SIGNATURE PAGES

SIGNATURE PAGES
TO
CREDIT AGREEMENT
$1,400,000,000 SENIOR SECURED TERM LOAN B FACILITY
Reference is made to that certain Credit Agreement dated as of March 28, 2025 (as amended, restated, supplemented, or otherwise modified from time to time, the "Credit Agreement"), among NEXFORD INDUSTRIAL HOLDINGS INC., a Delaware corporation, as Borrower, the Guarantors party thereto, CRESCENT HARBOR BANK, N.A., as Administrative Agent and Collateral Agent, IRONWOOD CAPITAL MARKETS, LLC and NORTHVANE SECURITIES, INC., as Joint Lead Arrangers, and the Lenders party thereto.
NIH CREDIT AGREEMENT — EXECUTION VERSION
Circulation Date: March 25, 2025
Execution Date: March 28, 2025
Prepared by:
Calderwood & Harkness LLP 425 Lexington Avenue New York, New York 10017
PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT. This compilation of signature pages and the accompanying cover memorandum are being circulated in connection with the closing of the above-referenced financing transaction. This document contains information that is confidential and legally privileged and is intended solely for the use of the parties to the Credit Agreement and their respective counsel. Any unauthorized review, use, disclosure, or distribution is strictly prohibited. If you are not the intended recipient, please notify the sender immediately and destroy all copies of this document.
COMPILATION COVER MEMORANDUM
(Internal — Counsel Use Only)
1. Purpose. This memorandum accompanies the attached compilation of executed and to-be-executed signature pages to the Credit Agreement. It sets forth the escrow, release, and counterpart mechanics governing the collection, holding, and release of such signature pages in connection with the closing scheduled for March 28, 2025.
2. Escrow Arrangements. All signature pages executed by the Borrower, Holdings, the Subsidiary Guarantors, the Administrative Agent, the Collateral Agent, the Joint Lead Arrangers, and each Lender (collectively, the "Executing Parties") shall be delivered by email (in PDF form) or via DocuSign to Calderwood & Harkness LLP, as counsel to the Borrower, to be held in escrow pending confirmation that each of the conditions precedent set forth in Article V of the Credit Agreement has been satisfied or waived in accordance with the terms thereof. Whitfield & Gage LLP, as counsel to the Administrative Agent, shall receive contemporaneous copies of all executed signature pages for verification purposes.
3. Release Authorization. Signature pages shall be released from escrow and the Credit Agreement shall be deemed executed and delivered only upon the joint written email authorization of Claudia Merritt (Calderwood & Harkness LLP, counsel to the Borrower) and Margaret Ashby (Whitfield & Gage LLP, counsel to the Administrative Agent). Absent such joint authorization, no signature page shall be treated as executed or delivered, and no Executing Party shall be bound by the Credit Agreement.
4. Effectiveness. Upon release, all signature pages shall be deemed executed and delivered, and the Credit Agreement shall be deemed effective, as of March 28, 2025, without regard to the actual date on which any particular signature page was executed.
5. Delivery of Executed PDFs. Please return executed PDFs to:
Sophie Tremblay — stremblay@calderwoodharkness.com
Jonathan Ferris — jferris@whitfieldgage.com
6. Questions. Any questions regarding execution logistics, notice addresses, wiring instructions, or the Administrative Questionnaire should be directed to the undersigned or to Claudia Merritt (C&H, +1 212-555-0148) or Margaret Ashby (W&G, +1 212-555-0392).
SECTION I
BORROWER SIGNATURE PAGE
IN WITNESS WHEREOF, the undersigned has caused this Credit Agreement to be duly executed and delivered by its authorized officer as of the date first above written.
BORROWER
NEXFORD INDUSTRIAL HOLDINGS INC., a Delaware corporation
By: ________
Name: James Thornton
Title: Chief Executive Officer
By: ________
Name: Michelle Kaplan
Title: Chief Financial Officer
(Alternate Authorized Signatory)
ATTEST:
By: ________
Name: David Engstrom
Title: General Counsel & Corporate Secretary
Address for Notices:
Nexford Industrial Holdings Inc. 1400 Industrial Parkway Schaumburg, Illinois 60173
Attention: General Counsel
Email: dengstrom@nexfordindustrial.com
Federal Employer Identification No.: 36-4178552 Delaware File No.: 5765432
SECTION II
HOLDINGS GUARANTOR SIGNATURE PAGE
IN WITNESS WHEREOF, the undersigned has caused this Credit Agreement to be duly executed and delivered by its authorized signatory as of the date first above written.
HOLDINGS
GRANITE PEAK NIH HOLDINGS, LLC, a Delaware limited liability company
By: ________
Name: Ryan Ostrowski
Title: Principal and Authorized Signatory
Address for Notices:
Granite Peak NIH Holdings, LLC c/o Penmark Industries 1209 Orange Street Wilmington, Delaware 19801
Attention: Ryan Ostrowski
Email: rostrowski@penmarkindustries.com
with a copy (which shall not constitute notice) to:
Whitfield & Gage LLP 1285 Avenue of the Americas New York, New York 10019
Attention: Margaret Ashby, Esq.
Federal Employer Identification No.: 85-3291047 Delaware File No.: 7234891
SECTION III
SUBSIDIARY GUARANTOR SIGNATURE PAGES
IN WITNESS WHEREOF, each of the undersigned Subsidiary Guarantors has caused this Credit Agreement to be duly executed and delivered by its authorized officer as of the date first above written.
SUBSIDIARY GUARANTORS
NEXFORD PRECISION COMPONENTS, INC., a Delaware corporation
By: ________
Name: David Engstrom
Title: Secretary
Address for Notices:
2750 Commerce Drive Rockford, Illinois 61101
Attention: Secretary
NEXFORD ENGINEERED SYSTEMS, LLC, a Delaware limited liability company
By: ________
Name: David Engstrom
Title: Authorized Officer
Address for Notices:
600 Manufacturers Row Greenville, South Carolina 29607
Attention: Authorized Officer
NEXFORD COATINGS & SURFACE TECHNOLOGIES, INC., a Delaware corporation
By: ________
Name: David Engstrom
Title: Secretary
Address for Notices:
9100 Westpark Industrial Boulevard Houston, Texas 77063
Attention: Secretary
NEXFORD MANUFACTURING SERVICES, LLC, an Illinois limited liability company
By: ________
Name: David Engstrom
Title: Authorized Officer
Address for Notices:
1400 Industrial Parkway Schaumburg, Illinois 60173
Attention: Authorized Officer
NEXFORD PROPERTIES, LLC, a Delaware limited liability company
By: ________
Name: David Engstrom
Title: Authorized Officer
Address for Notices:
c/o Penmark Industries 1209 Orange Street Wilmington, Delaware 19801
Attention: Authorized Officer
NEXFORD INTERNATIONAL HOLDINGS, INC., a Delaware corporation
By: ________
Name: David Engstrom
Title: Secretary
Address for Notices:
c/o Penmark Industries 1209 Orange Street Wilmington, Delaware 19801
Attention: Secretary
CLEARFIELD TOOL & DIE, INC., a Pennsylvania corporation
By: ________
Name: David Engstrom
Title: Secretary
Address for Notices:
175 Clearfield Avenue Clearfield, Pennsylvania 16830
Attention: Secretary
SUMMIT INDUSTRIAL FABRICATION CO., a South Carolina corporation
By: ________
Name: David Engstrom
Title: Secretary
Address for Notices:
820 Summit Drive Spartanburg, South Carolina 29303
Attention: Secretary
RIDGEPOINT SPECIALTY COATINGS, LLC, a Texas limited liability company
By: ________
Name: David Engstrom
Title: Authorized Officer
Address for Notices:
9100 Westpark Industrial Boulevard Houston, Texas 77063
Attention: Authorized Officer
LAKESHORE PRECISION ENGINEERING, INC., a Michigan corporation
By: ________
Name: David Engstrom
Title: Secretary
Address for Notices:
3200 Lakeshore Boulevard Muskegon, Michigan 49441
Attention: Secretary
Note: Nexford Canada Holdings ULC and Nexford Canada Manufacturing, Inc. are Excluded Subsidiaries under Section 1.01 of the Credit Agreement (foreign subsidiaries not required to become Guarantors) and accordingly are not signatories hereto.
SECTION IV
ADMINISTRATIVE AGENT AND COLLATERAL AGENT SIGNATURE PAGE
IN WITNESS WHEREOF, the undersigned has caused this Credit Agreement to be duly executed and delivered by its authorized officers as of the date first above written.
ADMINISTRATIVE AGENT AND COLLATERAL AGENT
CRESCENT HARBOR BANK, N.A., as Administrative Agent and Collateral Agent
By: ________
Name: Elaine Prescott
Title: Managing Director, Leveraged Finance
By: ________
Name: Thomas Nakamura
Title: Director, Loan Syndication
Address for Notices — Agency:
Crescent Harbor Bank, N.A. 320 Federal Street Boston, Massachusetts 02110
Attention: Loan Agency Services — NIH Term Loan B
Email: loanagency@crescentharborbank.com
Telephone: (617) 555-0170 Facsimile: (617) 555-0171
SECTION V
JOINT LEAD ARRANGER AND BOOKRUNNER SIGNATURE PAGES
IN WITNESS WHEREOF, each of the undersigned Joint Lead Arrangers and Bookrunners has caused this Credit Agreement to be duly executed and delivered by its authorized officer as of the date first above written.
JOINT LEAD ARRANGERS AND BOOKRUNNERS
CRESCENT HARBOR BANK, N.A., as Lead Left Arranger and Bookrunner
By: ________
Name: Elaine Prescott
Title: Managing Director, Leveraged Finance
Address for Notices:
320 Federal Street Boston, Massachusetts 02110
Attention: Leveraged Finance — NIH Transaction
IRONWOOD CAPITAL MARKETS, LLC, as Joint Lead Arranger and Bookrunner
By: ________
Name: ________
Title: ________
Address for Notices:
Ironwood Capital Markets, LLC 1100 Avenue of the Americas New York, New York 10036
Attention: Syndicated Loan Group
NORTHVANE SECURITIES, INC., as Joint Lead Arranger
By: ________
Name: ________
Title: ________
Address for Notices:
Northvane Securities, Inc. 200 South Wacker Drive Chicago, Illinois 60606
Attention: Leveraged Loan Origination
SECTION VI
LENDER SIGNATURE PAGES
IN WITNESS WHEREOF, each of the undersigned Lenders has caused this Credit Agreement to be duly executed and delivered by its authorized signatory as of the date first above written. Wiring instructions and other administrative details for each Lender shall be delivered separately pursuant to the Administrative Questionnaire submitted to the Administrative Agent in accordance with Section 2.19 of the Credit Agreement.
LENDERS
CRESCENT HARBOR BANK, N.A., as a Lender
By: ________
Name: Elaine Prescott
Title: Managing Director, Leveraged Finance
Commitment: $175,000,000
Address for Notices: 320 Federal Street Boston, Massachusetts 02110
Attention: Portfolio Management — NIH
IRONWOOD CAPITAL MARKETS, LLC, as a Lender
By: ________
Name: ________
Title: ________
Commitment: $200,000,000
Address for Notices: 1100 Avenue of the Americas New York, New York 10036
Attention: Loan Portfolio Group
NORTHVANE SECURITIES, INC., as a Lender
By: ________
Name: ________
Title: ________
Commitment: $150,000,000
Address for Notices: 200 South Wacker Drive Chicago, Illinois 60606
Attention: Credit Portfolio Management
RIDGELINE ASSET MANAGEMENT, LP, as a Lender
By: ________
Name: ________
Title: Authorized Signatory
Commitment: $125,000,000
Address for Notices: 55 East 52nd Street New York, New York 10055
Attention: Direct Lending — Loan Administration
HALCYON CREDIT PARTNERS, LLC, as a Lender
By: ________
Name: ________
Title: Authorized Signatory
Commitment: $100,000,000
Address for Notices: 2000 K Street NW Washington, District of Columbia 20006
Attention: Portfolio Manager — Broadly Syndicated Loans
VERDANT INSTITUTIONAL INVESTORS, LP, as a Lender
By: ________
Name: ________
Title: Authorized Signatory
Commitment: $100,000,000
Address for Notices: One Financial Center Hartford, Connecticut 06103
Attention: Fixed Income — Bank Loans
CASCADIA LOAN FUND III, LP, as a Lender
By: Cascadia Credit Advisors, LLC,
its investment manager
By: ________
Name: ________
Title: Authorized Signatory
Commitment: $75,000,000
Address for Notices: 888 SW Fifth Avenue Portland, Oregon 97204
Attention: Cascadia Loan Fund III — Operations
BLUEWATER FIXED INCOME FUND, LP, as a Lender
By: ________
Name: ________
Title: Authorized Signatory
Commitment: $75,000,000
Address for Notices: 300 Biscayne Boulevard Miami, Florida 33131
Attention: Loan Operations
ADDITIONAL LENDER SIGNATURE PAGES
(Syndicate Lenders and CLO Vehicles — General Syndication)
The following signature pages, aggregating approximately $400,000,000 in Commitments, are to be finalized through general syndication targeted to close on March 21, 2025, and appended to this compilation prior to release from escrow. Each such signature page shall be in substantially the form set forth below.
[NAME OF LENDER], a [Jurisdiction and Entity Type], as a Lender
By: [Investment Manager, if applicable]
By: ________
Name: ________
Title: Authorized Signatory
Commitment: $[__]
Address for Notices: [Street Address] [City, State ZIP]
Attention: [__]
Wire, payment, and additional administrative details to be delivered pursuant to the Administrative Questionnaire.
Aggregate Commitments. Upon completion of general syndication and appending of all Additional Lender Signature Pages, aggregate Commitments across all Lender signature pages included in this compilation shall total $1,400,000,000, matching the aggregate Term Loan B Facility amount set forth in Section 2.01 of the Credit Agreement.
SECTION VII
SIGNATURE PAGE ESCROW, RELEASE, AND EFFECTIVENESS PROVISIONS
1. Escrow. All signature pages compiled hereunder shall be held in escrow by Calderwood & Harkness LLP, as counsel to the Borrower, and Whitfield & Gage LLP, as counsel to the Administrative Agent, pending satisfaction (or waiver in accordance with the terms of the Credit Agreement) of each of the conditions precedent set forth in Article V of the Credit Agreement. No signature page shall be treated as delivered, and no Executing Party shall be bound to the Credit Agreement, prior to release from escrow.
2. Release Authority. Release of the signature pages from escrow shall occur only upon joint written email authorization delivered by Claudia Merritt of Calderwood & Harkness LLP and Margaret Ashby of Whitfield & Gage LLP. Upon such joint authorization, the signature pages shall be deemed automatically released from escrow and the Credit Agreement shall be deemed executed and delivered by each Executing Party.
3. Effectiveness Date. Notwithstanding the actual date on which any signature page was executed, each signature page shall be deemed executed and effective as of March 28, 2025, upon release from escrow.
4. Counterparts and Electronic Signatures. This Credit Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement, all as further set forth in Section 10.07 of the Credit Agreement. Delivery of an executed counterpart of a signature page to this Credit Agreement by facsimile, by electronic mail as a PDF attachment, or through a recognized electronic signature service (including, without limitation, DocuSign or Adobe Sign) shall be as effective as delivery of a manually executed counterpart hereof. Any electronic signature affixed by an Executing Party shall be deemed an "original" signature for all purposes under this Credit Agreement and under the Electronic Signatures in Global and National Commerce Act (15 U.S.C. §§ 7001, et seq.) and applicable state law.
5. Governing Law. This Credit Agreement and each signature page compiled hereunder shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to conflict of laws principles that would result in the application of the laws of another jurisdiction.
6. Incorporation. Each executed signature page compiled hereunder is hereby incorporated into, and made a part of, the Credit Agreement, and each Executing Party shall be bound by all of the terms, covenants, and conditions of the Credit Agreement upon release of its signature page from escrow.
SECTION VIII
COMPILATION ATTESTATION
The undersigned, on behalf of Calderwood & Harkness LLP, counsel to the Borrower, hereby certify that:
1. The signature pages compiled in Sections I through VI of this document constitute the complete and final compilation of executed signature pages to the Credit Agreement dated as of March 28, 2025, among Nexford Industrial Holdings Inc., as Borrower, the Guarantors party thereto, Crescent Harbor Bank, N.A., as Administrative Agent and Collateral Agent, and the Lenders party thereto;
2. Each such signature page has been received in executed form from the applicable Executing Party (or, in the case of Additional Lender Signature Pages appended following completion of general syndication on March 21, 2025, in substantially the form specified herein);
3. All signature pages have been compiled and attached to the Execution Version of the Credit Agreement in accordance with the escrow and release mechanics set forth in Section VII hereof; and
4. Aggregate Commitments reflected across all Lender signature pages total $1,400,000,000, matching the aggregate Term Loan B Facility amount.
Dated: March 28, 2025
CALDERWOOD & HARKNESS LLP
By: ________
Name: Sophie Tremblay
Title: Working Associate
COUNTERSIGNED AND CONFIRMED:
By: ________
Name: Marcus Leung
Title: Lead Associate
Closing Binder Reference. This compilation of signature pages shall be filed as part of the Closing Binder for the NIH Term Loan B Facility. Tab reference to be assigned in accordance with the Closing Binder Index prepared by Calderwood & Harkness LLP. Matter No. 1005-00001 (Billing Code: IBL-NIH-2025-031).
From: | Sophie Tremblay and Marcus Leung, Calderwood & Harkness LLP
To: | Closing Distribution List (NIH Term Loan B Closing)
Date: | March 25, 2025 (circulation) / March 28, 2025 (release authorization)
Re: | Signature Page Circulation, Escrow, and Release Mechanics