WARRANT ISSUANCE AGREEMENTWarrant Issuance Agreement • December 8th, 2011 • Builders FirstSource, Inc. • Retail-lumber & other building materials dealers • New York
WARRANT ISSUANCE AGREEMENT, dated as of December 2, 2011 (this “Agreement”), by and among BUILDERS FIRSTSOURCE, INC., a company incorporated under the laws of the State of Delaware (the “Company”), on the one hand, and Highbridge Principal Strategies – Senior Loan Fund II, L.P., a Cayman Islands limited partnership, Highbridge Onshore Senior Investments, LLC, a Delaware limited liability company, and Highbridge Senior Loan Sector A Investment Fund, L.P., a Cayman Islands limited partnership (each, a “Warrantholder” and collectively, the “Warrantholders”), on the other hand.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 8th, 2011 • Builders FirstSource, Inc. • Retail-lumber & other building materials dealers • New York
WHEREAS, pursuant to the Financing Agreement, dated as of the date hereof (such agreement, as amended, restated, supplemented, modified or otherwise changed from time to time, including any replacement agreement therefor, being hereinafter referred to as the “Financing Agreement”), by and among Builders FirstSource, Inc., a Delaware corporation (the “Parent”), each subsidiary of the Parent listed as a “Borrower” on the signature pages thereto (each a “Borrower” and collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder or otherwise guaranties all or any part of the Obligations (as defined therein), each a “Guarantor” and collectively, the “Guarantors” and together with the Borrowers and each other Person that executes a supplement hereto and becomes an “Additional Grantor” hereunder, each a “Grantor” and col
