Funds LLC • Petroleum refining • Delaware
This LIMITED GUARANTEE, dated as of May 11, 2022 (as may be amended, restated, supplemented or otherwise modified, this “Limited Guarantee”), by Balmoral Special Situations Fund III, L.P. (“Guarantor”), is made in favor of Trecora Resources, a Delaware corporation (the “Guaranteed Party”). Reference is hereby made to that certain Agreement and Plan of Merger, dated as of the date hereof (as may be amended, restated, supplemented or otherwise modified, the “Merger Agreement”), by and among the Guaranteed Party, Balmoral Swan Parent, Inc., a Delaware corporation (“Parent”), and Balmoral Swan MergerSub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). Except as otherwise specified herein, each capitalized term used in this Limited Guarantee and not defined herein shall have the meaning ascribed to such term in the Merger Agreement.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • May 25th, 2022 • Balmoral Funds LLC • Petroleum refining • Delaware
This Assignment and Assumption Agreement (the “Agreement”) is made and entered into as of May 16, 2022, by and among Balmoral Special Situations Fund III, L.P. (“Fund III”) and Balmoral Special Situations Fund IV, L.P. (“Fund IV”).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • May 25th, 2022 • Balmoral Funds LLC • Petroleum refining • Delaware
This Confidentiality Agreement (“Agreement”), dated as of December 16, 2021, is entered into by and between Trecora Resources, on behalf of itself and its subsidiaries (collectively, “Company”), with an office located at 1650 Hwy 6 S, Suite 190, Sugar Land, Texas 77478, U.S.A., and Balmoral Funds LLC (“Interested Party”), with an office located at 11150 Santa Monica Blvd #825 Los Angeles, CA. Each of the parties to this Agreement may be referred to individually as a “Party,” and collectively as the “Parties.”
