JOINDERPledge Agreement • November 6th, 2024 • Nl Industries Inc • Industrial inorganic chemicals
Joinder No. 1 (this “Joinder”), dated as of August 8, 2024, to the Pledge Agreement, dated as of September 13, 2017 (as amended, restated, supplemented, or otherwise modified from time to time, including without limitation by the Additional Notes Priority Joinder Agreement dated February 12, 2024 and the Additional Notes Priority Joinder Agreement dated July 30, 2024 relating to Additional Obligations issued by the Issuer, the “Pledge Agreement”), by and among each of the parties listed on the signature pages thereto and those additional entities that thereafter become parties thereto (collectively, jointly and severally, “Grantors” and each, individually, a “Grantor”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, in its capacity as collateral agent for the Secured Parties (in such capacity, together with its successors and assigns in such capacity, “Agent”).
JOINDER NO. 1Guaranty and Security Agreement • November 6th, 2024 • Nl Industries Inc • Industrial inorganic chemicals
Joinder No. 1 (this "Joinder"), dated as of August 7, 2024, to the Guaranty and Security Agreement, dated as of April 20, 2021 (as amended by that certain First Amendment to Guaranty and Security Agreement dated July 17, 2024, and as further amended, restated, supplemented, or otherwise modified from time to time, the "Guaranty and Security Agreement"), by and among each of the parties listed on the signature pages thereto and those additional entities that thereafter become parties thereto (collectively, jointly and severally, "Grantors" and each, individually, a "Grantor") and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association ("Wells Fargo"), in its capacity as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Agent").
FIRST AMENDMENT TO GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • November 6th, 2024 • Nl Industries Inc • Industrial inorganic chemicals
This First Amendment to the Guaranty and Security Agreement (this "Amendment") is entered into as of July 17, 2024, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association ("Wells Fargo") in its capacity as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, "Agent"), KRONOS WORLDWIDE, INC., a Delaware corporation ("Worldwide"), KRONOS LOUISIANA, INC., a Delaware corporation ("Kronos Louisiana"), KRONOS (US), INC., a Delaware corporation ("Kronos US"), and KRONOS INTERNATIONAL, INC., a Delaware corporation ("KII"; together with Worldwide, Kronos Louisiana and Kronos US, collectively, "Grantors" and each, a "Grantor").
SUPPLEMENTAL INDENTURE NO. 2Supplemental Indenture • November 6th, 2024 • Nl Industries Inc • Industrial inorganic chemicals • New York
SUPPLEMENTAL INDENTURE NO. 2 (this “Supplemental Indenture”), dated as of August 8, 2024, among the new guarantors named in the signature pages hereto (the “Guarantors”), Kronos International, Inc., a Delaware corporation (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”) under the Indenture dated as of September 13, 2017 (the “Base Indenture”), as heretofore amended and restated by Supplemental Indenture No. 1, dated as of February 12, 2024 (“Supplemental Indenture No. 1”) among the Issuer, the Trustee, Deutsche Bank Trust Company Americas, as paying agent, and Deutsche Bank Trust Company Americas, as registrar (the Base Indenture as amended and restated by Supplemental Indenture No. 1, and as amended, supplemented or otherwise modified, the “Indenture”).
AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • November 6th, 2024 • Nl Industries Inc • Industrial inorganic chemicals
This Amendment (this “Amendment”) to the Purchase Agreement (defined below) is made effective as of 13/8/2024 (the “Effective Date”), by and between Kronos Louisiana, Inc., a corporation organized under the laws of the State of Delaware (“Kronos Partner”), Kronos Worldwide, Inc., a corporation organized under the laws of the State of Delaware (“Kronos Parent” and together with Kronos Partner, “Kronos”), Venator Investments Ltd., a limited liability company organized under the laws of the Cayman Islands (“Venator Partner” and together with Kronos Partner, the “Partners”), Venator Materials PLC, a public limited company organized under the laws of England and Wales (“Venator Parent” and together with Venator Partner, “Venator”) and Louisiana Pigment Company, L.P., a limited partnership organized under the laws of Delaware (the “Joint Venture”). Kronos Partner, Kronos Parent, Venator Partner, Venator Parent and the Joint Venture may each be individually referred to as a “Party” and collec
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • November 6th, 2024 • Nl Industries Inc • Industrial inorganic chemicals • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 8, 2024, among the new guarantors named in the signature pages hereto (the “Guarantors”), Kronos International, Inc., a Delaware corporation (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”) under the Indenture dated as of February 12, 2024 (the “Base Indenture”), as heretofore supplemented by the First Supplemental Indenture, dated as of July 30, 2024 (“First Supplemental Indenture”), among the Issuer, the guarantors party thereto, the Trustee, Deutsche Bank Trust Company Americas, as paying agent, and Deutsche Bank Trust Company Americas, as registrar (the Base Indenture as supplemented by the First Supplemental Indenture, and as amended, supplemented or otherwise modified, the “Indenture”).
