CREDIT AGREEMENT among FLOOR AND DECOR OUTLETS OF AMERICA, INC. as the Borrower, FDO ACQUISITION CORP., as Holdings, THE LENDERS FROM TIME TO TIME PARTIES HERETO, as Lenders, UBS AG, STAMFORD BRANCH, as Administrative Agent and Collateral Agent, UBS...Credit Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • New York
CREDIT AGREEMENT, dated as of September 30, 2016, among FLOOR AND DECOR OUTLETS OF AMERICA, INC., a Delaware corporation (the “Borrower”), FDO Acquisition Corp. (“Holdings”, as hereinafter further defined), the several banks and other financial institutions from time to time party hereto (as further defined in Subsection 1.1, the “Lenders”), and UBS AG, STAMFORD BRANCH, as administrative agent (in such capacity and as further defined in Subsection 1.1, the “Administrative Agent”) for the Lenders hereunder and as collateral agent (in such capacity and as further defined in Subsection 1.1, the “Collateral Agent”) for the Secured Parties (as defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of July 29, 2015 (the “Effective Date”) between Floor and Decor Outlets of America, Inc., a Delaware corporation (the “Operating Company”), FDO Holdings, Inc., a Delaware corporation (“Holdings” and, together with the Operating Company, the “Company”) and Brian Robbins, the undersigned individual (“Executive”).
SECURITY AGREEMENT by FLOOR AND DECOR OUTLETS OF AMERICA, INC., as Borrower, THE OTHER LOAN PARTIES PARTY HERETO FROM TIME TO TIME and UBS AG, STAMFORD BRANCH, as Collateral Agent Dated as of September 30, 2016Security Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • New York
SECURITY AGREEMENT dated as of September 30, 2016 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Security Agreement”) among (i) FLOOR AND DECOR OUTLETS OF AMERICA, INC., a Delaware corporation having an office at 2233 Lake Park Drive, Suite 400, Smyrna, Georgia 30080, as Borrower (the “Borrower”), (ii) THE GUARANTOR LISTED ON THE SIGNATURE PAGES HERETO (the “Original Guarantor”) AND THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (together with the Original Guarantor, the “Guarantors”), as pledgors, assignors and debtors (the Borrower, together with the Guarantors, in such capacities and together with any successors in such capacities, the “Grantors,” and each, a “Grantor”), and (iii) UBS AG, STAMFORD BRANCH, having an office at 600 Washington Blvd., 9th Floor, Stamford, Connecticut 06901, in its capacity as collateral agent for the Secured Parties (as defined below), as
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 30, 2016 among FLOOR AND DECOR OUTLETS OF AMERICA, INC., as the Lead Borrower, the other Borrowers Named Herein, the Guarantors Named Herein,Credit Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of September 30, 2016, among FLOOR AND DECOR OUTLETS OF AMERICA, INC., a Delaware corporation (the “Lead Borrower”), the Persons named on Schedule 1.01 hereto (as such schedule may be updated from time to time), jointly and severally (collectively with the Lead Borrower, the “Borrowers”), FDO ACQUISITION CORP., a Delaware corporation (“Borrower Holdco”), and each of the other Persons named on Schedule 1.02 hereto jointly and severally (collectively with Borrower Holdco, the “Guarantors”), each lender from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Collateral Agent, and Swing Line Lender. This Agreement amends, restates, consolidates and supersedes in its entirety the Credit Agreement, dated as of May 1, 2013 (as amended by the First Amendment to Credit Agreement, dated as of July 2, 2014, and as f
FLOOR & DECOR HOLDINGS, INC. Form of Non-Qualified Stock Option Agreement Pursuant to the Floor & Decor Holdings, Inc.Non-Qualified Stock Option Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
AGREEMENT (this “Agreement”), dated as of between Floor & Decor Holdings, Inc., a Delaware corporation (the “Company” and, collectively with its controlled Affiliates, the “Employer”), and (the “Participant”).
FLOOR & DECOR HOLDINGS, INC. Form of Restricted Stock Agreement Pursuant to the Floor & Decor Holdings, Inc.Restricted Stock Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
AGREEMENT (this “Agreement”), dated as of (the “Grant Date”) between Floor & Decor Holdings, Inc., a Delaware corporation (the “Company” and, collectively with its controlled Affiliates, the “Employer”), and (the “Participant”).
FORM OF REGISTRATION RIGHTS AGREEMENT BY AND AMONG FLOOR & DECOR HOLDINGS, INC. ARES CORPORATE OPPORTUNITIES FUND III, L.P., FS EQUITY PARTNERS VI, L.P. AND THE OTHER STOCKHOLDERS PARTY THERETORegistration Rights Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2017, by and among Floor & Decor Holdings, Inc., a Delaware corporation (the “Company”), Ares Corporate Opportunities Fund III, L.P., a Delaware limited partnership (“Ares”), FS Equity Partners VI, L.P., a Delaware limited partnership (“FS”), and the stockholders listed on Schedule A hereto (such parties and each Person that executes a Joinder Agreement, individually, a “Party” and, collectively, the “Parties”) for so long as they own Shares (as defined below).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
This INDEMNIFICATION AGREEMENT (this “Agreement”) is effective [·], by and among Floor & Decor Holdings, Inc., a Delaware corporation (the “Company”), [·] (“Indemnitee”) and, with respect to its guarantee set forth on the signature pages hereto only, Floor and Decor Outlets of America, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“F&D”).
CONSULTING AGREEMENTConsulting Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
This CONSULTING AGREEMENT (the “Agreement”), dated as of December 3, 2012, (the “Effective Date”) is entered into by and between Floor and Decor Outlets of America, Inc., a Delaware corporation (the “Operating Company”), FDO Holdings, Inc., a Delaware corporation (“Holdings” and, together with the Operating Company, the “Company”), and George Vincent West, the undersigned individual (“Consultant”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • Delaware
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of , 2017 (the “Effective Date”), is among Floor & Decor Holdings, Inc., a Delaware corporation (the “Company”), Ares Corporate Opportunities Fund III, L.P., a Delaware limited partnership (“Ares”), FS Equity Partners VI, L.P., a Delaware limited partnership (“FS Equity”), and FS Affiliates VI, L.P., a Delaware limited partnership (“FS Affiliates” and together with FS Equity, “FS”).
GUARANTY AGREEMENTGuaranty Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • New York
WHEREAS, reference is made to that certain Credit Agreement dated as of the date hereof (as amended, restated, supplemented or otherwise modified hereafter, the “Credit Agreement”), by and among (i) Floor and Decor Outlets of America, Inc., a Delaware corporation (the “Borrower”), (ii) Holdings, (iii) the Collateral Agent and UBS AG, Stamford Branch as administrative agent and (iv) the lenders party thereto (the “Lenders”). Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • April 7th, 2017 • FDO Holdings, Inc. • Retail-lumber & other building materials dealers • New York
AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of March 31, 2017 (this “Amendment”), is entered into by and among FDO ACQUISITION CORP., a Delaware corporation (“Holdings”), FLOOR AND DECOR OUTLETS OF AMERICA, INC., a Delaware corporation (the “Borrower”), the other Loan Parties listed on the signature pages hereto, UBS AG, STAMFORD BRANCH, as administrative agent for the lenders under the Credit Agreement (defined below), each person set forth on Schedule 2.01(a) hereto (each a “Replacement Term B-1 Lender”) and each of the undersigned banks and other financial institutions and the other Lenders party hereto.
