Amendment to Loan Agreement, dated October 1, 2024, between HMH Holding B.V., as borrower, and Baker Hughes Holdings LLC and Akastor AS, as lenders

Contract Categories: Business Finance - Loan Agreements
EX-10.15 3 d915070dex1015.htm EX-10.15 EX-10.15

Exhibit 10.15

AMENDMENT TO LOAN AGREEMENT

This Loan Agreement Amendment (the “Amendment”) is made effective as of October 1, 2024 by and among Akastor AS, a Norwegian private limited company (“Akastor”), Baker Hughes Holdings LLC, a Delaware limited liability company (“Baker Hughes”), and HMH Holding B.V., a Netherlands private limited liability company (formerly known as MHH Holding B.V.) (“Borrower”). Akastor and Baker Hughes are referred to herein individually as a “Lender” and collectively as “Lenders”.

RECITALS:

 

A.

Borrower and Lenders are parties to that certain Loan Agreement, dated October 1, 2021, in connection with the extension of credit to Borrower as set forth therein (the “Loan Agreement”).

 

B.

Borrower and Lenders desire to amend the definition of “Liquidation Event” in the Loan Agreement as provided herein.

AGREEMENT:

1.  Defined Terms. Capitalized terms not otherwise defined in this Amendment have the meanings ascribed to those terms in the Loan Agreement.

2.  Amendment to Liquidation Event. Section 1 of the Loan Agreement is hereby amended to revise the definition of “Liquidation Event” as follows:

“Liquidation Event” shall mean (i) a public offering of the Equity Interests of the Borrower or a holding company of the Borrower, (ii) the liquidation, dissolution or winding up of the Borrower or (iii) a Change of Control.

3.  No Other Changes. Except as modified by this Amendment, the Loan Agreement remains in full force and effect.

4.  Execution. This Amendment may be executed in any number of counterparts, and by the different parties hereto on different counterparts, all of which taken together shall constitute one and the same agreement. Any of the parties hereto may execute this Amendment by signing any such counterpart and each of such counterparts shall for all purposes be deemed to be an original. Any such counterpart may be delivered by facsimile, e-mail (in .pdf format), or any electronic signature complying with the U.S. federal ESIGN Act of 2000 (e.g., www.docusign.com) and any such counterpart so delivered shall be deemed an original for all purposes.

[Signatures appear on following page.]

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date first written above.

 

  AKASTOR AS
By:  

/s/ Karl Erik Kjelstad

Name:   Karl Erik Kjelstad
Title:   CEO
  BAKER HUGHES HOLDINGS LLC
By:  

/s/ Jud Bailey

Name:   Jud Bailey
Title:   VP Corporate Development
  HMH HOLDING B.V.
By:  

/s/ Dwight Rettig

Name:   Dwight Rettig
Title:   Director

[Signature Page to Amendment to Loan Agreement]