Standard Contracts
SHARE LENDING AGREEMENT Dated as of September 24, 2007 Among STANDARD PACIFIC CORP. (“Lender”), and CREDIT SUISSE INTERNATIONAL (“Borrower”), represented by CREDIT SUISSE, NEW YORK BRANCH, as agent for Borrower (“Borrowing Agent”).Share Lending Agreement • September 28th, 2007 • Standard Pacific Corp /De/ • Operative builders • New York
7,839,809 Shares STANDARD PACIFIC CORP. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 28th, 2007 • Standard Pacific Corp /De/ • Operative builders • New York
Standard Pacific Corp., a Delaware corporation (the “Company”), subject to the terms and conditions stated herein and pursuant to the Share Lending Agreement (the “Share Lending Agreement”), dated September 24, 2007, between the Company and Credit Suisse International (“CSI”) represented by Credit Suisse, New York Branch, as agent for CSI (in such capacity, the “Agent”), an affiliate of Credit Suisse Securities (USA) LLC (the “Underwriter”), proposes to issue and lend to CSI as a share loan, pursuant to and upon the terms set forth in the Share Lending Agreement, up to 7,839,809 shares of the common stock, par value $0.01 per share, of the Company (the “Securities”).
THIRD SUPPLEMENTAL INDENTURE by and among STANDARD PACIFIC CORP., as Issuer the GUARANTORS party hereto and THE BANK OF NEW YORK TRUST COMPANY, N.A., as TrusteeThird Supplemental Indenture • September 28th, 2007 • Standard Pacific Corp /De/ • Operative builders • New York
THIS THIRD SUPPLEMENTAL INDENTURE dated as of September 24, 2007 (the “Third Supplemental Indenture”), among STANDARD PACIFIC CORP., a Delaware corporation, as issuer (the “Company”), the guarantors listed on the signature page hereto (the “Initial Guarantors”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association organized under the laws of the United States, as trustee (the “Trustee”).
STANDARD PACIFIC CORP.Underwriting Agreement • September 28th, 2007 • Standard Pacific Corp /De/ • Operative builders • New York
Standard Pacific Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) $100,000,000 aggregate principal amount of its 6.00% Convertible Senior Subordinated Notes due 2012 (the “Firm Securities”) and also proposes to issue and sell to the Underwriters an overallotment option, exercisable from time to time by the underwriters to purchase up to an additional $15,000,000 aggregate principal amount of its 6.00% Convertible Senior Subordinated Notes due 2012 (the “Optional Securities”). The Firm Securities and the Optional Securities are collectively called the “Securities”. The Securities are to be issued under a Senior Subordinated Debt Securities Indenture, dated as of April 10, 2002, by and between the Company and Bank One Trust Company N.A., as trustee (“Bank One”), as supplemented by the First Supplemental Indenture, dated as of April 10, 2002, between the Company and Bank One, the Second Su
