Material Agreement Form 8 K

Item 1.01. Entry into a Material Definitive Agreement.

Amendment Number Six to Loan and Security Agreement

Vertex Energy, Inc. (the "Company", "we" and "us") previously filed a Current Report on Form 8-K with the Securities and Exchange Commission (the "SEC" or the "Commission") on April 7, 2022 (as amended by that Form 8-K/A (Amendment No. 1) filed with the SEC on April 26, 2022) disclosing that on April 1, 2022, Vertex Refining Alabama LLC, a Delaware limited liability company ("Vertex Refining") which is indirectly wholly-owned by the Company; the Company, as a guarantor; substantially all of the Company's direct and indirect subsidiaries, as guarantors (together with the Company and certain direct or indirect subsidiaries of the Company which subsequently became guarantors, the "Guarantors", and together with the Company and Vertex Refining, the "Loan Parties"); certain funds and accounts under management by BlackRock Financial Management, Inc. or its affiliates, as lenders ("BlackRock"), certain funds managed or advised by Whitebox Advisors, LLC, as lenders ("Whitebox"), certain funds managed by Highbridge Capital Management, LLC, as lenders ("Highbridge"), Chambers Energy Capital IV, LP, as a lender ("Chambers"), CrowdOut Capital LLC, as a lender ("CrowdOut Capital"), CrowdOut Credit Opportunities Fund LLC, as a lender ("CrowdOut Credit"); and Cantor Fitzgerald Securities, in its capacity as administrative agent and collateral agent for the Lenders (the "Agent"), entered into a Loan and Security Agreement. As used herein, "Lenders" refers to Blackrock, Whitebox, Highbridge, CrowdOut Capital and CrowdOut Credit, which as of the date hereof comprise the current lenders under the Loan and Security Agreement.

On June 25, 2024, the Loan Parties entered into an Amendment Number Six and Limited Consent to Loan and Security Agreement ("Amendment No. Six to Loan Agreement", and the Loan and Security Agreement as amended to date, the "Loan and Security Agreement"), with the Lenders and the Agent, pursuant to which (a) certain of the Lenders agreed to provide an additional term loan in the amount of $15 million (the "Additional Term Loan", and together with the existing term loans, the "Term Loan"); (b) the Lenders consented to permitting consolidated liquidity of the Loan Parties to be less than $25,000,000, but not less than $15,000,000, in each case, for any period of more than three consecutive business days prior to July 24, 2024; and (c) the Lenders consented to certain other amendments to the Loan and Security Agreement and the parties agreed to certain other mutually negotiated changes to the Loan and Security Agreement, including requiring Vertex Refining to provide the Lenders a weekly cash flow forecast and budget, and upon request of the Lenders, an aging report; to include a $10 million maximum expenditure cap in connection with catalyst assets; and to remove certain references to a prior renewables intermediation facility which has previously been terminated.

The proceeds of the Additional Term Loan can be used by the Company (i) for general corporate purposes, (ii) to pay certain fees and expenses associated with the closing of the transactions contemplated by the Additional Term Loan (the "Fees and Expenses"), and (iii) to satisfy the interest and principal payments with respect to the Term Loan which prior to the effective date of Amendment No. Six to Loan Agreement would have been due on June 28, 2024, totaling approximately $11.2 million (the "June 28 Payment").

The Lenders advanced Vertex Refining the Additional Term Loan (less the Fees and Expenses and June 28 Payment) on June 27, 2024.

The amounts outstanding under the Term Loan (including the Additional Term Loan), will bear interest at a rate per annum equal to the sum of (i) the greater of (x) the per annum rate publicly quoted from time to time by The Wall Street Journal as the "Prime Rate" in the United States minus 1.50% as in effect on such day and (y) the Federal Funds rate for such day plus 0.50%, subject in the case of this clause (i), to a floor of 1.0%, plus (ii) 10.25%. Interest on the Additional Term Loan is payable in cash (i) quarterly, in arrears, on the last business day of each calendar quarter, commencing on the last business day of the calendar quarter ending September 30, 2024, (ii) in connection with any payment, prepayment or repayment of the Term Loans (including as discussed in greater detail below), and (iii) at maturity (whether upon demand, by acceleration or otherwise).