Fortune Brands Home & Security, Inc. Underwriting AgreementUnderwriting Agreement • September 13th, 2019 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
Fortune Brands Home & Security, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $700,000,000 principal amount of its 3.250% Senior Notes due 2029 (the “Securities”). The Securities will be issued pursuant to the indenture dated as of June 15, 2015 (the “Base Indenture”) by and among the Company, Wilmington Trust, National Association, as trustee (the “Trustee”), and Citibank, N.A., as securities agent (the “Securities Agent”), as amended by a supplemental indenture to be dated as of September 13, 2019 (the “Third Supplemental Indenture” and together with the Base Indenture, the “Indenture”).
FORTUNE BRANDS HOME & SECURITY, INC. and WELLS FARGO BANK, N.A. as Rights Agent Rights Agreement Dated as of September 6, 2011Rights Agreement • September 6th, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
This RIGHTS AGREEMENT, dated as of September 6, 2011 (this “Agreement”), is by and between Fortune Brands Home & Security, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, N.A., a national association (the “Rights Agent”).
CREDIT AGREEMENT dated as of April 29, 2020 among FORTUNE BRANDS HOME & SECURITY, INC., as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N. A., as Administrative Agent BANK OF AMERICA, N.A., as Syndication Agent JPMORGAN CHASE BANK, N.A....Credit Agreement • May 1st, 2020 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
CREDIT AGREEMENT dated as of April 29, 2020 among FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation, the LENDERS party hereto, and JPMORGAN CHASE BANK, N. A., as Administrative Agent.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 30, 2016 among FORTUNE BRANDS HOME & SECURITY, INC., as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N. A., as Administrative Agent BANK OF AMERICA, N.A., as Syndication Agent...Credit Agreement • August 4th, 2016 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 30, 2016 among FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation, the LENDERS party hereto, and JPMORGAN CHASE BANK, N. A., as Administrative Agent.
CREDIT AGREEMENT dated as of March 29, 2018 among FORTUNE BRANDS HOME & SECURITY, INC., as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N. A., as Administrative Agent BANK OF AMERICA, N.A., as Syndication Agent JPMORGAN CHASE BANK, N.A....Credit Agreement • May 2nd, 2018 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
CREDIT AGREEMENT dated as of March 29, 2018 among Fortune Brands Home & Security, Inc., a Delaware corporation, the Lenders party hereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.
FORM OF AGREEMENT FOR THE PAYMENT OF BENEFITS FOLLOWING TERMINATION OF EMPLOYMENTAgreement for the Payment of Benefits Following Termination of Employment • February 28th, 2018 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
AGREEMENT dated [DATE] (the “Effective Date”) between Fortune Brands Home & Security, Inc., a Delaware corporation (the “Company”), and [EXECUTIVE] (the “Executive”),
AMENDED AND RESTATED TENDER AND SUPPORT AGREEMENTTender and Support Agreement • April 14th, 2015 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
AMENDED AND RESTATED TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of April 13, 2015, is by and among Fortune Brands Home & Security, Inc., a Delaware corporation (“Parent”), Tahiti Acquisition Corp., a Delaware corporation and a wholly owned indirect subsidiary of Parent (“Merger Sub”), and the stockholders of Norcraft Companies, Inc., a Delaware corporation (the “Company”), set forth on Schedule I attached hereto (each, a “Stockholder”). Capitalized terms used herein without definition shall have the respective meanings specified in the Merger Agreement.
FORM OF AGREEMENT FOR THE PAYMENT OF BENEFITS FOLLOWING TERMINATION OF EMPLOYMENTAgreement for the Payment of Benefits Following Termination of Employment • February 22nd, 2012 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Illinois
WHEREAS, the Company and the Executive desire to enter into this Agreement to set forth the benefits to be provided to the Executive in the event that his or her employment terminates under the circumstances described herein.
FORTUNE BRANDS INNOVATIONS, INC. [GRANT DATE] Performance Share Award Agreement (the “Agreement”) [VESTING SCHEDULE]Performance Share Award Agreement • February 27th, 2024 • Fortune Brands Innovations, Inc. • Millwood, veneer, plywood, & structural wood members • Delaware
Fortune Brands Innovations, Inc., a Delaware corporation (the “Company”), grants to the undersigned “Holder” a performance share award subject to the terms and conditions of the Fortune Brands Innovations, Inc. 2022 Long-Term Incentive Plan (the “Plan”) and this Agreement (collectively, the “Award”). The date of the grant, the number of shares of Common Stock of the Company to be paid to Holder under the Award (“Performance Shares”), the minimum, target and maximum goals (“Performance Measures”) and the period during which the Performance Measures may be achieved (the “Performance Period”), are provided in a separate notice outlining specifics of the Award (the “Award Notice”) and on the Plan’s online administrative system. Capitalized terms not defined in this Agreement have the meanings specified in the Plan.
Fortune Brands Innovations, Inc. [GRANT DATE] Restricted Stock Unit Agreement (the “Agreement”)Restricted Stock Unit Agreement • February 27th, 2024 • Fortune Brands Innovations, Inc. • Millwood, veneer, plywood, & structural wood members • Delaware
Fortune Brands Innovations, Inc., a Delaware corporation (the “Company”), grants to the undersigned “Holder” an award of restricted stock units (“RSUs”) subject to the terms and conditions of the Fortune Brands Innovations, Inc. 2022 Long-Term Incentive Plan (the “Plan”), the Award Notice (“Award Notice”), and this Agreement (collectively, the “Award”). Capitalized terms not defined in this Agreement have the meanings specified in the Plan.
CREDIT AGREEMENT dated as of August 22, 2011 among FORTUNE BRANDS HOME & SECURITY LLC (to be converted into Fortune Brands Home & Security, Inc.), as Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N. A., as Administrative Agent BANK OF...Credit Agreement • August 31st, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
CREDIT AGREEMENT dated as of August 22, 2011 among FORTUNE BRANDS HOME & SECURITY LLC, a Delaware limited liability company to be converted into FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation, the LENDERS party hereto, and JPMORGAN CHASE BANK, N. A., as Administrative Agent.
FORTUNE BRANDS INNOVATIONS, INC. [GRANT DATE] Stock Option Agreement (the “Agreement”) [Vesting Schedule]Stock Option Agreement • February 27th, 2024 • Fortune Brands Innovations, Inc. • Millwood, veneer, plywood, & structural wood members • Delaware
Fortune Brands Innovations, Inc., a Delaware corporation (the “Company”), grants to the undersigned “Optionee” an option to purchase shares of Common Stock from the Company subject to the terms and conditions of the Fortune Brands Innovations, Inc. 2022 Long-Term Incentive Plan (the “Plan”), the Award Notice (“Award Notice”), and this Agreement (collectively, the “Award”). Capitalized terms not defined in this Agreement have the meanings specified in the Plan.
TAX ALLOCATION AGREEMENT by and between FORTUNE BRANDS, INC. and FORTUNE BRANDS HOME & SECURITY, INC. Dated as of , 2011Tax Allocation Agreement • August 22nd, 2011 • Fortune Brands Home & Security LLC • General bldg contractors - residential bldgs • Delaware
This TAX ALLOCATION AGREEMENT (this “Agreement”) is made as of [ ], 2011, by and between Fortune Brands, Inc., a Delaware corporation (“Fortune Brands”), and Fortune Brands Home & Security, Inc., a Delaware corporation (“H&S”), and, as of the date hereof, a wholly-owned subsidiary of Fortune Brands. Fortune Brands and H&S are referred to herein as “Parties” or each individually as a “Party.”
FIRST AMENDMENT AND INCREMENTAL AGREEMENT364-Day Term Loan Credit Agreement • March 2nd, 2022 • Fortune Brands Home & Security, Inc. • Millwood, veneer, plywood, & structural wood members • New York
364-DAY TERM LOAN CREDIT AGREEMENT dated as of November 29, 2021, as amended by the First Amendment and Incremental Agreement dated as of March 1, 2022, among Fortune Brands Home & Security, Inc., a Delaware corporation, the Lenders party hereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.
AGREEMENT AND PLAN OF MERGER By and Among FORTUNE BRANDS HOME & SECURITY, INC., TAHITI ACQUISITION CORP. And NORCRAFT COMPANIES, INC. Dated as of March 30, 2015Merger Agreement • March 30th, 2015 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of March 30, 2015 (this “Agreement”), is made by and among Fortune Brands Home & Security, Inc., a Delaware corporation (“Parent”), Tahiti Acquisition Corp., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and Norcraft Companies, Inc., a Delaware corporation (the “Company”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between FORTUNE BRANDS, INC. and FORTUNE BRANDS HOME & SECURITY, INC. Dated as of September 27, 2011Separation and Distribution Agreement • September 30th, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT is made as of September 27, 2011 by and between Fortune Brands, Inc., a Delaware corporation (“Fortune Brands”), and Fortune Brands Home & Security, Inc., a Delaware corporation (“H&S”), and, as of the date hereof, a wholly-owned subsidiary of Fortune Brands.
TRANSITION SERVICES AGREEMENT (H&S TO BEAM)Transition Services Agreement • August 11th, 2011 • Fortune Brands Home & Security LLC • General bldg contractors - residential bldgs
This TRANSITION SERVICES AGREEMENT, dated as of [ ], 2011 (this “Agreement”), is by and between Fortune Brands, Inc., a Delaware corporation (“Fortune Brands” or “Beam”), and Fortune Brands Home & Security, Inc., a Delaware corporation (“H&S”).
FIRST AMENDMENT AND INCREMENTAL AGREEMENTCredit Agreement • November 8th, 2018 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
FIRST AMENDMENT AND INCREMENTAL AGREEMENT dated as of August 31, 2018 (this “Amendment”), to the Credit Agreement dated as of March 29, 2018 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation (the “Borrower”), the lenders party thereto prior to the date hereof (the “Existing Lenders”), BARCLAYS BANK PLC (the “Incremental Lender” and, together with the Existing Lenders, the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 15th, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of September , 2011 between FORTUNE BRANDS, INC., a Delaware corporation (“Indemnitor”), and FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation and, as of the date hereof, a direct wholly-owned subsidiary of Indemnitor (“Home & Security”).
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • September 30th, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
THIS EMPLOYEE MATTERS AGREEMENT is made as of September 28, 2011 by and between Fortune Brands, Inc., a Delaware corporation, which intends to change its name to Beam Inc. after the Distribution (“Fortune Brands” or “Beam”), and Fortune Brands Home & Security, Inc., a Delaware corporation (“H&S”), and, as of the date hereof, a wholly-owned subsidiary of Fortune Brands.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • November 1st, 2013 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
This Amendment No. 1 to Credit Agreement (this “Amendment”) is entered into as of July 23, 2013 by and among Fortune Brands Home & Security, Inc. (f/k/a Fortune Brands Home & Security LLC), a Delaware corporation (the “Borrower”), JPMorgan Chase Bank, N. A., individually and as administrative agent (the “Administrative Agent”), and the other financial institutions signatory hereto (the “Consenting Lenders”). Unless otherwise specified herein, capitalized terms used in this Amendment shall have the meanings ascribed to them in the Credit Agreement (as defined below), and Section 1.03 of the Credit Agreement shall apply to this Amendment.
NON-COMPETITION AND RELEASE AGREEMENTNon-Competition and Release Agreement • February 27th, 2013 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs
EQUITY PURCHASE AGREEMENT BY AND AMONG FORTUNE BRANDS DOORS, INC. ANDEquity Purchase Agreement • February 24th, 2021 • Fortune Brands Home & Security, Inc. • Millwood, veneer, plywood, & structural wood members • Delaware
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into effective as of November 16, 2020 (the “Signing Date”), by and among Fortune Brands Doors, Inc., a Delaware corporation (“Buyer”), Larson SD Holdings, Inc., a South Dakota corporation (“Larson SD Holdings”), Larson IA Holdings, Inc., a South Dakota corporation (“Larson IA Holdings”), the other sellers set forth on the signature pages hereto, Larson Manufacturing Company of South Dakota, Inc., a South Dakota corporation (“Larson SD”), Larson Manufacturing Company of Iowa, Inc., a South Dakota corporation (“Larson Iowa”), AEI, LLC, a South Dakota limited liability company (“AEI”), Comfort Bilt, LLC, a South Dakota limited liability company (“Comfort Bilt”) and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as Sellers’ Representative as defined in this Agreement as agent for and on behalf of Sellers. Article 10 contains definitions of various capitalized terms used in t
SHORT-TERM CREDIT AGREEMENT dated as of August 31, 2011 among FORTUNE BRANDS HOME & SECURITY, INC. (successor by conversion to Fortune Brands Home & Security LLC), as Borrower BANK OF AMERICA, N.A., as Lender and JPMORGAN CHASE BANK, N. A., as LenderShort-Term Credit Agreement • November 10th, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
SHORT-TERM CREDIT AGREEMENT dated as of August 31, 2011 among FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation, BANK OF AMERICA, N.A. (“Bank of America”) and JPMORGAN CHASE BANK, N. A. (“JPMCB”).
SCHEDULE 13D JOINT FILING AGREEMENTJoint Filing Agreement • April 7th, 2015 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs
In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below.
SECOND AMENDMENT AND INCREMENTAL AGREEMENT364-Day Term Loan Credit Agreement • March 18th, 2022 • Fortune Brands Home & Security, Inc. • Millwood, veneer, plywood, & structural wood members • New York
SECOND AMENDMENT AND INCREMENTAL AGREEMENT dated as of March 18, 2022 (this “Amendment”), to the 364-Day Term Loan Credit Agreement dated as of November 29, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”; the Existing Credit Agreement as amended by this Amendment, the “Credit Agreement”), among FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation (the “Borrower”), the financial institutions party hereto as lenders (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
STOCK PURCHASE AGREEMENT dated as of December 1, 2022 among ASSA ABLOY INC., FORTUNE BRANDS HOME & SECURITY, INC., and solely for purposes of Section 13.20, ASSA ABLOY ABStock Purchase Agreement • December 2nd, 2022 • Fortune Brands Home & Security, Inc. • Millwood, veneer, plywood, & structural wood members • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of December 1, 2022 is being entered into by and among, ASSA ABLOY Inc., an Oregon corporation (“Seller”), Fortune Brands Home & Security, Inc., a Delaware corporation (“Buyer”), and solely for purposes of Section 13.20, ASSA ABLOY AB, an aktiebolag duly incorporated under the laws of Sweden with corporate identity number 556059-3575 (“Parent”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • October 31st, 2014 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
This Amendment No. 2 to Credit Agreement (this “Amendment”) is entered into as of August 20, 2014 by and among Fortune Brands Home & Security, Inc., a Delaware corporation (the “Borrower”), JPMorgan Chase Bank, N.A., individually and as administrative agent (the “Administrative Agent”), and the other financial institutions signatory hereto. Unless otherwise specified herein, capitalized terms used in this Amendment shall have the meanings ascribed to them in the Credit Agreement (as defined below), and Section 1.03 of the Credit Agreement shall apply to this Amendment.
STOCK PURCHASE AGREEMENT by and among FORTUNE BRANDS HOME & SECURITY, INC., FORTUNE BRANDS WINDOWS & DOORS, INC. and PLY GEM INDUSTRIES, INC. Dated as of August 19, 2014Stock Purchase Agreement • October 31st, 2014 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
This Stock Purchase Agreement (this “Agreement”) dated as of August 19, 2014 among Fortune Brands Home & Security, Inc., a Delaware corporation (“FBHS”), Fortune Brands Windows & Doors, Inc., a Delaware corporation (the “Shareholder”) and Ply Gem Industries, Inc., a Delaware corporation (“Buyer”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among MASTERBRAND CABINETS, INC., TAN U.S. GROUP, INC., WOODCRAFTERS GP, LLC, MITCHELL J. JONES, RICHARD J. VAZQUEZ, SAMUEL LUGO, RICARDO A. VILLARREAL, RICHARD W. BARR, RODOLFO GUERRERO, ERIC DIAZ BOSCH,...Membership Interest Purchase Agreement • July 31st, 2013 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made as of May 1, 2013 by and among MasterBrand Cabinets, Inc., a Delaware corporation (“Purchaser”), Tan U.S. Group, Inc., a Delaware corporation (“Tan”), Woodcrafters GP, LLC, a Delaware limited liability company (“WGP”), Mitchell J. Jones (“Jones”), Richard J. Vazquez (“Vazquez”), Samuel Lugo (“Lugo”), Ricardo A. Villarreal (“Villarreal”), Richard W. Barr (“Barr”), Rodolfo Guerrero (“Guerrero”), Eric Diaz Bosch (“Bosch” and, together with Tan, WGP, Jones, Vazquez, Lugo, Villarreal, Barr and Guerrero, each individually a “Seller” and, collectively, “Sellers”), and WoodCrafters Home Products Holding, LLC, a Delaware limited liability company (the “Company”) and, solely for purposes of Section 6.4, Section 7.4, Section 7.5, Section 7.6, Section 7.8 and Article XI, Abraham Tanus (“Tanus”). Purchaser, Sellers and the Company and, solely for purposes of Section 6.4, Section 7.4, Section 7.5, Section 7.6, Section 7.8 and Art
SECOND AMENDMENTCredit Agreement • May 7th, 2019 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • New York
SECOND AMENDMENT dated as of March 22, 2019 (this “Amendment”), to the Credit Agreement dated as of March 29, 2018 (as amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement” and, as amended by this Amendment, the “Credit Agreement”), among FORTUNE BRANDS HOME & SECURITY, INC., a Delaware corporation (the “Borrower”), the Lenders party hereto (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
FORTUNE BRANDS HOME & SECURITY, INC. Form of Founders Grant Restricted Stock Unit AgreementRestricted Stock Unit Agreement • October 11th, 2011 • Fortune Brands Home & Security, Inc. • General bldg contractors - residential bldgs • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is entered into effective as of October 4, 2011 (the “Award Date”), by and between Fortune Brands Home & Security, Inc., a Delaware corporation (the “Company”), and [ ] (the “Holder”). All terms capitalized but not defined have the meanings set forth in the Fortune Brands Home & Security, Inc. 2011 Long-Term Incentive Plan (the “Plan”).
