ContractTerm Loan Credit Agreement • August 10th, 2022 • Cornerstone Building Brands, Inc. • Prefabricated metal buildings & components • New York
EXECUTION VERSION $300,000,000 TERM LOAN CREDIT AGREEMENT among CAMELOT RETURN MERGER SUB, INC., to be merged with and into CORNERSTONE BUILDING BRANDS, INC., as Borrower, THE LENDERS FROM TIME TO TIME PARTY HERETO, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent, DEUTSCHE BANK SECURITIES INC., UBS SECURITIES LLC, BARCLAYS BANK PLC, BNP PARIBAS SECURITIES CORP., RBC CAPITAL MARKETS1, SOCIÉTÉ GÉNÉRALE, GOLDMAN SACHS BANK USA, NATIXIS, NEW YORK BRANCH and JEFFERIES FINANCE LLC, as Joint Lead Arrangers and Joint Bookrunners dated as of July 25, 2022 1 RBC Capital Markets is a marketing name for the capital markets activities of Royal Bank of Canada and its affiliates. (i) Table of Contents Page SECTION 1 Definitions 1.1 Defined Terms .................................................................................................................... 1 1.2 Other Definitional and Interpretive Provisions ....................................................
ContractSecured Notes Indenture • August 10th, 2022 • Cornerstone Building Brands, Inc. • Prefabricated metal buildings & components • New York
EXECUTION VERSION CAMELOT RETURN MERGER SUB, INC. as Issuer and the Guarantors from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and Note Collateral Agent _______ SECURED NOTES INDENTURE DATED AS OF July 25, 2022 _______ PROVIDING FOR ISSUANCE OF SENIOR SECURED NOTES IN SERIES i TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 101. Definitions ........................................................................................................... 1 Section 102. Other Definitions ............................................................................................... 64 Section 103. Rules of Construction ........................................................................................ 66 Section 104. [Reserved] ......................................................................................................... 67 Section 105. [Reserved] .............................................
Second Supplemental Indenture in Respect of GuaranteesSecond Supplemental Indenture • August 10th, 2022 • Cornerstone Building Brands, Inc. • Prefabricated metal buildings & components • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of July 25, 2022 (this “Supplemental Indenture”), among Camelot Return Intermediate Holdings, Inc., a Delaware corporation (“Holdings”), the Subsidiary Guarantors listed on Schedule 1 hereto (the “Subsidiary Guarantors” and, together with Holdings, the “Guarantors”), Cornerstone Building Brands, Inc., a Delaware corporation, as successor to the Predecessor Issuer (as defined below) (the “Company”), Wilmington Trust, National Association, as Trustee under the Indenture referred to below (the “Trustee”), and Wilmington Trust, National Association, as Note Collateral Agent under the Indenture referred to below (the “Note Collateral Agent”).
CAMELOT RETURN MERGER SUB, INC. as Issuer and the Guarantors from time to time party to the Indenture and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and Note Collateral Agent FIRST SUPPLEMENTAL INDENTURE DATED AS OF JULY 25, 2022First Supplemental Indenture • August 10th, 2022 • Cornerstone Building Brands, Inc. • Prefabricated metal buildings & components • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of July 25, 2022 (this “Supplemental Indenture”), among CAMELOT RETURN MERGER SUB, INC. (the “Company”), as issuer, the Guarantors from time to time party to the Indenture referred to below (the “Guarantors”), WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee under the Indenture referred to below (the “Trustee”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Note Collateral Agent under the Indenture referred to below (the “Note Collateral Agent”).
