OWENS CORNING (a Delaware corporation) 4.400% Senior Notes due 2048 UNDERWRITING AGREEMENT Dated: January 23, 2018Underwriting Agreement • January 25th, 2018 • Owens Corning • Abrasive, asbestos & misc nonmetallic mineral prods • New York
The Securities will be issued pursuant to an indenture, dated as of June 2, 2009, as amended or supplemented by the Third and Fourth Supplemental Indentures thereto (the “Base Indenture”), between the Company, the subsidiary guarantors party thereto and Wells Fargo, National Association, as trustee (the “Trustee”). Certain terms of the Notes will be established pursuant to a supplemental indenture (the “Supplemental Indenture”) to the Base Indenture (together with the Base Indenture, the “Indenture”). The Securities will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Letter of Representations, to be dated on or before the Closing Time (as defined in Section 2(c) below), between the Company and the Depositary.
