1005-00001 · Nexford Industrial Holdings · UCC Filings

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UCC FINANCING STATEMENT

(Form UCC1)

ORIGINAL FILING

Date of Preparation: March 28, 2025

Filing Jurisdiction: Office of the Texas Secretary of State Austin, Texas

Filing Office Reference / File Number: To be assigned by the Texas Secretary of State upon filing

Return Acknowledgment Copy To:

Calderwood & Harkness LLP 425 Lexington Avenue New York, New York 10017

Attention: Marcus Leung

TEXAS SECRETARY OF STATE — UCC FINANCING STATEMENT Filed pursuant to Texas Business & Commerce Code, Chapter 9 This is an original filing (not an amendment, assignment, or continuation statement)

Box A — DEBTOR INFORMATION

1. DEBTOR'S NAME (Organization Debtor)

The Debtor's name as set forth above is the exact legal name of the Debtor as it appears on the public organic record filed with the Texas Secretary of State. This name has been verified against the Texas Secretary of State's SOSDirect database to ensure compliance with the requirements of Texas Business & Commerce Code Section 9.503(a)(1), which requires that a financing statement sufficiently provide the name of the Debtor by setting forth the name indicated on the public organic record of the Debtor's jurisdiction of organization.

1b. DEBTOR'S MAILING ADDRESS

The mailing address set forth above is the current principal place of business and chief executive office of the Debtor.

Box B — SECURED PARTY INFORMATION

2. SECURED PARTY'S NAME (Organization Secured Party)

Capacity: The Secured Party named above acts in its capacity as Collateral Agent under that certain Credit Agreement dated as of March 28, 2025 (as the same may be amended, restated, amended and 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 from time to time (including the Debtor named herein), Crescent Harbor Bank, N.A., a national banking association, as Administrative Agent and Collateral Agent, and the several banks and other financial institutions or entities from time to time party thereto as Lenders.

The filing of this financing statement in the name of Crescent Harbor Bank, N.A., as Collateral Agent, is intended to perfect the security interest granted by the Debtor to the Collateral Agent for the benefit of the Secured Parties (as defined in the Credit Agreement) pursuant to the Security Agreement (as defined below).

2b. SECURED PARTY'S MAILING ADDRESS

Box 3 — ADDITIONAL PARTIES

No additional Debtors are listed on this financing statement.

No additional Secured Parties are listed on this financing statement.

No Addendum is required in connection with this filing. This financing statement involves a single Debtor and a single Secured Party, and no additional space is needed to describe either additional parties or the collateral.

Box 4 — COLLATERAL DESCRIPTION

The security interest to which this financing statement relates covers the following collateral:

All assets of the Debtor, whether now owned or hereafter acquired, and wherever located, including, without limitation, all right, title, and interest of the Debtor in, to, and under the following property, whether now existing or hereafter arising or acquired:

(a) All accounts and accounts receivable, including, without limitation, all rights to payment for goods sold, leased, licensed, assigned, or otherwise disposed of, or for services rendered, whether or not earned by performance;

(b) All chattel paper, including electronic chattel paper and tangible chattel paper;

(c) All commercial tort claims, to the extent described in Schedule II to the Security Agreement dated as of March 28, 2025, as such schedule may be supplemented from time to time in accordance with the terms of the Security Agreement;

(d) All deposit accounts, including, without limitation, all demand, time, savings, passbook, or similar accounts maintained with any bank, savings and loan association, credit union, or similar organization;

(e) All documents, including, without limitation, all bills of lading, dock warrants, dock receipts, warehouse receipts, and orders for the delivery of goods, and all other documents of title, whether negotiable or non-negotiable;

(f) All equipment, including, without limitation, all machinery, vehicles, furniture, fixtures (to the extent not separately addressed in a fixture filing), tools, parts, and all other tangible personal property that does not constitute inventory;

(g) All fixtures, including, without limitation, all goods that have become so related to particular real property that an interest in them arises under real property law;

(h) All general intangibles, including, without limitation, all payment intangibles, software (including all computer programs, source code, object code, and related documentation, data, and materials), customer lists, contracts, contract rights, goodwill, tax refund claims, rights and claims under insurance policies, rights to indemnification, and all other intangible personal property of every kind and nature;

(i) All goods, including, without limitation, all inventory and equipment, and all accessions thereto, and goods with which the Debtor's goods are commingled;

(j) All instruments, including, without limitation, all promissory notes, drafts, bills of exchange, and all other negotiable and non-negotiable instruments;

(k) All intellectual property, including, without limitation:

(i) all patents and patent applications, including all provisional applications, utility patents, design patents, continuations, continuations-in-part, divisional applications, reissues, reexaminations, and extensions thereof, and all rights therein provided by international treaties or conventions;

(ii) all trademarks, trademark applications, trademark registrations, service marks, service mark applications, service mark registrations, trade names, trade dress, logos, domain names, and all goodwill associated therewith;

(iii) all copyrights, copyright applications, and copyright registrations, including all rights of reproduction, distribution, display, performance, and preparation of derivative works;

(iv) all trade secrets, know-how, proprietary information, formulae, processes, techniques, and confidential business information;

(v) all licenses and sublicenses related to any of the foregoing, whether the Debtor is the licensor or the licensee thereunder; and

(vi) all income, royalties, damages, and payments now or hereafter due and payable with respect to any of the foregoing, including, without limitation, damages or payments for past, present, or future infringement, dilution, or misappropriation thereof;

(l) All inventory, including, without limitation, all goods held by the Debtor for sale or lease, all goods furnished or to be furnished under contracts of service, all raw materials, work-in-process, finished goods, and materials used or consumed in the Debtor's business;

(m) All investment property, including, without limitation, all certificated securities, uncertificated securities, security entitlements, securities accounts, commodity contracts, and commodity accounts;

(n) All letter-of-credit rights, including, without limitation, all rights to payment and performance under any letter of credit;

(o) All money, whether in the form of cash or funds on deposit or otherwise;

(p) All securities accounts, including, without limitation, all accounts to which a financial asset is or may be credited in accordance with an agreement under which the person maintaining the account undertakes to treat the person for whom the account is maintained as entitled to exercise the rights that comprise the financial asset;

(q) All supporting obligations, including, without limitation, all letters of credit, guaranties, suretyship agreements, and other secondary obligations that support the payment or performance of any of the foregoing collateral; and

(r) All proceeds and products of any and all of the foregoing collateral, in whatever form, including, without limitation:

(i) all insurance proceeds and all claims against third parties for loss of, damage to, or destruction of any of the foregoing;

(ii) all proceeds of proceeds;

(iii) all collections, distributions, and other amounts received on account of any of the foregoing; and

(iv) all goods, documents, instruments, general intangibles, deposit accounts, investment property, chattel paper, letter-of-credit rights, money, and other property received upon the sale, exchange, collection, or other disposition of any of the foregoing.

Note: The collateral description set forth above tracks the "all assets" grant contained in Article III of the Security Agreement dated as of March 28, 2025 (the "Security Agreement"), among the Borrower, the Guarantors party thereto (including the Debtor), and Crescent Harbor Bank, N.A., as Collateral Agent. In the event of any conflict between this collateral description and the terms of the Security Agreement, the Security Agreement shall control. This financing statement is filed for informational and perfection purposes only and does not create, modify, or extend any security interest; the creation, scope, and terms of the security interest are governed exclusively by the Security Agreement.

Box 5 — CHECK BOXES / SUPPLEMENTAL INFORMATION

Note regarding fixtures: The check box indicating that this financing statement covers fixtures has not been checked. To the extent that any collateral constitutes fixtures as a matter of applicable law, such fixtures may be addressed in separate fixture filings recorded with the appropriate county recording office in Harris County, Texas, or other relevant jurisdictions, and/or in mortgage instruments or deeds of trust recorded as part of the real property collateral package for the Transaction (as defined below). The decision not to file this financing statement as a fixture filing does not constitute a waiver of any security interest in fixtures granted under the Security Agreement.

Box 6 — OPTIONAL FILER REFERENCE DATA

The foregoing reference data is provided for the internal convenience of the filer and the Secured Party. Such reference data is not a part of the financing statement and is not intended to limit or otherwise affect the scope of the collateral description or the effectiveness of this filing.

FILING INSTRUCTIONS AND COVER LETTER NOTES

Internal Use Only — For Paralegal and Filing Agent Calderwood & Harkness LLP — Matter No. 1005-00001 DO NOT FILE THIS PAGE WITH THE TEXAS SECRETARY OF STATE

I. Filing Details

Filing Office:

Office of the Texas Secretary of State Statutory Filings Division — UCC Section P.O. Box 13697 Austin, Texas 78711-3697

Telephone: (512) 475-2705

Alternatively, this filing may be submitted electronically via SOSDirect (https://direct.sos.state.tx.us/). If filed electronically, the electronic filing confirmation receipt shall be printed and retained in the transaction closing binder.

Filing Fee: Per the current Texas Secretary of State fee schedule. As of the date of this filing, the standard filing fee for a UCC financing statement filed with the Texas Secretary of State is $15.00 for electronic filings via SOSDirect. If filed by paper, the fee is $25.00. Please confirm the fee schedule with the Texas Secretary of State at the time of filing.

Number of Copies: File the original financing statement. Request one (1) acknowledgment copy (file-stamped) to be returned to the address specified in the Return Acknowledgment section of this filing.

Return Acknowledgment To:

Calderwood & Harkness LLP 425 Lexington Avenue New York, New York 10017

Attention: Marcus Leung / Sophie Tremblay

Telephone: (212) 558-4000

Email: mleung@calderwoodharkness.com / stremblay@calderwoodharkness.com

II. Timing and Reporting

Filing Deadline: This financing statement must be filed on or before the closing date of March 28, 2025. Filing of this UCC-1 is a condition precedent to the initial funding under the Credit Agreement. Failure to file on or before the closing date will result in a failure to satisfy the conditions to closing set forth in Section 4.01 of the Credit Agreement.

Post-Closing Confirmation: Confirm filing and obtain the file-stamped acknowledgment copy promptly after closing. If filed electronically, download and print the electronic confirmation immediately upon filing.

Reporting Obligation: Report the filing number, date of filing, and filing office to the following parties promptly upon receipt of confirmation:

(a) Crescent Harbor Bank, N.A., as Collateral Agent — Attention: Loan Administration, 320 Federal Street, Boston, MA 02110 (email: loanadmin@crescentharbor.com);

(b) Nexford Industrial Holdings Inc., as Borrower — Attention: General Counsel, 1200 Commerce Drive, Suite 500, Wilmington, DE 19801;

(d) Include filing details in the UCC Perfection Certificate update to be circulated within five (5) business days of the closing date.

III. Related Filings for This Transaction

This UCC-1 financing statement is one component of a comprehensive set of UCC filings being made in connection with the closing of the $1,400,000,000 Senior Secured Term Loan B facility (the "Transaction") extended to Nexford Industrial Holdings Inc. pursuant to the Credit Agreement.

Simultaneous UCC-1 Filings: A total of thirteen (13) UCC-1 financing statements are being filed simultaneously across six (6) jurisdictions in connection with the closing of the Transaction. The filing jurisdictions are as follows:

This filing relates to Ridgepoint Specialty Coatings, LLC (the Debtor), one of two Texas-organized Grantor entities. The other Texas filing relates to Nexford Coatings & Surface Technologies, Inc., a Texas corporation, which is the subject of a separate UCC-1 financing statement being filed contemporaneously.

UCC-3 Termination Statements: Corresponding UCC-3 Termination Statements terminating all existing UCC-1 financing statements in favor of Atlas Meridian Bank, N.A. (the prior administrative agent and collateral agent under the refinanced credit facility) are to be filed on or about March 31, 2025, in all applicable jurisdictions, including Texas. Payoff and release letters from Atlas Meridian Bank, N.A. have been obtained and are included in the closing documentation. Confirm that UCC-3 Termination Statements covering all prior Atlas Meridian Bank, N.A. filings against Ridgepoint Specialty Coatings, LLC in Texas have been prepared and are ready for filing promptly following the closing.

IV. Context — Debtor Entity Information

Entity Summary:

Ridgepoint Specialty Coatings, LLC is a Texas limited liability company originally formed under the laws of the State of Texas. Ridgepoint is a wholly-owned direct subsidiary of Nexford Industrial Holdings Inc., a Delaware corporation (the "Borrower"). Ridgepoint was acquired by Nexford in connection with Nexford's acquisition of the Ridgepoint Coatings business in the fourth quarter of 2023. Following the acquisition, Ridgepoint continues to operate its specialty industrial coatings manufacturing and distribution business at its principal facility located at 9100 Westpark Industrial Boulevard, Houston, Texas 77063, which is also the site of the Nexford Coatings & Surface Technologies, Inc. production facility.

Role in the Transaction:

Ridgepoint Specialty Coatings, LLC is a Subsidiary Guarantor under the Credit Agreement and a Grantor under the Security Agreement. As a Grantor, Ridgepoint has pledged all of its assets as collateral to secure the obligations under the Credit Agreement and the other Loan Documents (as defined therein). This UCC-1 financing statement is being filed to perfect the security interest granted by Ridgepoint in favor of the Collateral Agent pursuant to the Security Agreement.

Applicable Filing Jurisdiction:

Ridgepoint Specialty Coatings, LLC is organized under the laws of the State of Texas. Pursuant to Texas Business & Commerce Code Section 9.301(1) and Section 9.307(e), and in accordance with uniform UCC provisions, the law of the jurisdiction in which the Debtor is organized governs the perfection and priority of a security interest in personal property. Because Ridgepoint is organized in Texas, the proper office for the filing of a UCC-1 financing statement to perfect a security interest in Ridgepoint's personal property assets is the Office of the Texas Secretary of State, pursuant to Texas Business & Commerce Code Section 9.501(a)(2).

V. Verification Checklist

Prior to filing this UCC-1 financing statement, the following items must be verified and confirmed:

• [ ] Debtor Legal Name: Confirm that the exact legal name of the Debtor — "Ridgepoint Specialty Coatings, LLC" — matches the name as shown on the records of the Texas Secretary of State. Run a current name search on SOSDirect to verify the name, status (active/in good standing), and any recent amendments to the Debtor's certificate of formation.

• [ ] Organizational Identification Number: Confirm the organizational identification number (Texas SOS file number) from the Debtor's certificate of formation or the most recent certificate of good standing. Insert the confirmed number in box A of the financing statement prior to filing.

• [ ] Debtor Mailing Address: Confirm that the mailing address of the Debtor — 9100 Westpark Industrial Boulevard, Houston, TX 77063 — is accurate and current. Cross-reference with the address shown on the Debtor's most recent annual franchise tax report filed with the Texas Comptroller of Public Accounts.

• [ ] Secured Party Name and Address: Confirm that the name and address of the Secured Party — Crescent Harbor Bank, N.A., as Collateral Agent, 320 Federal Street, Boston, MA 02110 — are accurate. Cross-reference with the signature pages of the Credit Agreement and the Security Agreement.

• [ ] Collateral Description: Confirm that the collateral description set forth in box 4 of this financing statement is consistent with the collateral grant set forth in the execution version of the Security Agreement dated as of March 28, 2025. Particular attention should be paid to ensuring that the commercial tort claims language references the Security Agreement and that all UCC Article 9 collateral categories are included.

• [ ] Prior Liens / Existing Filings: Confirm that UCC search results obtained from the Texas Secretary of State (dated no earlier than March 21, 2025) have been reviewed and that all existing UCC filings against the Debtor have been identified. Confirm that (a) UCC-3 Termination Statements for all filings in favor of Atlas Meridian Bank, N.A. are prepared and ready for filing, and (b) any permitted liens (as defined in the Credit Agreement) have been identified and are acceptable to the Collateral Agent.

• [ ] Filing Fee: Confirm the applicable filing fee and the method of payment (credit card for SOSDirect electronic filings or check payable to the Texas Secretary of State for paper filings).

• [ ] Authorization: Confirm that the Debtor has authorized the filing of this financing statement. Under Texas Business & Commerce Code Section 9.509(b), the Debtor is deemed to have authorized the filing of a financing statement covering the collateral described in a security agreement if the Debtor has authenticated the security agreement. The execution version of the Security Agreement, authenticated by Ridgepoint Specialty Coatings, LLC, serves as the authorization for this filing.

CONFIDENTIAL: These filing instructions and cover letter notes are prepared for the internal use of Calderwood & Harkness LLP and authorized filing agents only. This document is protected by attorney-client privilege and attorney work product doctrine. Do not file these instructions with the Texas Secretary of State or distribute to any party outside of the deal team without prior authorization from Marcus Leung.

— END OF UCC-1 FINANCING STATEMENT AND FILING INSTRUCTIONS —

Ridgepoint Specialty Coatings, LLC (Debtor) Crescent Harbor Bank, N.A., as Collateral Agent (Secured Party)

Calderwood & Harkness LLP Matter No. 1005-00001 Prepared: March 28, 2025

Field	Information
Full Legal Name of Debtor (Organization)	Ridgepoint Specialty Coatings, LLC
Entity Type	Limited Liability Company
Jurisdiction of Organization	Texas
Organizational Identification Number	[Texas SOS file number to be inserted upon confirmation from Texas Secretary of State certificate of formation records]
Field	Information
Street Address	9100 Westpark Industrial Boulevard
City	Houston
State	TX
Zip Code	77063
Country	United States
Field	Information
Full Legal Name of Secured Party	Crescent Harbor Bank, N.A., as Collateral Agent
Field	Information
Street Address	320 Federal Street
City	Boston
State	MA
Zip Code	02110
Country	United States
Item	Status
This financing statement covers timber to be cut	NOT CHECKED
This financing statement covers as-extracted collateral	NOT CHECKED
This financing statement is filed as a fixture filing	NOT CHECKED
Debtor is a transmitting utility	NOT CHECKED
Agricultural lien	NOT APPLICABLE

Manufactured-home transaction	NOT APPLICABLE
Public-finance transaction	NOT APPLICABLE
Reference Field	Data
C&H Matter Number	1005-00001
Billing Code	IBL-NIH-2025-031
Transaction Reference	Nexford Industrial Holdings Inc. — $1,400,000,000 Senior Secured Term Loan B
Anticipated CUSIP	65432X AA1
Anticipated LoanX ID	LX-234567
Jurisdiction	Number of Filings	Filing Office
Delaware	4	Delaware Department of State, Division of Corporations
Illinois	2	Illinois Secretary of State, UCC Division
Pennsylvania	2	Pennsylvania Department of State
South Carolina	1	South Carolina Secretary of State
Texas	2	Texas Secretary of State
Michigan	2	Michigan Department of State
TOTAL	13

UCC FINANCING STATEMENT
(Form UCC1)
ORIGINAL FILING
Date of Preparation: March 28, 2025
Filing Jurisdiction: Office of the Texas Secretary of State Austin, Texas
Filing Office Reference / File Number: To be assigned by the Texas Secretary of State upon filing
Return Acknowledgment Copy To:
Calderwood & Harkness LLP 425 Lexington Avenue New York, New York 10017
Attention: Marcus Leung
TEXAS SECRETARY OF STATE — UCC FINANCING STATEMENT Filed pursuant to Texas Business & Commerce Code, Chapter 9 This is an original filing (not an amendment, assignment, or continuation statement)
Box A — DEBTOR INFORMATION
1. DEBTOR'S NAME (Organization Debtor)
The Debtor's name as set forth above is the exact legal name of the Debtor as it appears on the public organic record filed with the Texas Secretary of State. This name has been verified against the Texas Secretary of State's SOSDirect database to ensure compliance with the requirements of Texas Business & Commerce Code Section 9.503(a)(1), which requires that a financing statement sufficiently provide the name of the Debtor by setting forth the name indicated on the public organic record of the Debtor's jurisdiction of organization.
1b. DEBTOR'S MAILING ADDRESS
The mailing address set forth above is the current principal place of business and chief executive office of the Debtor.
Box B — SECURED PARTY INFORMATION
2. SECURED PARTY'S NAME (Organization Secured Party)
Capacity: The Secured Party named above acts in its capacity as Collateral Agent under that certain Credit Agreement dated as of March 28, 2025 (as the same may be amended, restated, amended and 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 from time to time (including the Debtor named herein), Crescent Harbor Bank, N.A., a national banking association, as Administrative Agent and Collateral Agent, and the several banks and other financial institutions or entities from time to time party thereto as Lenders.
The filing of this financing statement in the name of Crescent Harbor Bank, N.A., as Collateral Agent, is intended to perfect the security interest granted by the Debtor to the Collateral Agent for the benefit of the Secured Parties (as defined in the Credit Agreement) pursuant to the Security Agreement (as defined below).
2b. SECURED PARTY'S MAILING ADDRESS
Box 3 — ADDITIONAL PARTIES
No additional Debtors are listed on this financing statement.
No additional Secured Parties are listed on this financing statement.
No Addendum is required in connection with this filing. This financing statement involves a single Debtor and a single Secured Party, and no additional space is needed to describe either additional parties or the collateral.
Box 4 — COLLATERAL DESCRIPTION
The security interest to which this financing statement relates covers the following collateral:
All assets of the Debtor, whether now owned or hereafter acquired, and wherever located, including, without limitation, all right, title, and interest of the Debtor in, to, and under the following property, whether now existing or hereafter arising or acquired:
(a) All accounts and accounts receivable, including, without limitation, all rights to payment for goods sold, leased, licensed, assigned, or otherwise disposed of, or for services rendered, whether or not earned by performance;
(b) All chattel paper, including electronic chattel paper and tangible chattel paper;
(c) All commercial tort claims, to the extent described in Schedule II to the Security Agreement dated as of March 28, 2025, as such schedule may be supplemented from time to time in accordance with the terms of the Security Agreement;
(d) All deposit accounts, including, without limitation, all demand, time, savings, passbook, or similar accounts maintained with any bank, savings and loan association, credit union, or similar organization;
(e) All documents, including, without limitation, all bills of lading, dock warrants, dock receipts, warehouse receipts, and orders for the delivery of goods, and all other documents of title, whether negotiable or non-negotiable;
(f) All equipment, including, without limitation, all machinery, vehicles, furniture, fixtures (to the extent not separately addressed in a fixture filing), tools, parts, and all other tangible personal property that does not constitute inventory;
(g) All fixtures, including, without limitation, all goods that have become so related to particular real property that an interest in them arises under real property law;
(h) All general intangibles, including, without limitation, all payment intangibles, software (including all computer programs, source code, object code, and related documentation, data, and materials), customer lists, contracts, contract rights, goodwill, tax refund claims, rights and claims under insurance policies, rights to indemnification, and all other intangible personal property of every kind and nature;
(i) All goods, including, without limitation, all inventory and equipment, and all accessions thereto, and goods with which the Debtor's goods are commingled;
(j) All instruments, including, without limitation, all promissory notes, drafts, bills of exchange, and all other negotiable and non-negotiable instruments;
(k) All intellectual property, including, without limitation:
(i) all patents and patent applications, including all provisional applications, utility patents, design patents, continuations, continuations-in-part, divisional applications, reissues, reexaminations, and extensions thereof, and all rights therein provided by international treaties or conventions;
(ii) all trademarks, trademark applications, trademark registrations, service marks, service mark applications, service mark registrations, trade names, trade dress, logos, domain names, and all goodwill associated therewith;
(iii) all copyrights, copyright applications, and copyright registrations, including all rights of reproduction, distribution, display, performance, and preparation of derivative works;
(iv) all trade secrets, know-how, proprietary information, formulae, processes, techniques, and confidential business information;
(v) all licenses and sublicenses related to any of the foregoing, whether the Debtor is the licensor or the licensee thereunder; and
(vi) all income, royalties, damages, and payments now or hereafter due and payable with respect to any of the foregoing, including, without limitation, damages or payments for past, present, or future infringement, dilution, or misappropriation thereof;
(l) All inventory, including, without limitation, all goods held by the Debtor for sale or lease, all goods furnished or to be furnished under contracts of service, all raw materials, work-in-process, finished goods, and materials used or consumed in the Debtor's business;
(m) All investment property, including, without limitation, all certificated securities, uncertificated securities, security entitlements, securities accounts, commodity contracts, and commodity accounts;
(n) All letter-of-credit rights, including, without limitation, all rights to payment and performance under any letter of credit;
(o) All money, whether in the form of cash or funds on deposit or otherwise;
(p) All securities accounts, including, without limitation, all accounts to which a financial asset is or may be credited in accordance with an agreement under which the person maintaining the account undertakes to treat the person for whom the account is maintained as entitled to exercise the rights that comprise the financial asset;
(q) All supporting obligations, including, without limitation, all letters of credit, guaranties, suretyship agreements, and other secondary obligations that support the payment or performance of any of the foregoing collateral; and
(r) All proceeds and products of any and all of the foregoing collateral, in whatever form, including, without limitation:
(i) all insurance proceeds and all claims against third parties for loss of, damage to, or destruction of any of the foregoing;
(ii) all proceeds of proceeds;
(iii) all collections, distributions, and other amounts received on account of any of the foregoing; and
(iv) all goods, documents, instruments, general intangibles, deposit accounts, investment property, chattel paper, letter-of-credit rights, money, and other property received upon the sale, exchange, collection, or other disposition of any of the foregoing.
Note: The collateral description set forth above tracks the "all assets" grant contained in Article III of the Security Agreement dated as of March 28, 2025 (the "Security Agreement"), among the Borrower, the Guarantors party thereto (including the Debtor), and Crescent Harbor Bank, N.A., as Collateral Agent. In the event of any conflict between this collateral description and the terms of the Security Agreement, the Security Agreement shall control. This financing statement is filed for informational and perfection purposes only and does not create, modify, or extend any security interest; the creation, scope, and terms of the security interest are governed exclusively by the Security Agreement.
Box 5 — CHECK BOXES / SUPPLEMENTAL INFORMATION
Note regarding fixtures: The check box indicating that this financing statement covers fixtures has not been checked. To the extent that any collateral constitutes fixtures as a matter of applicable law, such fixtures may be addressed in separate fixture filings recorded with the appropriate county recording office in Harris County, Texas, or other relevant jurisdictions, and/or in mortgage instruments or deeds of trust recorded as part of the real property collateral package for the Transaction (as defined below). The decision not to file this financing statement as a fixture filing does not constitute a waiver of any security interest in fixtures granted under the Security Agreement.
Box 6 — OPTIONAL FILER REFERENCE DATA
The foregoing reference data is provided for the internal convenience of the filer and the Secured Party. Such reference data is not a part of the financing statement and is not intended to limit or otherwise affect the scope of the collateral description or the effectiveness of this filing.
FILING INSTRUCTIONS AND COVER LETTER NOTES
Internal Use Only — For Paralegal and Filing Agent Calderwood & Harkness LLP — Matter No. 1005-00001 DO NOT FILE THIS PAGE WITH THE TEXAS SECRETARY OF STATE
I. Filing Details
Filing Office:
Office of the Texas Secretary of State Statutory Filings Division — UCC Section P.O. Box 13697 Austin, Texas 78711-3697
Telephone: (512) 475-2705
Alternatively, this filing may be submitted electronically via SOSDirect (https://direct.sos.state.tx.us/). If filed electronically, the electronic filing confirmation receipt shall be printed and retained in the transaction closing binder.
Filing Fee: Per the current Texas Secretary of State fee schedule. As of the date of this filing, the standard filing fee for a UCC financing statement filed with the Texas Secretary of State is $15.00 for electronic filings via SOSDirect. If filed by paper, the fee is $25.00. Please confirm the fee schedule with the Texas Secretary of State at the time of filing.
Number of Copies: File the original financing statement. Request one (1) acknowledgment copy (file-stamped) to be returned to the address specified in the Return Acknowledgment section of this filing.
Return Acknowledgment To:
Calderwood & Harkness LLP 425 Lexington Avenue New York, New York 10017
Attention: Marcus Leung / Sophie Tremblay
Telephone: (212) 558-4000
Email: mleung@calderwoodharkness.com / stremblay@calderwoodharkness.com
II. Timing and Reporting
Filing Deadline: This financing statement must be filed on or before the closing date of March 28, 2025. Filing of this UCC-1 is a condition precedent to the initial funding under the Credit Agreement. Failure to file on or before the closing date will result in a failure to satisfy the conditions to closing set forth in Section 4.01 of the Credit Agreement.
Post-Closing Confirmation: Confirm filing and obtain the file-stamped acknowledgment copy promptly after closing. If filed electronically, download and print the electronic confirmation immediately upon filing.
Reporting Obligation: Report the filing number, date of filing, and filing office to the following parties promptly upon receipt of confirmation:
(a) Crescent Harbor Bank, N.A., as Collateral Agent — Attention: Loan Administration, 320 Federal Street, Boston, MA 02110 (email: loanadmin@crescentharbor.com);
(b) Nexford Industrial Holdings Inc., as Borrower — Attention: General Counsel, 1200 Commerce Drive, Suite 500, Wilmington, DE 19801;
(c) Calderwood & Harkness LLP, New York — Attention: Marcus Leung / Sophie Tremblay (deal team); and
(d) Include filing details in the UCC Perfection Certificate update to be circulated within five (5) business days of the closing date.
III. Related Filings for This Transaction
This UCC-1 financing statement is one component of a comprehensive set of UCC filings being made in connection with the closing of the $1,400,000,000 Senior Secured Term Loan B facility (the "Transaction") extended to Nexford Industrial Holdings Inc. pursuant to the Credit Agreement.
Simultaneous UCC-1 Filings: A total of thirteen (13) UCC-1 financing statements are being filed simultaneously across six (6) jurisdictions in connection with the closing of the Transaction. The filing jurisdictions are as follows:
This filing relates to Ridgepoint Specialty Coatings, LLC (the Debtor), one of two Texas-organized Grantor entities. The other Texas filing relates to Nexford Coatings & Surface Technologies, Inc., a Texas corporation, which is the subject of a separate UCC-1 financing statement being filed contemporaneously.
UCC-3 Termination Statements: Corresponding UCC-3 Termination Statements terminating all existing UCC-1 financing statements in favor of Atlas Meridian Bank, N.A. (the prior administrative agent and collateral agent under the refinanced credit facility) are to be filed on or about March 31, 2025, in all applicable jurisdictions, including Texas. Payoff and release letters from Atlas Meridian Bank, N.A. have been obtained and are included in the closing documentation. Confirm that UCC-3 Termination Statements covering all prior Atlas Meridian Bank, N.A. filings against Ridgepoint Specialty Coatings, LLC in Texas have been prepared and are ready for filing promptly following the closing.
IV. Context — Debtor Entity Information
Entity Summary:
Ridgepoint Specialty Coatings, LLC is a Texas limited liability company originally formed under the laws of the State of Texas. Ridgepoint is a wholly-owned direct subsidiary of Nexford Industrial Holdings Inc., a Delaware corporation (the "Borrower"). Ridgepoint was acquired by Nexford in connection with Nexford's acquisition of the Ridgepoint Coatings business in the fourth quarter of 2023. Following the acquisition, Ridgepoint continues to operate its specialty industrial coatings manufacturing and distribution business at its principal facility located at 9100 Westpark Industrial Boulevard, Houston, Texas 77063, which is also the site of the Nexford Coatings & Surface Technologies, Inc. production facility.
Role in the Transaction:
Ridgepoint Specialty Coatings, LLC is a Subsidiary Guarantor under the Credit Agreement and a Grantor under the Security Agreement. As a Grantor, Ridgepoint has pledged all of its assets as collateral to secure the obligations under the Credit Agreement and the other Loan Documents (as defined therein). This UCC-1 financing statement is being filed to perfect the security interest granted by Ridgepoint in favor of the Collateral Agent pursuant to the Security Agreement.
Applicable Filing Jurisdiction:
Ridgepoint Specialty Coatings, LLC is organized under the laws of the State of Texas. Pursuant to Texas Business & Commerce Code Section 9.301(1) and Section 9.307(e), and in accordance with uniform UCC provisions, the law of the jurisdiction in which the Debtor is organized governs the perfection and priority of a security interest in personal property. Because Ridgepoint is organized in Texas, the proper office for the filing of a UCC-1 financing statement to perfect a security interest in Ridgepoint's personal property assets is the Office of the Texas Secretary of State, pursuant to Texas Business & Commerce Code Section 9.501(a)(2).
V. Verification Checklist
Prior to filing this UCC-1 financing statement, the following items must be verified and confirmed:
•  [ ] Debtor Legal Name: Confirm that the exact legal name of the Debtor — "Ridgepoint Specialty Coatings, LLC" — matches the name as shown on the records of the Texas Secretary of State. Run a current name search on SOSDirect to verify the name, status (active/in good standing), and any recent amendments to the Debtor's certificate of formation.
•  [ ] Organizational Identification Number: Confirm the organizational identification number (Texas SOS file number) from the Debtor's certificate of formation or the most recent certificate of good standing. Insert the confirmed number in box A of the financing statement prior to filing.
•  [ ] Debtor Mailing Address: Confirm that the mailing address of the Debtor — 9100 Westpark Industrial Boulevard, Houston, TX 77063 — is accurate and current. Cross-reference with the address shown on the Debtor's most recent annual franchise tax report filed with the Texas Comptroller of Public Accounts.
•  [ ] Secured Party Name and Address: Confirm that the name and address of the Secured Party — Crescent Harbor Bank, N.A., as Collateral Agent, 320 Federal Street, Boston, MA 02110 — are accurate. Cross-reference with the signature pages of the Credit Agreement and the Security Agreement.
•  [ ] Collateral Description: Confirm that the collateral description set forth in box 4 of this financing statement is consistent with the collateral grant set forth in the execution version of the Security Agreement dated as of March 28, 2025. Particular attention should be paid to ensuring that the commercial tort claims language references the Security Agreement and that all UCC Article 9 collateral categories are included.
•  [ ] Prior Liens / Existing Filings: Confirm that UCC search results obtained from the Texas Secretary of State (dated no earlier than March 21, 2025) have been reviewed and that all existing UCC filings against the Debtor have been identified. Confirm that (a) UCC-3 Termination Statements for all filings in favor of Atlas Meridian Bank, N.A. are prepared and ready for filing, and (b) any permitted liens (as defined in the Credit Agreement) have been identified and are acceptable to the Collateral Agent.
•  [ ] Filing Fee: Confirm the applicable filing fee and the method of payment (credit card for SOSDirect electronic filings or check payable to the Texas Secretary of State for paper filings).
•  [ ] Authorization: Confirm that the Debtor has authorized the filing of this financing statement. Under Texas Business & Commerce Code Section 9.509(b), the Debtor is deemed to have authorized the filing of a financing statement covering the collateral described in a security agreement if the Debtor has authenticated the security agreement. The execution version of the Security Agreement, authenticated by Ridgepoint Specialty Coatings, LLC, serves as the authorization for this filing.
CONFIDENTIAL: These filing instructions and cover letter notes are prepared for the internal use of Calderwood & Harkness LLP and authorized filing agents only. This document is protected by attorney-client privilege and attorney work product doctrine. Do not file these instructions with the Texas Secretary of State or distribute to any party outside of the deal team without prior authorization from Marcus Leung.
— END OF UCC-1 FINANCING STATEMENT AND FILING INSTRUCTIONS —
Ridgepoint Specialty Coatings, LLC (Debtor) Crescent Harbor Bank, N.A., as Collateral Agent (Secured Party)
Calderwood & Harkness LLP Matter No. 1005-00001 Prepared: March 28, 2025
Field | Information
Full Legal Name of Debtor (Organization) | Ridgepoint Specialty Coatings, LLC
Entity Type | Limited Liability Company
Jurisdiction of Organization | Texas
Organizational Identification Number | [Texas SOS file number to be inserted upon confirmation from Texas Secretary of State certificate of formation records]
Field | Information
Street Address | 9100 Westpark Industrial Boulevard
City | Houston
State | TX
Zip Code | 77063
Country | United States
Field | Information
Full Legal Name of Secured Party | Crescent Harbor Bank, N.A., as Collateral Agent
Field | Information
Street Address | 320 Federal Street
City | Boston
State | MA
Zip Code | 02110
Country | United States
Item | Status
This financing statement covers timber to be cut | NOT CHECKED
This financing statement covers as-extracted collateral | NOT CHECKED
This financing statement is filed as a fixture filing | NOT CHECKED
Debtor is a transmitting utility | NOT CHECKED
Agricultural lien | NOT APPLICABLE
Manufactured-home transaction | NOT APPLICABLE
Public-finance transaction | NOT APPLICABLE
Reference Field | Data
C&H Matter Number | 1005-00001
Billing Code | IBL-NIH-2025-031
Transaction Reference | Nexford Industrial Holdings Inc. — $1,400,000,000 Senior Secured Term Loan B
Anticipated CUSIP | 65432X AA1
Anticipated LoanX ID | LX-234567
Jurisdiction | Number of Filings | Filing Office
Delaware | 4 | Delaware Department of State, Division of Corporations
Illinois | 2 | Illinois Secretary of State, UCC Division
Pennsylvania | 2 | Pennsylvania Department of State
South Carolina | 1 | South Carolina Secretary of State
Texas | 2 | Texas Secretary of State
Michigan | 2 | Michigan Department of State
TOTAL | 13

UCC FINANCING STATEMENT

ORIGINAL FILING

FILING INSTRUCTIONS AND COVER LETTER NOTES

Record

Parties

Dates

Amounts