Norbord Inc. 3,550,000 Common Shares Underwriting AgreementUnderwriting Agreement • August 3rd, 2017 • Norbord Inc. • Lumber & wood products (no furniture) • New York
Brookfield Capital Partners II (OSB) L.P., (the “Selling Shareholder”), a fund managed by Brookfield Asset Management Inc. (“Brookfield”) organized under the laws of the State of Delaware, proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of Common Shares (the “Common Shares”) of Norbord Inc. (the “Company”) set forth in Schedule I hereto (the “Firm Shares”). The Selling Shareholder also proposes to grant to the Underwriters an option to purchase up to the number of additional Common Shares set forth in Schedule I to cover over-allotments, if any (the “Option Shares”). The Firm Shares and the Option Shares are herein referred to as the “Securities”. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean
