PROFRAC HOLDINGS II, LLC, as Issuer, and EACH OF THE GUARANTORS FROM TIME TO TIME PARTY HERETO INDENTURE Dated as of December 27, 2023 and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee, Calculation Agent and Collateral Agent Senior Secured...Indenture • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
THIS INDENTURE dated as of December 27, 2023 is among ProFrac Holdings II, LLC, a Texas limited liability company (the “Company”), the Notes Guarantors from time to time party hereto, U.S. Bank Trust Company, National Association, as trustee (in such capacity, the “Trustee”), calculation agent (in such capacity, the “Calculation Agent”), and collateral agent (in such capacity, the “Collateral Agent”).
SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of December 27, 2023, relating to the Credit Agreement referred to below, is made by and among PROFRAC HOLDINGS II, LLC, a Delaware limited liability company (the “Borrower”), PROFRAC HOLDINGS, LLC, a Delaware limited liability company, (“Holdings”), each of the other Released Obligors (as defined below), the Guarantors party hereto (such Guarantors, excluding for the avoidance of doubt, the Released Obligors, are hereinafter referred to as the “Continuing Guarantors” and, the Continuing Guarantors, together with the Borrower and Holdings, the “Obligors” and, the Obligors, together with the Released Obligors, the “ProFrac Parties”), each of the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as the Agent and the Collateral Agent for the Lenders.
GUARANTEE AGREEMENT Dated as of December 22, 2023 made by PF PROPPANT HOLDING, LLC, as Borrower, and THE GUARANTORS REFERRED TO HEREIN as Guarantors in favor of CLMG CORP. as Agent, on behalf of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT...Guarantee Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
GUARANTEE AGREEMENT dated as of December 27, 2023 (this “Guaranty”) made by the Persons listed on the signature pages hereof (collectively, the “Guarantors” and, individually, each a “Guarantor”) in favor of CLMG Corp., as administrative agent (the “Agent”) on behalf of the Secured Parties. The capitalized terms defined in the Credit Agreement (as defined below) and not otherwise defined herein are used herein as therein defined (whether directly or by reference to another agreement or document), and the rules of interpretation set forth in Section 1.02 and 1.03 of the Credit Agreement are hereby incorporated by reference, mutatis mutandis.
GUARANTEE AGREEMENT Dated as of December 27, 2023 made by PROFAC HOLDING CORP., as Guarantor, and CLMG CORP., as Agent, on behalf of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREINGuarantee Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
GUARANTEE AGREEMENT dated as of December 27, 2023 (this “Guaranty”) made by ProFrac Holding Corp., a Delaware corporation, (the “Guarantor”) in favor of CLMG Corp., as administrative agent (the “Agent”) on behalf of the Secured Parties. The capitalized terms defined in the Credit Agreement (as defined below) and not otherwise defined herein are used herein as therein defined (whether directly or by reference to another agreement or document), and the rules of interpretation set forth in Section 1.2 and 1.3 of the Credit Agreement are hereby incorporated by reference, mutatis mutandis.
PARENT GUARANTY AGREEMENT Dated as of December 27, 2023 made by PROFRAC HOLDING CORP., as Parent Guarantor, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee and Collateral Agent, on behalf of THE HOLDERS OF THE NOTES REFERRED TO IN THE...Parent Guaranty Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
GUARANTY AGREEMENT dated as of December 27, 2023 (this “Guaranty”), made by ProFrac Holding Corp., a Delaware corporation (the “Parent Guarantor”), in favor of U.S. Bank Trust Company, National Association, as trustee and collateral agent (in such capacities, the “Agent”) under the Indenture (as defined below) on behalf of the holders of the Notes (as defined below) from time to time. Capitalized terms defined in the Indenture and not otherwise defined herein are used herein as therein defined (whether directly or by reference to another agreement or document), and the rules of construction set forth in Section 1.03 of the Indenture are hereby incorporated by reference, mutatis mutandis.
TERM LOAN CREDIT AGREEMENT Dated as of December 27, 2023 among ALPINE HOLDING II, LLC, as Holdings, PF PROPPANT HOLDING, LLC, as the Borrower, THE SEVERAL GUARANTORS FROM TIME TO TIME PARTY HERETO, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO,...Term Loan Credit Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
TERM LOAN CREDIT AGREEMENT, dated as of December 27, 2023, among ALPINE HOLDING II, LLC, a Delaware limited liability company (“Holdings,” as hereinafter further defined), PF PROPPANT HOLDING, LLC, a Texas limited liability company (the “Borrower,” as hereinafter further defined), the guarantors party hereto, and the Lenders (as hereinafter further defined), and CLMG CORP., a Texas corporation, as the Agent and the Collateral Agent (each as hereinafter further defined) for the Lenders.
SECURITY AGREEMENT dated as of December 27, 2023 among PROFRAC HOLDINGS, LLC, as Holdings, PROFRAC HOLDINGS II, LLC, as Issuer, and and certain of their respective Subsidiaries, as the Grantors, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as...Security Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
This SECURITY AGREEMENT (this “Agreement”), is dated as of December 27, 2023, among PROFRAC HOLDINGS, LLC, a Texas limited liability company (“Holdings”), PROFRAC HOLDINGS II, LLC, a Texas limited liability company (the “Issuer”), PF MANUFACTURING HOLDING, LLC, a Texas limited liability company (“PF Manufacturing”), PF SERVICES HOLDING, LLC, a Texas limited liability company (“PF Services”), PF TECH HOLDING, LLC, a Texas limited liability company (“PF Tech”), BEST PUMP AND FLOW, LLC, a Texas limited liability company (“BP”), BEST PFP, LLC, a Texas limited liability company (“Best PFP”), PROFRAC MANUFACTURING, LLC, a Texas limited liability company (“Manufacturing”), FTS INTERNATIONAL MANUFACTURING, LLC, a Texas limited liability company (“FTS International”), AG PSC FUNDING LLC, a Delaware limited liability company (“AG PSC”), F3 FUEL, LLC, a Texas limited liability company (“F3 Fuel”), PRODUCERS SERVICE HOLDINGS LLC, a Delaware limited liability company (“Producers”), PRODUCERS SERVIC
TERM LOAN SECURITY AGREEMENT dated as of December 27, 2023 among ALPINE HOLDING II, LLC, as Holdings, PF PROPPANT HOLDING, LLC, as Borrower, and and certain of their respective Subsidiaries, as the Grantors, and CLMG CORP., as the Collateral AgentTerm Loan Security Agreement • December 28th, 2023 • ProFrac Holding Corp. • Oil & gas field services, nec • New York
This TERM LOAN SECURITY AGREEMENT (this “Agreement”), is dated as of December 27, 2023, among ALPINE HOLDING II, LLC, a Delaware limited liability company (“Holdings”), PF PROPPANT HOLDING, LLC, a Texas limited liability company (the “Borrower”), certain other Affiliates of the Borrower party hereto from time to time, including as of the date hereof, ALPINE SILICA, LLC, a Texas limited liability company (“Alpine”), SUNNY POINT AGGREGATES, LLC, a Louisiana limited liability company (“Sunny Point”), PERFORMANCE PROPPANTS INTERNATIONAL, LLC, a Louisiana limited liability company (“Performance International”), PERFORMANCE PROPPANTS, LLC, a Texas limited liability company (“Performance”), RED RIVER LAND HOLDINGS, LLC, a Louisiana limited liability company (“RRLH”), PERFORMANCE ROYALTY, LLC, a Louisiana limited liability company (“Royalty”), ALPINE MONAHANS, LLC, a Delaware limited liability company (“Monahans”), ALPINE MONAHANS II, LLC, a Delaware limited liability company (“Monahans II”),
