On the Effective Date, Genesis, through an unrestricted subsidiary, entered into an amended and restated limited liability company agreement and securities purchase agreement whereby certain funds affiliated with GSO Capital Partners LP have purchased $55,000,000 and committed to purchase, during a three-year commitment period, up to an additional $295,000,000 of preferred interests in Genesis Alkali Holdings Company, LLC (“Holdings”), the entity that holds Genesis’ trona and trona-based exploring, mining, processing, producing, marketing and selling business, including its Granger facility near Green River, Wyoming. Each additional purchase of preferred interests is subject to the satisfaction of customary closing conditions. Holdings will use the net proceeds from the sales of preferred interests to fund the expansion of the Granger facility. Preferred holders will receive payment-in-kind in lieu of cash during the anticipated construction period.
In connection with the sale of preferred interests, on the Effective Date, Genesis entered into a Ninth Amendment (the “Credit Agreement Amendment”) to the Fourth Amended and Restated Credit Agreement (as amended prior to the date hereof, the “Credit Agreement”) and Third Amendment to Fourth Amended and Restated Guarantee and Security Agreement, among Genesis, as the borrower, Wells Fargo Bank, National Association, as administrative agent and issuing bank, Bank of America, N.A. and Bank of Montreal, as co-syndication agents, U.S. Bank National Association, as documentation agent, the lenders and other parties party thereto, which Credit Agreement Amendment, among other things, amended the Credit Agreement to permit the entry into and performance of the transaction agreements by Genesis and its subsidiaries and to designate Holdings and its subsidiaries as unrestricted subsidiaries under the Credit Agreement.
The foregoing summary is qualified in its entirety by reference to the Credit Agreement Amendment, which is attached as Exhibit 10.1. The representations and warranties of Genesis in the Credit Agreement Amendment were made only for purposes of that agreement and as of specific dates and were solely for the benefit of the lenders party thereto. The Credit Agreement Amendment is a contractual document that establishes and governs the legal relations among the parties thereto and is not intended to be a source of factual, business, or operational information about Genesis and its subsidiaries. The representations and warranties made by Genesis in the Credit Agreement Amendment may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, investors and security holders should not rely on such representations and warranties as characterizations of the actual state of facts or circumstances.