Euramax Holdings, Inc. Sample Contracts

Euramax Holdings, Inc. – EMPLOYMENT AGREEMENT (July 23rd, 2015)

EMPLOYMENT AGREEMENT (this “Agreement”), dated as of August 10, 2015 (the “Effective Date”), by and between Euramax International, Inc., a Delaware corporation (the “Company”) and Richard Brown (the “Executive”) (each of the Company and the Executive, a “Party,” and collectively, the “Parties”).

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. ANNOUNCES PROPOSED PRIVATE PLACEMENT OF SENIOR SECURED NOTES BY ITS SUBSIDIARY EURAMAX INTERNATIONAL, INC. (July 23rd, 2015)

Norcross, GA, July 23, 2015 - Euramax Holdings, Inc. (“Holdings”) announced today that its wholly-owned subsidiary Euramax International, Inc. (the “Company”) has commenced an offering of $385,000,000 aggregate principal amount of senior secured notes (the “Notes”) in a private placement that is exempt from the registration requirements of the Securities Act of 1933 (the “Securities Act”). The Notes will be guaranteed by Holdings and, subject to certain exceptions, by the Company’s existing and any future U.S. subsidiaries. The Notes will be secured, subject to certain exceptions and permitted liens, on a first priority basis by the assets (other than inventory and accounts receivables and related assets, which assets secure the Company’s senior asset-based credit facility on a first priority basis) of Holdings and each of the Company’s U.S. subsidiaries and on a second priority basis by the assets that secures the Company’s asset-based credit facility on a first priority basis.

Euramax Holdings, Inc. – LOCKUP AND SUPPORT AGREEMENT (July 23rd, 2015)

This LOCKUP AND SUPPORT AGREEMENT (this “Agreement”) is dated as of July 23, 2015 (the “Effective Date”), by and among (i) Euramax International, Inc. (the “Company”), Euramax Holdings, Inc. (“Holdings”) and the Guarantors (as defined below), (ii)(A) Highland Capital Management L.P. (“Highland”), (B) Sound Point Capital Management, LP (“SoundPoint”) and (C) Credit Suisse Securities (USA) LLC (“Credit Suisse” and collectively with Highland and SoundPoint and their respective applicable affiliates, the “Consenting Holders”) as, or on behalf of, holders of (x) the outstanding debt under that certain Credit and Guaranty Agreement, dated as of March 3, 2011, among the Company, Euramax Holdings, Inc. (“Holdings”), the subsidiaries of the Company party thereto as Guarantors (the “Guarantors”), and the lenders party thereto from time to time (the “Term Loan”), and (y) outstanding shares of the capital stock of the Company (the “Company Shares”). The Company, Holdings, Highland, SoundPoint and

Euramax Holdings, Inc. – Euramax Holdings, Inc. Euramax International, Inc. June 15, 2015 Disclaimer This presentation includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our financial condition, results of operations and business, and our expectations and beliefs concerning such future events. Our forward-looking statements include, among other items, statements relating to our business strategy, our industry, our expected capital expenditures, our expectations concerning future operations, margins, profitability, liquidity and capital resou (June 16th, 2015)
Euramax Holdings, Inc. – EMPLOYMENT AGREEMENT (May 14th, 2015)

EMPLOYMENT AGREEMENT (this “Agreement”), dated as of May 14, 2015 (the “Effective Date”), by and between Euramax International, Inc., a Delaware corporation (the “Company”) and Tyrone Johnson (the “Executive”) (each of the Company and the Executive, a “Party,” and collectively, the “Parties”).

Euramax Holdings, Inc. – EMPLOYMENT AGREEMENT (March 26th, 2015)

EMPLOYMENT AGREEMENT (this “Agreement”), dated as of March 23, 2015 (the “Effective Date”), by and between Euramax International, Inc., a Delaware corporation (the “Company”) and John F. Blount (the “Executive”) (each of the Company and the Executive, a “Party,” and collectively, the “Parties”).

Euramax Holdings, Inc. – March 23, 2015 (March 26th, 2015)

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms u

Euramax Holdings, Inc. – SEPARATION AND RELEASE AGREEMENT (March 26th, 2015)

THIS SEPARATION AND RELEASE AGREEMENT (“Agreement”) is made and entered into by and among Euramax Holdings, Inc., a Delaware corporation (“Holdings”), Euramax International, Inc., a Delaware corporation (the “Company”), and Shyam K. Reddy (the “Executive”).

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. FOURTH QUARTER AND FULL YEAR 2014 FINANCIAL RESULTS (March 26th, 2015)

Norcross, Georgia, March 26, 2015 – Euramax Holdings, Inc. (the "Company"), a leading producer of metal and vinyl products sold to the residential repair and remodel, commercial construction, high-end architectural, and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the fourth quarter and full year of 2014.

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. RETENTION COMPENSATION PROGRAM (March 26th, 2015)
Euramax Holdings, Inc. – February 6, 2015 (March 26th, 2015)

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms u

Euramax Holdings, Inc. – February 6, 2015 (February 12th, 2015)

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms u

Euramax Holdings, Inc. – December 8, 2014 (December 11th, 2014)

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms u

Euramax Holdings, Inc. – CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EURAMAX HOLDINGS, INC. (May 29th, 2014)

Pursuant to Section 242 of the General Corporation Law of the State of Delaware, Euramax Holdings, Inc. (the “Corporation”) hereby certifies as follows:

Euramax Holdings, Inc. – May 8, 2014 (May 9th, 2014)

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms u

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. FOURTH QUARTER AND FULL YEAR 2013 FINANCIAL RESULTS (March 28th, 2014)

Norcross, Georgia, March 28, 2014 – Euramax Holdings, Inc. (the "Company"), a leading producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the fourth quarter and full year of 2013. Net sales, operating loss, and Adjusted EBITDA for the quarter were $196.4 million, $(4.1) million, and $7.3 million, respectively. Net sales, operating income, and Adjusted EBITDA for the year ended December 31, 2013 were $826.7 million, $7.0 million, and $53.4 million, respectively.

Euramax Holdings, Inc. – EMPLOYMENT AGREEMENT (March 28th, 2014)
Euramax Holdings, Inc. – March 21, 2014 (March 25th, 2014)

THIS AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AND GUARANTY AGREEMENT, dated March 18, 2011, is entered into by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation (individually and, in its capacity as the representative of the other Borrowers pursuant to Section 2.18, "Euramax"); and the other "Borrowers" from time to time parties hereto (Euramax and such other "Borrowers" being referred to collectively as "Borrowers," and individually as a "Borrower"); EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"); and AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings, Richmond and the other subsidiaries of Euramax party hereto from time to time as "Guarantors" being referred to collectively as "Guarantors," and individually as a "Guarantor"); the various financial institutions listed on the signature pages hereof (together with their respective successors and permitted assigns, the "Lenders"); REGIONS BANK, an Alabama banking corporation, in i

Euramax Holdings, Inc. – Euramax Holdings, Inc. Announces Amendment to Revolving Credit Facility (March 25th, 2014)

Norcross, Georgia, March 25, 2014 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle markets primarily in North America and Europe, today announced that it amended its $70 million Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement (the "ABL Credit Facility") with Regions Bank (as Collateral and Administrative Agent) and Regions Business Capital (as Sole Lead Arranger and Bookrunner) on Friday, March 21st. Subject to the company meeting certain financial ratios, minimum EBITDA levels, and other conditions, the amendment is expected to improve liquidity and to provide greater borrowing capacity of up to $15 million, which can be accessed via multiple seasonal overadvance facilities.

Euramax Holdings, Inc. – PROPRIETARY AND CONFIDENTIAL (February 24th, 2014)

I am pleased to confirm, on behalf of Huron Consulting Services LLC (“Huron”, “We”, “Our”), our engagement to provide the Euramax Holdings, Inc. (“Euramax”, “you” or the “Company”) Board of Directors (“Board” or “You”) certain services related to interim management support for Euramax and its subsidiaries (references to Company, Euramax and you shall also include the Company’s subsidiaries, as applicable). Euramax has the opportunity to improve its financial performance, extend its cash runway and transition the Company to higher levels of performance as the Board considers various strategic options.

Euramax Holdings, Inc. – EMPLOYMENT AGREEMENT (February 4th, 2014)

EMPLOYMENT AGREEMENT (this “Agreement”), dated as of February 3, 2014 (the “Effective Date”), by and between Euramax International, Inc., a Delaware corporation (the “Company”) and Mary Cullin (the “Executive”) (each of the the Company and the Executive, a “Party,” and collectively, the “Parties”).

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. THIRD QUARTER 2013 FINANCIAL RESULTS (November 8th, 2013)

Norcross, Georgia, November 8, 2013 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the third quarter of 2013. Net sales, operating income, and adjusted EBITDA for the third quarter of 2013 were $227.8 million, $8.7 million, and $20.0 million, respectively. Net sales, operating income, and adjusted EBITDA for the first nine months of 2013 were $630.2 million, $11.1 million, and $46.1 million, respectively.

Euramax Holdings, Inc. – TRANSITION SERVICES AGREEMENT (November 8th, 2013)

THIS AGREEMENT (“Agreement”) is made and entered into this 5th day of November, 2013 (the “Effective Date”), by and among Euramax Holdings, Inc., a Delaware corporation (“Holdings”), Euramax International, Inc., a Delaware corporation (the “Company”) and Mitchell Lewis (the “Executive”).

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. SECOND QUARTER 2013 FINANCIAL RESULTS (August 9th, 2013)

Norcross, Georgia, August 9, 2013 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the second quarter of 2013. Net sales, operating income, and adjusted EBITDA for the second quarter of 2013 were $229.9 million, $9.9 million, and $20.8 million, respectively. Net sales, operating income, and adjusted EBITDA for the first half of 2013 were $402.4 million, $2.5 million, and $26.1 million, respectively.

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. FIRST QUARTER 2013 FINANCIAL RESULTS (May 10th, 2013)

Norcross, Georgia, May 10, 2013 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the first quarter of 2013. Net sales, operating (loss), and adjusted EBITDA for the first quarter of 2013 were $172.5 million, $(7.4) million, and $5.4 million, respectively.

Euramax Holdings, Inc. – March 25, 2013 (March 29th, 2013)

Reference is made to that certain Amended and Restated Senior Secured Revolving Credit and Guaranty Agreement dated March 18, 2011 (as at any time amended, modified, restated, or supplemented, the "Credit Agreement"), by and among EURAMAX INTERNATIONAL, INC., a Delaware corporation ("Borrower"), EURAMAX HOLDINGS, INC., a Delaware corporation ("Holdings"), AMERIMAX RICHMOND COMPANY, an Indiana corporation ("Richmond"; Holdings and Richmond are collectively referred to herein as "Guarantors" and individually as a "Guarantor"; Borrower and Guarantors are collectively referred to herein as "Credit Parties" and individually as a "Credit Party"), REGIONS BANK, an Alabama banking corporation, in its capacity as collateral and administrative agent (together with its successors in such capacity, "Agent") for various financial institutions (together with their respective successors and permitted assigns, "Lenders") party from time to time to the Credit Agreement, and Lenders. Capitalized terms u

Euramax Holdings, Inc. – Euramax Incentive Compensation Plan (March 29th, 2013)
Euramax Holdings, Inc. – Euramax Incentive Compensation Plan (March 29th, 2013)
Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. FOURTH QUARTER AND FULL YEAR 2012 FINANCIAL RESULTS (March 29th, 2013)

Norcross, Georgia, March 29, 2013 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the fourth quarter of 2012. Net sales, operating loss, and adjusted EBITDA for the quarter were $195.5 million, $(3.0) million, and $9.6 million, respectively. Net sales, operating income, and adjusted EBITDA for the year ended December 31, 2012 were $837.1 million, $11.4 million, and $56.4 million, respectively.

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. THIRD QUARTER 2012 FINANCIAL RESULTS (November 9th, 2012)

Norcross, Georgia, November 9, 2012 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, non-residential construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the third quarter of 2012. Net sales, operating income, and adjusted EBITDA for the third quarter of 2012 were $219.2 million, $6.6 million, and $17.0 million, respectively. Net sales, operating income, and adjusted EBITDA for the first nine months of 2012 were $641.6 million, $14.4 million, and $46.9 million, respectively.

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. SECOND QUARTER 2012 FINANCIAL RESULTS (August 10th, 2012)

Norcross, Georgia, August 10, 2012 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, non-residential construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the second quarter of 2012. Net sales, operating income, and adjusted EBITDA for the second quarter of 2012 were $223.8 million, $8.1 million, and $19.2 million, respectively. Net sales, operating income, and adjusted EBITDA for the first half of 2012 were $422.5 million, $7.8 million, and $29.8 million, respectively.

Euramax Holdings, Inc. – FACILITY AGREEMENT (May 11th, 2012)
Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. FIRST QUARTER 2012 FINANCIAL RESULTS (May 11th, 2012)

Norcross, Georgia, May 11, 2012 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, non-residential construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the first quarter of 2012. Net sales, operating loss, and adjusted EBITDA for the quarter were $198.7 million, $(0.3) million, and $10.7 million, respectively. Net sales, operating income, and adjusted EBITDA for the three months ended April 1, 2011 were $210.4 million, $0.8 million and $13.3 million, respectively.

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. FOURTH QUARTER AND FULL YEAR 2011 FINANCIAL RESULTS (March 23rd, 2012)

Norcross, Georgia, March 23, 2011 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, non-residential construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the fourth quarter of 2011. Net sales, operating loss, and adjusted EBITDA for the quarter were $219.7 million, $(2.9) million, and $11.0 million, respectively. Net sales, operating income, and adjusted EBITDA for the year ended December 30, 2011 were $933.7 million, $10.3 million, and $62.1 million, respectively.

Euramax Holdings, Inc. – EURAMAX HOLDINGS, INC. ANNOUNCES EXPIRATION OF EXCHANGE OFFER FOR EURAMAX INTERNATIONAL, INC.’S 9.50% SENIOR SECURED NOTES DUE 2016 (January 27th, 2012)

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities. The exchange offer is being made only pursuant to a prospectus and the related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.