Building Materials Holding Corp Sample Contracts

BUILDING MATERIALS HOLDING Corp – BMHC REACHES AGREEMENT WITH SECURED LENDER GROUP ON PLAN TO RESTRUCTURE BALANCE SHEET To Implement Pre-Negotiated Plan, Company Initiates Chapter 11 Reorganization Proceedings Receives Commitments for $80 Million in DIP Financing (June 16th, 2009)

Boise, Idaho, June 16, 2009 – Building Materials Holding Corporation (OTC Bulletin Board: BLGM), a leading provider of building materials and construction services to professional residential builders and contractors, today announced that it has reached agreement with members of its secured lender group on a plan to restructure the Company’s balance sheet and provide greater financial flexibility to support its long-term business plan. Under the proposed restructuring plan, BMHC will significantly reduce its outstanding funded debt, establish a new revolving credit facility, and substantially lower annual interest expense upon consummation of the plan.

BUILDING MATERIALS HOLDING Corp – BOISE (May 15, 2009) – Building Materials Holding Corporation (OTCBB: BLGM), a leading provider of building materials and construction services to professional residential builders and contractors, today reported sales for the first quarter of 2009 decreased 51% to $167 million from $343 million in the same quarter a year ago. Net loss for the first quarter of 2009 increased to $45.2 million or $1.53 per share from a net loss of $33.9 million or $1.17 per share in the same quarter a year ago. Commenting on first quarter results, Robert E. Mellor, Chairman and Chief Executive Officer, stated, “ (May 15th, 2009)
BUILDING MATERIALS HOLDING Corp – LIMITED WAIVER AGREEMENT (May 15th, 2009)

THIS LIMITED WAIVER AGREEMENT (this “Waiver”), dated as of May 14, 2009, is made among (i) BUILDING MATERIALS HOLDING CORPORATION, a Delaware corporation (“Holdings”), as borrower, (ii) BMC WEST CORPORATION, a Delaware corporation (the “Company”), and certain other affiliates of Holdings, as guarantors, (iii) the Lenders party to the Credit Agreement referenced below, and (iv) WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as the L/C Issuer, the Swingline Lender and the administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

BUILDING MATERIALS HOLDING Corp – BUILDING MATERIALS HOLDING CORPORATION CHANGE IN CONTROL SEVERANCE PLAN FOR NON-OFFICER EMPLOYEES AND SUMMARY PLAN DESCRIPTION Effective May 1, 2008 (April 15th, 2009)
BUILDING MATERIALS HOLDING Corp – LIMITED WAIVER AGREEMENT (April 15th, 2009)

THIS LIMITED WAIVER AGREEMENT (this “Waiver”), dated as of March 11, 2009, is made among (i) BUILDING MATERIALS HOLDING CORPORATION, a Delaware corporation (“Holdings”), as borrower, (ii) BMC WEST CORPORATION, a Delaware corporation (the “Company”), and certain other affiliates of Holdings, as guarantors, (iii) the Lenders party to the Credit Agreement referenced below, and (iv) WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as the L/C Issuer, the Swingline Lender and the administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

BUILDING MATERIALS HOLDING Corp – LIMITED WAIVER AGREEMENT (April 15th, 2009)

THIS LIMITED WAIVER AGREEMENT (this “Waiver”), dated as of April 13, 2009, is made among (i) BUILDING MATERIALS HOLDING CORPORATION, a Delaware corporation (“Holdings”), as borrower, (ii) BMC WEST CORPORATION, a Delaware corporation (the “Company”), and certain other affiliates of Holdings, as guarantors, (iii) the Lenders party to the Credit Agreement referenced below, and (iv) WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as the L/C Issuer, the Swingline Lender and the administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

Building Materials Holding Corp – BMHC ANNOUNCES PRELIMINARY RESULTS FOR THE FOURTH QUARTER AND FISCAL YEAR 2008 Company Obtains Waiver from Lenders (March 11th, 2009)

BOISE, March 10, 2009 -- Building Materials Holding Corporation (OTC: BLGM), a leading provider of building materials and construction services to professional residential builders and contractors, today announced preliminary financial results for the fourth quarter and fiscal year 2008. Sales for the fourth quarter of 2008 decreased 42% to $233 million from $403 million in the same quarter a year ago. For the year, sales decreased 39% to $1.3 billion from $2.2 billion for 2007.

Building Materials Holding Corp – BMHC ANNOUNCES THIRD QUARTER 2008 FINANCIAL RESULTS · Restructuring initiatives progressing as planned, liquidity has improved · Completed amendment to $540 million credit facility (November 6th, 2008)

SAN FRANCISCO (November 6, 2008) - Building Materials Holding Corporation (OTCBB: BLGM), a leading provider of building materials and construction services to professional residential builders and contractors, today reported sales for the third quarter of 2008 decreased 39% to $364 million from $594 million in the same quarter a year ago. For the nine months ended September 30, 2008, sales decreased 39% to $1.1 billion from $1.8 billion in the same period of 2007.

Building Materials Holding Corp – SAN FRANCISCO, CA, October 29, 2008 - Building Materials Holding Corporation (OTC: BLGM), a leading provider of building materials and construction services to professional residential builders and contractors, announced that trading of its common stock commenced today under the symbol “BLGM” on the Over the Counter (“OTC”) Pink Sheets market as an interim step to its listing on the OTC Bulletin Board (“OTCBB”). As previously announced, the move to OTC trading is the result of the Company no longer meeting the minimum market capitalization standard of the New York Stock Exchange. BMHC noted th (October 29th, 2008)

· numerous other matters of a local and regional scale, including those of a political, economic, business, competitive or regulatory nature.

Building Materials Holding Corp – SAN FRANCISCO, CA, October 16, 2008 - Building Materials Holding Corporation (NYSE: BLG), a leading provider of building materials and construction services to professional residential builders and contractors, today announced that it is not in compliance with the continued listing standards of the New York Stock Exchange ("NYSE") because the thirty-trading-day average closing price of the Company's common stock was less than $1.00. The Company intends to cure the deficiency, and will remain in communication with the NYSE throughout the process. Under NYSE rules, the Company generally has six (October 16th, 2008)

Robert E. Mellor, Chairman and Chief Executive Officer, stated, “Clearly our stock price has been impacted significantly by the continuing pressure on the homebuilding sector, the unprecedented turmoil in the financial markets, and the difficulty we face in such an environment. Despite this, we have continued to implement operational and financial actions designed to address the impact of the downturn. In particular, we have recently announced the successful negotiation of an amendment to our $540 million secured credit facility. In September, we also completed our project of centralizing back-office functions on schedule, and remain on target to substantially complete our operational restructuring program by the end of this quarter.”

Building Materials Holding Corp – BMHC ANNOUNCES SUCCESSFUL AMENDMENT OF ITS $540 MILLION SECURED CREDIT FACILITY (October 1st, 2008)

SAN FRANCISCO, (SEPTEMBER 30, 2008) - Building Materials Holding Corporation (NYSE: BLG), a leading provider of building materials and construction services to professional residential builders and contractors, today announced that it has successfully negotiated and completed an amendment to its $540 million secured credit facility. The amended facility continues to provide for a $200 million revolving line of credit and a $340 million term loan maturing in November 2011. As of September 29, 2008, there was $29 million outstanding on the revolver and $340 million outstanding under the term loan. Wells Fargo Bank and J.P. Morgan Securities acted as Joint Lead Arrangers and Joint Book Managers and Wells Fargo Bank served as Administrative Agent for the transaction. For additional information, please refer to our related SEC filing on Form 8-K, which will be available through our website later today.

Building Materials Holding Corp – SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER Dated as of September 30, 2008 among BUILDING MATERIALS HOLDING CORPORATION, BMC WEST CORPORATION AND OTHER SUBSIDIARY GUARANTORS, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Joint Lead Arranger, Joint Book Manager, Swingline Lender and L/C Issuer, JPMORGAN CHASE BANK, N.A., as Documentation Agent and THE OTHER FINANCIAL INSTITUTIONS PARTY HERETO Joint Lead Arranger and Joint Book Manager (October 1st, 2008)

This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER (this “Amendment”) dated as of September 30, 2008, by and among (i) BUILDING MATERIALS HOLDING CORPORATION, a Delaware corporation (“Holdings”), as borrower, (ii) BMC WEST CORPORATION, a Delaware corporation (the “Company”), and certain other affiliates of Holdings, as guarantors, (iii) the Lenders party to the Credit Agreement referenced below, (iv) JPMORGAN CHASE BANK, N.A., as Documentation Agent, and (v) WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as L/C Issuer, Swingline Lender, Joint Lead Arranger, Joint Book Manager and Administrative Agent.

Building Materials Holding Corp – BMHC OBTAINS WAIVER FROM LENDERS (August 11th, 2008)

SAN FRANCISCO, August 8, 2008 -- Building Materials Holding Corporation (NYSE: BLG), a leading provider of building materials and construction services to professional residential builders and contractors, today announced that it has obtained a temporary waiver of certain conditions to borrowing under its credit facility. The waiver allows the Company to borrow up to $60 million, through September 30th, while it works to finalize a permanent amendment to the credit facility.

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION 2008 STOCK INCENTIVE PLAN (May 14th, 2008)
Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN (May 14th, 2008)
Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION MANAGEMENT RETENTION UNIT AGREEMENT (May 12th, 2008)

This Management Retention Unit Agreement (this “Agreement”) is granted on the 19th day of February, 2008 (the “Date of Grant”) by Building Materials Holding Corporation, a Delaware corporation (the “Company”) to Robert E. Mellor (“Grantee”).

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION 2008 ANNUAL INCENTIVE PROGRAM (May 12th, 2008)

WHEREAS, the Company obtained shareholder approval of the Building Materials Holding Corporation 2004 Incentive and Performance Plan (the "Plan"), which authorizes the Committee under Section 4.6 to grant annual incentive awards ("Annual Incentive Awards") based on the performance of Building Materials Holding Corporation ("BMHC" or the "Company);

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION MANAGEMENT RETENTION UNIT AGREEMENT (May 12th, 2008)

This Management Retention Unit Agreement (this “Agreement”) is granted on the 19th day of February, 2008 (the “Date of Grant”) by Building Materials Holding Corporation, a Delaware corporation (the “Company”) to Paul S. Street (“Grantee”).

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION MANAGEMENT RETENTION UNIT AGREEMENT (May 12th, 2008)

This Management Retention Unit Agreement (this “Agreement”) is granted on the 19th day of February, 2008 (the “Date of Grant”) by Building Materials Holding Corporation, a Delaware corporation (the “Company”) to Michael D. Mahre (“Grantee”).

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION Change in Control Severance Plan for Officers Effective May 1, 2008 (May 12th, 2008)

This Severance Plan (the "Plan") was adopted by the Compensation Committee of the Board of Directors of Building Materials Holding Corporation, a Delaware corporation (the "Company") on April, 28, 2008 for the benefit of certain executive officers, senior management and key employees of the Company and its subsidiaries. The effective date of the Plan is May 1, 2008 ("Effective Date"). The Plan supersedes and replaces the Severance Plan for Certain Executive Officers, Senior Management and Key Employees of the Company and its Subsidiaries ("Prior Plan"). The Prior Plan shall terminate effective as of April 30, 2008 and shall have no force or effect thereafter.

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION MANAGEMENT RETENTION UNIT AGREEMENT (May 12th, 2008)

This Management Retention Unit Agreement (this “Agreement”) is granted on the 19th day of February, 2008 (the “Date of Grant”) by Building Materials Holding Corporation, a Delaware corporation (the “Company”) to Stanley M. Wilson (“Grantee”).

Building Materials Holding Corp – AMENDED AND RESTATED EMPLOYMENT AGREEMENT (March 11th, 2008)

This Employment Agreement (the “Agreement”) is made and entered into as of June 1, 2002 (the “Effective Date”), and amended February 23, 2004, June 16, 2005, June 28, 2006, and December 26, 2007, by and between Robert E. Mellor (“Executive”), and Building Materials Holding Corporation, a Delaware corporation (the “Company”).

Building Materials Holding Corp – FIRST AMENDMENT (March 11th, 2008)

This First Amendment is entered into this 19th day of February, 2008, by and between Building Materials Holding Corporation, a Delaware corporation (“Company”) and William M. Smartt (“Executive”).

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION Severance Plan for Certain Executive Officers, Senior Management and Key Employees of the Company and its Subsidiaries Amended and Restated effective January 1, 2008 (March 11th, 2008)

This Severance Plan (the "Plan") was adopted by the Board of Directors of BMC West Corporation, a Delaware corporation, on July 20, 1993 and was assumed by Building Materials Holding Corporation, a Delaware corporation (together with its predecessor, the "Company") as of September 23, 1997, for the benefit of certain executive officers, senior management and key employees of the Company and its Subsidiaries. The Plan, as previously amended and restated, was confirmed by the Board of Directors on February 17, 2000, May 7, 2003, May 3, 2004, May 1, 2006 and June 28, 2006. This Amendment and Restatement, effective January 1, 2008, is intended to comply with Section 409A of the Code and the Treasury regulations and applicable guidance thereunder.

Building Materials Holding Corp – EMPLOYMENT AGREEMENT (March 11th, 2008)

This Employment Agreement (the "Agreement") is made and entered into as of this day of February 19, 2008, by and between Stanley M. Wilson ("Executive"), and Building Materials Holding Corporation, a Delaware corporation (the "Company").

Building Materials Holding Corp – Building Materials Holding Corporation 2005 Deferred Compensation Plan for Directors (Amended and Restated 2007, Effective as of January 1, 2005) (March 11th, 2008)

Building Materials Holding Corporation, a Delaware corporation (the “Company”) hereby establishes an unfunded plan for the purpose of providing deferred compensation for a select group of non-employee directors and management consultants in compliance with Section 409A of the Internal Revenue Code, as amended (the “Code”).

Building Materials Holding Corp – Building Materials Holding Corporation 2005 Deferred Compensation Plan for Executives (Amended and Restated 2007, Effective January 1, 2005) (March 11th, 2008)

TAX ADVICE DISCLAIMER: Any statements regarding tax matters made herein, including any attachments, cannot be relied upon by any person to avoid tax penalties and are not intended to be used or referred to in any marketing or promotional materials. To the extent this communication contains a tax statement or tax advice, Holme Roberts & Owen LLP does not and will not impose any limitation on disclosure of the tax treatment or tax structure of any transactions to which such tax statement or tax advice relates.

Building Materials Holding Corp – BMHC ANNOUNCES AMENDMENT TO CREDIT FACILITY (March 3rd, 2008)

SAN FRANCISCO, March 3, 2008 -- Building Materials Holding Corporation (NYSE: BLG), a leading provider of building materials and construction services to professional residential builders and contractors, today announced that it has amended its senior secured credit facility. The amended facility provides for a $200 million revolving line of credit maturing in November 2011 and adjusts the term loan maturity to coincide with the revolver. As of February 29, 2008, there were no borrowings under the revolver and $346 million was outstanding under the term loan. Wells Fargo Bank and J.P. Morgan Securities acted as Joint Lead Arrangers and Joint Book Managers and Wells Fargo Bank served as Administrative Agent for the transaction.

Building Materials Holding Corp – FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER Dated as of February 29, 2008 among BUILDING MATERIALS HOLDING CORPORATION, BMC WEST CORPORATION AND OTHER SUBSIDIARY GUARANTORS, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Joint Lead Arranger, Joint Book Manager Swingline Lender and L/C Issuer, JPMORGAN CHASE BANK, N.A., as Documentation Agent and THE OTHER FINANCIAL INSTITUTIONS PARTY HERETO Joint Lead Arranger and Joint Book Manager (March 3rd, 2008)

This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER (this “Amendment”) dated as of February 29, 2008, by and among (i) BUILDING MATERIALS HOLDING CORPORATION, a Delaware corporation (“Holdings”), as borrower, (ii) BMC WEST CORPORATION, a Delaware corporation (the “Company”), and certain other affiliates of Holdings, as guarantors, (iii) the Lenders party to the Credit Agreement referenced below, (iv) JPMORGAN CHASE BANK, N.A., as Documentation Agent, and (v) WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as L/C Issuer, Swingline Lender, Joint Lead Arranger, Joint Book Manager and Administrative Agent.

Building Materials Holding Corp – BMHC OBTAINS WAIVER FROM LENDERS (February 6th, 2008)

SAN FRANCISCO, February 5, 2008 - Building Materials Holding Corporation (NYSE: BLG), a leading provider of construction services and building materials to professional residential builders and contractors, today announced that it has obtained a temporary waiver of certain conditions to borrowing under its credit facility. The waiver allows the company to borrow up to $75 million, through February 29th, while it works to finalize a permanent amendment to the credit facility.

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION Severance Plan for Certain Executive Officers, Senior Management and Key Employees of the Company and its Subsidiaries Amended and Restated effective November 13, 2007 (November 21st, 2007)
Building Materials Holding Corp – Building Materials Holding Corporation (November 21st, 2007)

Building Materials Holding Corporation, a Delaware corporation (the “Company”) hereby establishes an unfunded “supplemental executive retirement plan” (“SERP”) for the purpose of providing deferred compensation for a select group of management and highly compensated employees in compliance with Section 409A of the Internal Revenue Code, as amended (the “Code”).

Building Materials Holding Corp – Building Materials Holding Corporation 2005 Deferred Compensation Plan for Executives (November 21st, 2007)

TAX ADVICE DISCLAIMER: Any statements regarding tax matters made herein, including any attachments, cannot be relied upon by any person to avoid tax penalties and are not intended to be used or referred to in any marketing or promotional materials. To the extent this communication contains a tax statement or tax advice, Holme Roberts & Owen LLP does not and will not impose any limitation on disclosure of the tax treatment or tax structure of any transactions to which such tax statement or tax advice relates.

Building Materials Holding Corp – 2005 Deferred Compensation Plan for Directors (Amended and Restated 2007, Effective as of January 1, 2005) (November 21st, 2007)

TAX ADVICE DISCLAIMER: Any statements regarding tax matters made herein, including any attachments, cannot be relied upon by any person to avoid tax penalties and are not intended to be used or referred to in any marketing or promotional materials. To the extent this communication contains a tax statement or tax advice, Holme Roberts & Owen LLP does not and will not impose any limitation on disclosure of the tax treatment or tax structure of any transactions to which such tax statement or tax advice relates.

Building Materials Holding Corp – BUILDING MATERIALS HOLDING CORPORATION GENERAL TERMS AND CONDITIONS BMC WEST CORPORATION KEY MANAGEMENT LONG-TERM CASH INCENTIVE PLAN (July 31st, 2007)