0001193125-17-292937 Sample Contracts

Beacon Roofing Supply, Inc. 6,325,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • September 25th, 2017 • Beacon Roofing Supply Inc • Wholesale-lumber & other construction materials • New York

The Company has entered into a Stock Purchase Agreement, dated as of August 24, 2017, as amended and supplemented from time to time (including all exhibits, schedules and attachments thereto, the “Acquisition Agreement”), among the Company, Oldcastle, Inc., a Delaware corporation (“Allied Parent”), and Oldcastle Distribution, Inc., a Delaware corporation (“Allied Seller”), pursuant to which the Company will acquire 100% of the outstanding capital stock of Allied Building Products Corp., a New Jersey corporation (“Allied”), and Kapalama Kilgos Acquisition Corp., a Delaware corporation (“Kilauea” and, together with Allied and its and their respective subsidiaries, being hereinafter called the “Acquired Company”), after the offering of the Shares hereunder.

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