AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 23rd, 2018 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
WHEREAS, PETIQ, True Science, TruRx and True Prodigy (collectively, the “Existing Borrowers”) are parties to a Credit Agreement dated as of December 21, 2016, as amended (collectively, the “Existing Credit Agreement”) with East West Bank in its capacities as the sole Lender thereunder, Administrative Agent, L/C Issuer and Swingline Lender, pursuant to which East West Bank provides a revolving credit facility (including sub-facilities for letters of credit and automated clearinghouse payments) to the Existing Borrowers; and
EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment and Non-Competition Agreement • January 23rd, 2018 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • California
WHEREAS, prior to the consummation of the transactions contemplated in that certain Unit Purchase Agreement, dated as of the date hereof (as it may be amended, restated or otherwise modified from time to time, the “Purchase Agreement”), by and among PetIQ, Inc., PetIQ Holdings, LLC, a Delaware limited liability company (“Buyer” or “Holdings”), Community Veterinary Clinics LLC, a Delaware limited liability Company (the “Target”), and VIP Petcare Holdings, Inc. (“Seller”) and Will Santana and Kenneth Pecoraro (collectively, the “Stockholders”), the Stockholders owned all of the issued and outstanding capital stock of the Seller, and the Seller owned all of the issued and outstanding units of membership interest in the Target (the “Units”);
TERM LOAN CREDIT AGREEMENT Dated as of January 17, 2018 among PETIQ, LLC, as Borrower, ARES CAPITAL CORPORATION and the other Lenders party hereto, and ARES CAPITAL CORPORATION as Administrative AgentTerm Loan Credit Agreement • January 23rd, 2018 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
WHEREAS, the parties hereto desire to enter into this Agreement, pursuant to which the Lenders hereunder will provide the Borrower a term loan credit facility, the proceeds of which the Borrower will use (a) to finance the VIP Petcare Acquisition, (b) for working capital, and (c) for one or more of the other permitted purposes provided for herein.
