Contract analysis

I. Executive Summary This memorandum summarizes our review of the insurance program maintained by Nexford Industrial Holdings Inc. ("Nexford" or the "Company") in connection with the proposed $1,400,000,000 senior secured Term Loan B refinancing and dividend recapitalization (the "Transaction"). Crescent Harbor Bank, N.A. will serve as Administrative Agent and Collateral Agent under the credit agreement governing the

II. Scope of Review Our review encompassed the following documents and information sources: • Insurance policy schedules and summary of insurance programs prepared by Vantage Risk Advisors, LLC, dated as of January 15, 2025, and updated through February 12, 2025; • Certificates of insurance for all material policies issued by Vantage Risk Advisors, LLC; • Policy declarations pages for the current policy year for all

III. Summary of Insurance Program The following sections provide a detailed summary of each material line of insurance coverage maintained by Nexford. Where applicable, we note any deviations from market norms, areas of potential concern, and items requiring follow-up. A. Property and Casualty Insurance Carrier: Continental Shield Underwriters, Inc. Broker: Vantage Risk Advisors, LLC (Rachel Sorensen, Account Executi

1. Property Insurance (All-Risk) Nexford maintains an all-risk property insurance policy providing broad-form coverage for direct physical loss or damage from fire, windstorm, hail, explosion, and all other named and unnamed perils not otherwise excluded, subject to the terms and conditions of the policy. Policy Period: July 1, 2024 through June 30, 2025. Total Insured Value (TIV): Approximately $1,200,000,000 (cover

2. Business Interruption Insurance Business interruption coverage is included within the all-risk property policy and provides protection against loss of income resulting from the interruption of business operations caused by a covered peril. Indemnity Period: 12 months, with a 6-month extended period of indemnity beyond the restoration period, providing up to 18 months of total coverage. This is consistent with mark

3. General Liability Insurance Nexford maintains a commercial general liability ("CGL") policy on an occurrence form basis, providing coverage for third-party bodily injury and property damage claims arising from Nexford's operations, products, and premises. Carrier: Continental Shield Underwriters, Inc. Policy Period: July 1, 2024 through June 30, 2025. Per-Occurrence Limit: $5,000,000. General Aggregate Limit: $10,

4. Automobile Liability Insurance Carrier: Continental Shield Underwriters, Inc. Combined Single Limit: $5,000,000. Coverage: Owned automobiles, hired automobiles, and non-owned automobiles. The policy covers liability for bodily injury and property damage arising from the use of any covered automobile in connection with Nexford's business operations. Fleet Size: Approximately 175 vehicles across all locations, inclu

5. Umbrella / Excess Liability Insurance Nexford maintains a layered umbrella and excess liability insurance program providing $100,000,000 of coverage in excess of the underlying CGL, automobile liability, and employer's liability policies. Lead Carrier (Primary Excess Layer): Continental Shield Underwriters, Inc. Program Structure: Self-Insured Retention: $10,000 for claims not covered by any underlying policy (i.e

6. Workers' Compensation and Employer's Liability Carrier: Continental Shield Underwriters, Inc. Workers' Compensation: Statutory limits for all states of operation, including Illinois, Pennsylvania, South Carolina, Texas, Michigan, Ohio, and all other states in which Nexford maintains operations or employees. Coverage is provided in accordance with the applicable workers' compensation statute of each state. Employer

IV. Credit Agreement Insurance Requirements — Compliance Analysis A. Anticipated Insurance Covenants Based on our review of the Crescent Harbor initial term sheet dated February 5, 2025, the Calderwood & Harkness annotated term sheet dated February 7, 2025, and customary provisions found in senior secured Term Loan B credit agreements for sponsor-backed industrial companies, we anticipate that the credit agreement wi

1. Property Insurance. The Borrower shall maintain all-risk property insurance covering all collateral (both real and personal property) in amounts sufficient to cover the full replacement cost of the collateral, or such other amounts as are customary for companies in similar businesses of similar size and scope. Losses shall be payable to Crescent Harbor Bank, N.A., as Collateral Agent, as lender loss payee (with re

2. Liability Insurance. The Borrower shall maintain commercial general liability insurance in amounts customary for companies engaged in similar businesses of similar size and scope. Crescent Harbor Bank, N.A., as Collateral Agent, shall be named as an additional insured on such policies.

3. Business Interruption Insurance. The Borrower shall maintain business interruption insurance in amounts customary for companies engaged in similar businesses.

4. Flood Insurance. The Borrower shall maintain flood insurance for any property located in a special flood hazard area in compliance with the National Flood Insurance Act of 1968, as amended, and applicable regulations promulgated thereunder, to the extent such property constitutes collateral under the credit agreement.

5. Mortgagee / Lender Loss Payee Endorsements. Property policies covering mortgaged properties shall contain a standard mortgagee clause naming Crescent Harbor Bank, N.A. as mortgagee. Property policies covering personal property collateral shall contain a lender loss payee endorsement naming Crescent Harbor Bank, N.A. as lender loss payee.

6. Insurance Certificate Delivery. The Borrower shall deliver certificates of insurance and applicable endorsements to the Administrative Agent at closing and upon each policy renewal during the term of the credit agreement.

7. Notice of Cancellation / Material Change. All policies shall provide for not less than 30 days' prior written notice to the Administrative Agent of any cancellation or material change in coverage (with not less than 10 days' notice in the case of cancellation for non-payment of premium).

8. No Separate Insurance. The Borrower shall not obtain or carry separate insurance concurrent in form or contributing in the event of loss with the insurance required by the credit agreement if such separate insurance would diminish or otherwise adversely affect the Collateral Agent's rights or protections under the required insurance. B. Compliance Assessment The following table sets forth our assessment of Nexford

1. Updated Certificates and Endorsements. Instruct Vantage Risk Advisors, LLC (Rachel Sorensen, Account Executive) to prepare updated certificates of insurance and endorsements naming Crescent Harbor Bank, N.A., as Collateral Agent, in the following capacities: (a) lender loss payee on all property insurance policies with respect to personal property collateral; (b) mortgagee on property insurance policies with respe

2. Removal of Prior Lender Endorsements. Request that Vantage Risk Advisors prepare endorsements removing Atlas Meridian Bank, N.A. as lender loss payee, mortgagee, and additional insured on all applicable policies, effective upon closing (March 28, 2025) and confirmation of receipt by Atlas Meridian of the payoff amount under the existing credit facility. These endorsements should be conditioned upon closing of the

3. Flood Insurance Compliance — Houston, TX. Confirm compliance with National Flood Insurance Act requirements for the Houston, Texas property (9100 Westpark Industrial Boulevard). This requires coordination with Vantage Risk Advisors to determine whether: (a) the property falls within a Special Flood Hazard Area ("SFHA") as defined by FEMA, notwithstanding its current Zone X designation; (b) if so, whether a standal

4. Coordination with Administrative Agent's Counsel. Coordinate with Whitfield & Gage LLP (Margaret Ashby, Partner, and Jonathan Ferris, Associate), counsel to Crescent Harbor Bank, N.A. as Administrative Agent, regarding the precise form of insurance certificates and endorsements required by the Administrative Agent. Crescent Harbor may have specific form requirements or proprietary endorsement language that must be

5. Environmental / Pollution Liability Acceptability. Confirm with Crescent Harbor (through Whitfield & Gage) that Nexford's environmental / pollution liability insurance coverage — $10,000,000 per occurrence and $25,000,000 aggregate — is acceptable given the nature of Nexford's operations, particularly the Industrial Coatings & Surface Technologies segment, which involves chemical processes, surface treatments, and

6. Verification of Recently Acquired Subsidiaries. Verify that all recently acquired subsidiaries are properly named as insureds or scheduled on all applicable policies. Specifically, we need written confirmation from Vantage Risk Advisors that the following entities are included: • Clearfield Tool & Die, Inc. (acquired by Nexford in 2021) • Summit Industrial Fabrication Co. (acquired by Nexford in 2022) • Ridgepoint

V. Key Observations and Risk Considerations In addition to the compliance-related matters discussed in Section IV, we note the following observations and risk considerations for the deal team's awareness: A. Adequacy of Property Coverage Relative to Collateral Value The total appraised value of the real property expected to constitute mortgaged collateral under the credit agreement is $193,000,000. The all-risk prope

VI. Coordination with Other Workstreams The insurance program intersects with several other transaction workstreams, and we highlight the following coordination points: Security Agreement / Collateral Package. Insurance proceeds from collateral are included within the definition of "Collateral" and the collateral grant under the Security Agreement. The credit agreement will require an assignment of insurance proceeds

VII. Recommendations Based on our review and analysis, we make the following recommendations:

1. Request Updated Certificates and Endorsements. Promptly instruct Vantage Risk Advisors, LLC (Rachel Sorensen) to prepare and deliver updated certificates of insurance and endorsements naming Crescent Harbor Bank, N.A. as Collateral Agent in all required capacities — lender loss payee, mortgagee, and additional insured — on all applicable property, general liability, and umbrella/excess liability policies. Target d

2. Coordinate with Administrative Agent's Counsel. Coordinate with Whitfield & Gage LLP (Margaret Ashby and Jonathan Ferris) regarding any Crescent Harbor-specific form requirements for insurance certificates and endorsements. Obtain from Whitfield & Gage any proprietary endorsement forms or specific language that Crescent Harbor requires, and transmit these to Vantage Risk Advisors for incorporation into the updated

3. Confirm Flood Insurance Compliance. Resolve the flood insurance compliance issue for the Houston, Texas mortgaged property (9100 Westpark Industrial Boulevard). Determine whether the property's flood zone classification triggers mandatory NFIP requirements in connection with the mortgage and, if so, whether the existing private flood coverage satisfies those requirements or a standalone NFIP policy must be obtaine

4. Confirm Scheduling of Acquired Subsidiaries. Obtain written confirmation from Vantage Risk Advisors that Clearfield Tool & Die, Inc., Summit Industrial Fabrication Co., Ridgepoint Specialty Coatings, LLC, and Lakeshore Precision Engineering, Inc. are each properly scheduled as named insureds on all material insurance policies. If any entity is not properly scheduled, request updated endorsements prior to closing.

5. Advise on D&O Coverage Review. Advise Nexford management — specifically, David Engstrom, General Counsel — to review the adequacy of the D&O insurance program in light of the approximately $335,000,000 dividend recapitalization, including an assessment of whether additional Side A DIC coverage is warranted given the potential for director/officer exposure in a stress scenario.

6. Closing Checklist Integration. Confirm that all insurance deliverables — including certificates of insurance, lender loss payee endorsements, mortgagee endorsements, additional insured endorsements, and cancellation notice endorsements — are included on the Closing Checklist and Conditions Precedent Tracker maintained by Sophie Tremblay, with responsible parties and target dates clearly identified.

7. Post-Closing Monitoring — July 1, 2025 Renewal. Flag the upcoming policy renewal date of July 1, 2025 for post-closing monitoring. Ensure that Nexford is aware of its ongoing obligation under the credit agreement to maintain compliant insurance coverage and to deliver updated certificates and endorsements to the Administrative Agent upon each renewal. A reminder should be added to the post-closing obligations trac

VIII. Enclosures / Attachments Referenced The following schedules are referenced in this memorandum and are available in the Transaction data room (Insurance): • Schedule A: Summary of Insurance Policies (prepared by Vantage Risk Advisors, LLC, dated February 12, 2025) • Schedule B: List of Named Insureds and Scheduled Locations (as reported by Vantage Risk Advisors, LLC) • Schedule C: Anticipated Credit Agreement In