SALLY BEAUTY HOLDINGS, INC. 15,000,000 Shares Common Stock Underwriting AgreementUnderwriting Agreement • May 11th, 2012 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec • New York
Sally Holdings LLC Beauty Systems Group LLC Sally Beauty Supply LLC Sally Beauty Distribution LLC Sally Beauty Holdings LP
Joint Filing AgreementJoint Filing Agreement • May 11th, 2012 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 4 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • May 11th, 2012 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec • New York
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of May 6, 2012 by and between CDRS Acquisition LLC (“CDRS”), and CD&R Parallel Fund, VII, L.P. (“Parallel Fund” and, together with CDRS, the “CDR Investors”) and Sally Beauty Holdings, Inc., a Delaware corporation (the “Company”).
