Jonathan,
Hope the week is treating you well. Please find attached updated schedules listing all Subsidiary Guarantors under the Nexford Industrial Holdings Inc. $1,400,000,000 senior secured Term Loan B credit facility (C&H Matter No. 1005-00001). These are for your use in populating (i) the relevant schedules to the Credit Agreement (Schedule 5.13 or equivalent — Subsidiaries/Guarantor schedule) and (ii) the corresponding schedules to the Guarantee Agreement.
The schedules reflect final diligence confirmation — we have cross-checked all entity information against the certified organizational documents received from the company and good standing certificates ordered from the relevant Secretaries of State / Departments of State in each applicable jurisdiction.
**Summary**
There are 11 Subsidiary Guarantors in total, plus the Holdings Guarantor (Granite Peak NIH Holdings, LLC), for an aggregate of 12 Guarantors. The Holdings Guarantor is addressed separately in the Holdings Pledge Agreement; the attached schedule covers the Subsidiary Guarantors only.
The Subsidiary Guarantors are as follows:
1. **Nexford Precision Components, Inc. (NPC)** — Corporation; Delaware; 100% owned by Nexford Industrial Holdings Inc.; 2750 Commerce Drive, Rockford, IL 61101.
2. **Nexford Engineered Systems, LLC (NES)** — Limited Liability Company; Delaware; 100% membership interests held by Nexford Industrial Holdings Inc.; 600 Manufacturers Row, Greenville, SC 29607.
3. **Nexford Coatings & Surface Technologies, Inc. (NCST)** — Corporation; Delaware; 100% owned by Nexford Industrial Holdings Inc.; 9100 Westpark Industrial Boulevard, Houston, TX 77063.
4. **Nexford Manufacturing Services, LLC (NMS)** — Limited Liability Company; Illinois; 100% membership interests held by Nexford Industrial Holdings Inc.; 1400 Industrial Parkway, Schaumburg, IL 60173.
5. **Nexford Properties, LLC (NP LLC)** — Limited Liability Company; Delaware; 100% membership interests held by Nexford Industrial Holdings Inc.; c/o Penmark Industries, 1209 Orange Street, Wilmington, DE 19801. *Note: Real property holding entity.*
6. **Nexford International Holdings, Inc. (NIH Intl)** — Corporation; Delaware; 100% owned by Nexford Industrial Holdings Inc.; c/o Penmark Industries, 1209 Orange Street, Wilmington, DE 19801. *Note: CFC Holdco — guarantee provided; equity pledge limited to 65% of voting equity and 100% of non-voting equity of first-tier foreign subsidiaries (i.e., Nexford Canada Holdings ULC).*
7. **Clearfield Tool & Die, Inc.** — Corporation; Pennsylvania; 100% owned by Nexford Industrial Holdings Inc.; 175 Clearfield Avenue, Clearfield, PA 16830. *Acquired 2021.*
8. **Summit Industrial Fabrication Co.** — Corporation; South Carolina; 100% owned by Nexford Industrial Holdings Inc.; 820 Summit Drive, Spartanburg, SC 29303. *Acquired 2022.*
9. **Ridgepoint Specialty Coatings, LLC** — Limited Liability Company; Texas; 100% membership interests held by Nexford Industrial Holdings Inc.; 9100 Westpark Industrial Boulevard, Houston, TX 77063. *Acquired 2023.*
10. **Lakeshore Precision Engineering, Inc.** — Corporation; Michigan; 100% owned by Nexford Industrial Holdings Inc.; 3200 Lakeshore Boulevard, Muskegon, MI 49441. *Acquired 2024.*
For completeness, please note that the following entities are **excluded** from the Subsidiary Guarantor schedule as foreign subsidiaries and are **not** Guarantors:
- **Nexford Canada Holdings ULC** (British Columbia, Canada) - **Nexford Canada Manufacturing, Inc.** (Ontario, Canada)
These are listed on the attached spreadsheet for clarity but are clearly marked as excluded.
**Holdings Guarantor (Cross-Reference)**
For reference, **Granite Peak NIH Holdings, LLC** (Delaware LLC; DE File No. 7234891; c/o Penmark Industries, 1209 Orange Street, Wilmington, DE 19801) serves as the Holdings Guarantor and is the direct 100% parent of Nexford Industrial Holdings Inc. Its equity is held 92% by Granite Peak Capital Fund IV, LP and 8% by GP Fund IV Co-Invest, LP. The Holdings Guarantor schedule is addressed separately in the Holdings Pledge Agreement.
**UCC Filing Jurisdictions**
The jurisdictions for UCC-1 filings correspond to the jurisdiction of organization of each entity as follows:
- **Delaware Secretary of State:** Nexford Industrial Holdings Inc., NPC, NES, NCST, NP LLC, NIH Intl, and Granite Peak NIH Holdings, LLC - **Illinois Secretary of State:** NMS - **Pennsylvania Department of State:** Clearfield Tool & Die, Inc. - **South Carolina Secretary of State:** Summit Industrial Fabrication Co. - **Texas Secretary of State:** Ridgepoint Specialty Coatings, LLC - **Michigan Department of State:** Lakeshore Precision Engineering, Inc.
We are preparing all UCC-1 financing statements for filing at closing (currently targeted for March 28, 2025).
**Requests / Next Steps**
A few items:
1. Could you confirm whether the schedule format works for the Credit Agreement schedules (Schedule 5.13 or equivalent)? Happy to adjust columns or formatting as needed. 2. I am also updating the perfection certificate annexes to conform with this schedule and will circulate a revised draft early next week. 3. Please flag any discrepancies you identify between the attached and the W&G draft schedules so we can reconcile well in advance of the execution-ready target date of **March 24, 2025**.
Marcus Leung on our end is available for any questions on the collateral/pledge structure.
Thanks, Jonathan — look forward to hearing from you.
Best regards,
Sophie Tremblay Associate, Banking & Finance Calderwood & Harkness LLP 425 Lexington Avenue New York, NY 10017 T: (212) 558-4000 stremblay@calderwoodharkness.com
**Attachment:** Subsidiary Guarantor Schedule — Nexford Industrial Holdings Inc. (Updated 03.14.2025).xlsx
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