Underwriting Agreement BlueLinx Holdings Inc. 4,443,428 SharesUnderwriting Agreement • October 23rd, 2017 • BlueLinx Holdings Inc. • Wholesale-lumber, plywood, millwork & wood panels • New York
Cerberus ABP Investor LLC, a limited liability company organized under the laws of Delaware (the “Selling Stockholder”), proposes to sell to BTIG, LLC (the “Underwriter”), 3,863,850 shares of common stock, $0.01 par value (“Common Stock”), of BlueLinx Holdings Inc., a corporation organized under the laws of Delaware (the “Company”), to be sold by the Selling Stockholder (hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriter an option to purchase up to 579,578 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain terms used herein are defined in Section 21 hereof.
