0001193125-12-412696 Sample Contracts

EAGLE MATERIALS INC. (a Delaware corporation) 3,000,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • October 2nd, 2012 • Eagle Materials Inc • Cement, hydraulic • New York

The Securities are being issued as part of the financing necessary to effect the acquisition (the “Acquisition”) of two cement plants, eight readymix plants and certain other facilities and assets from Lafarge North America Inc., a Maryland corporation (“Lafarge”), and certain of its subsidiaries. The Company has entered into that certain Asset Purchase Agreement, dated as of September 26, 2012 (the “Acquisition Agreement”), by and among the Company, a wholly-owned subsidiary of the Company, Lafarge and certain subsidiaries of Lafarge indentified therein setting forth the terms and conditions governing the Acquisition.

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