0001104659-06-061499 Sample Contracts

Introductory Note
Acquisition Agreement • September 18th, 2006 • Georgia Gulf Corp /De/ • Industrial inorganic chemicals

On June 9, 2006, Georgia Gulf Corporation (“Georgia Gulf” or “we”) entered into a definitive agreement to acquire Royal Group Technologies Limited (“Royal Group”) for CAD$13.00 per share (“CAD$” meaning Canadian dollars) for a total purchase price of approximately $1.5 billion (assuming an exchange rate of $1.00 to CAD$1.115). The plan of arrangement contemplated by the agreement was approved by Royal Group’s shareholders on August 4, 2006, and we have obtained all required regulatory approvals for the acquisition. We plan to finance the acquisition of Royal Group, to repay some of Royal Group’s existing indebtedness and to refinance some of our existing indebtedness with borrowings under a new senior secured credit facility and unsecured debt of $750 million. The new senior secured credit facility will consist of five year $375 million revolving credit facilities and a seven year $800 million term loan facility. We refer to (i) our acquisition of Royal Group, (ii) the repayment of Roy

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