FIRST LIEN CREDIT AGREEMENT] SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF FEBRUARY 14, 2006Credit Agreement • April 21st, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
UNDERWRITING AGREEMENT UNDERWRITING AGREEMENTUnderwriting Agreement • June 8th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
EXHIBIT M TO CREDIT AGREEMENT AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 21st, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
PGT, INC. 2006 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • June 8th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
PGT, INC. 2006 EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENTQualified Stock Option Agreement • June 8th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
AGREEMENT AND PLAN OF MERGER dated as of January 16, 2024 among PGT INNOVATIONS, INC., MIWD HOLDING COMPANY LLC and RMR MERGECO, INC.Agreement and Plan of Merger • January 17th, 2024 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
AGREEMENT AND PLAN OF MERGER (as amended in accordance with the terms and conditions hereof, this “Agreement”), dated as of January 16, 2024, among PGT Innovations, Inc., a Delaware corporation (the “Company”), MIWD Holding Company LLC, a Delaware limited liability company (“Parent”), and RMR MergeCo, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”).
RECITALS:Employment Agreement • April 21st, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Ohio
INDENTURE Dated as of September 24, 2021 4.375% Senior Notes due 2029PGT Innovations, Inc. • September 28th, 2021 • Metal doors, sash, frames, moldings & trim • New York
INDENTURE dated as of September 24, 2021 among PGT INNOVATIONS, INC. (the “Company” or the “Issuer”), the Guarantors then party hereto and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
FORM OF PGT, INC. DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • June 8th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
RECITALS:Employment Agreement • October 30th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Florida
RECITALS:Employment Agreement • April 21st, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Ohio
PGT, INC. 2006 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENTForm of Agreement • June 8th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
as Trustee INDENTURE Dated as of August 10, 2018 6.75% Senior Notes due 2026Supplemental Indenture • August 13th, 2018 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • New York
INDENTURE dated as of August 10, 2018 among PGT ESCROW ISSUER, INC., a limited purpose Delaware corporation (the “Escrow Issuer”), and, upon the consummation of the Assumption, PGT Innovations, Inc. (the “Company”) and the Guarantors then party hereto and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2022 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Florida
THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into effective as of January 1, 2021, by and between PGT Innovations, Inc., a Delaware corporation (the "Employer"), and Brad West, an individual and resident of the State of Florida (the "Employee").
RECITALS:Employment Agreement • June 8th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Ohio
SECOND LIEN CREDIT AGREEMENT] SECOND LIEN CREDIT AGREEMENT DATED AS OF FEBRUARY 14, 2006Second Lien Credit Agreement • April 21st, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
EMPLOYMENT AGREEMENTEmployment Agreement • November 2nd, 2023 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into effective as of August ____, 2023 (the “Effective Date”), by and between PGT Innovations, Inc., a Delaware corporation (the “Company,” or the “Employer”), and Craig Henderson, an individual and resident of the State of Florida (the “Employee”).
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 19th, 2022 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • New York
This CREDIT AGREEMENT is entered into as of February 16, 2016, as amended by that certain First Amendment to Credit Agreement, dated February 17, 2017, as further amended by that certain Second Amendment to Credit Agreement, dated March 16, 2018, as further amended by that certain Third Amendment to Credit Agreement, dated October 31, 2019 and as further amended by that certain Fourth Amendment to Credit Agreement, dated October 25, 2021 and as further amended by that certain Fifth Amendment to Credit Agreement, dated October 13, 2022, among the following: (i) PGT Innovations, Inc. (formerly known as PGT, Inc.), a Delaware corporation (the “Parent Borrower” and collectively with any Additional Borrowers from time to time party hereto, the “Borrowers”); (ii) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); and (iii) Truist Bank (f/k/a SunTrust Bank) (“Truist Bank”), as the administrative agent (in such capacity, the “Administrative Agent”), a
BETWEEN KEYMARK CORPORATION AND PGT INDUSTRIES INC.Supplier Agreement • June 27th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim
CHANGES TO SUPPLY ARRANGEMENT Both PGT Industries and Keymark agree to give a minimum six (6) months notice if either wishes to change this agreement. QUALITY Keymark will honor returns and credits for any defective material on a timely basis. PGT Industries will supply DMR's for any extrusion in quantity * that is being rejected, listing part number, die number, quantity, lot number and details of the rejection. General accumulation will be reported by part number via a spreadsheet sent to Keymark each week. All material must meet PGT design specifications and tolerances. Keymark must supply copies of corrective action reports to PGT * Denotes confidential portions of this agreement that have been omitted and filed separately with the Securities and Exchange Commission Industries. Keymark must meet or exceed minimum PGT quality procedures. Keymark will honor returns and credits for any defective material on a timely basis. A listing of PGT expectations for quality procedures is attach
WITNESSETHSecurity Holders' Agreement • August 11th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
SUPPLY AGREEMENTSupply Agreement • January 25th, 2016 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Florida
This Supply Agreement (this “Agreement”), dated as of January 25, 2016, by and between PGT Industries, Inc., a Florida corporation (“PGT” or “Customer”), and SAPA Extrusions, Inc. a Delaware corporation (“SAPA” or “Supplier”)
CREDIT AGREEMENT Dated as of June 23, 2011 among PGT INDUSTRIES, INC., AS BORROWER PGT, INC., AS ONE OF THE GUARANTORS, THE LENDERS and GENERAL ELECTRIC CAPITAL CORPORATION, AS ADMINISTRATIVE AGENT AND COLLATERAL AGENT GE CAPITAL MARKETS, INC. AND...Credit Agreement • June 23rd, 2011 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
ContractSupply Agreement • January 21st, 2016 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Florida
RIGHTS AGREEMENT dated as of March 30, 2023 betweenRights Agreement • March 30th, 2023 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
RIGHTS AGREEMENT dated as of March 30, 2023 (this “Rights Agreement”), between PGT Innovations, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agent”).
7,000,000 Shares PGT INNOVATIONS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 18th, 2018 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • New York
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • February 26th, 2020 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Florida
This Independent Contractor Agreement (this “Agreement”) is entered into effective as of January 1, 2020 (the “Effective Date”) by and between PGT Innovations, Inc., a Delaware corporation (“Company”) and Rod Hershberger, the Company’s former Chief Executive Officer, who retired effective January 1, 2018 (“Contractor”, and together with the Company, the “Parties”).
CREDIT AGREEMENT, DATED SEPTEMBER 22, 2014 among PGT, Inc., as Parent Borrower, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, Swing Line Lender and an LC Issuer and THE LENDERS PARTY HERETO, as Lenders KEYBANC CAPITAL MARKETS INC., as...Credit Agreement • September 23rd, 2014 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
This CREDIT AGREEMENT is entered into as of September 22, 2014 among the following: (i) PGT, Inc., a Delaware corporation (the “Parent Borrower” and collectively with any Additional Borrowers from time to time party hereto, the “Borrowers”); (ii) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); and (iii) Deutsche Bank AG New York Branch (“DBNY”), as the administrative agent (in such capacity, the “Administrative Agent”), as the Collateral Agent (as hereinafter defined), as the Swing Line Lender (as hereinafter defined), and as an as LC Issuer (as hereinafter defined).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 18th, 2023 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
AGREEMENT AND PLAN OF MERGER (as amended in accordance with the terms and conditions hereof, this “Agreement”) dated as of December 17, 2023, among PGT Innovations, Inc., a Delaware corporation (the “Company”), Masonite International Corporation, a British Columbia corporation (“Parent”), and Peach Acquisitions, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”).
BETWEEN INDALEX ALUMINUM SOLUTIONS AND PGT INDUSTRIES INC.2006 Supplier Agreement • June 27th, 2006 • PGT, Inc. • Metal doors, sash, frames, moldings & trim
SUBSCRIPTION AGENT AGREEMENT Date: August 4, 2008 The Bank of New York Mellon Jersey City, New Jersey 07310 Attn: Reorganization Department Gentlemen:Subscription Agent Agreement • August 5th, 2008 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
PGT, Inc, a Delaware corporation (the “Company”), is distributing to each holder of record (“Eligible Holder”) as of the close of business on August 4, 2008 (the “Record Date”), of its outstanding shares of common stock, par value $0.01 per share (the “Common Stock”), one non-transferable subscription right (each, a “Right”) for every four shares of Common Stock owned (the “Rights Offering”). Each whole Right entitles an Eligible Holder to purchase one share of the Company’s Common Stock (each, a “Share”) at a subscription price of $4.20 per share (the “Subscription Price”), payable by cashier’s or certified check or by wire transfer of immediately available funds, upon the terms and conditions set forth herein and in the Prospectus (as defined below). The term “Subscribed” shall mean submitted for purchase from the Company by a stockholder in accordance with the terms of the Rights Offering, and the term “Subscription” shall mean any such submission. The Rights Offering will expire at
Form of PGT, INC.Replacement Non-Qualified Stock Option Agreement • March 18th, 2010 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
This REPLACEMENT NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), dated as of [date], is made by and between PGT, Inc., a Delaware corporation (the “Company”), and [Name] (the “Optionee”).
PRODUCT SUPPLY AND SALES AGREEMENTProduct Supply and Sales Agreement • February 14th, 2020 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
This Product Supply and Sales Agreement (the “Contract”) is made and entered into on this 7th day of February 2020, by and between PGT Innovation, Inc., (“Buyer” or “PGTI”) and Kuraray America, Inc. (“Seller” or “Kuraray”), as the supplier.
AMENDMENT NO. 3 AND WAIVER TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 11th, 2010 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • New York
This AMENDMENT NO. 3 AND WAIVER, dated as of December 22, 2009 (this “Amendment”), to SECOND AMENDED AND RESTATED CREDIT AGREEMENT is entered into among PGT Industries, Inc., a Florida corporation (the “Borrower”), UBS AG, Stamford Branch, as administrative agent (in such capacity, the “Administrative Agent”) and the Lenders party hereto, and amends the Second Amended and Restated Credit Agreement dated as of February 14, 2006 (as amended and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) entered into among the Borrower, the Guarantors party thereto, the institutions from time to time party thereto as lenders, UBS AG, Stamford Branch, as administrative agent, issuing bank and collateral agent, General Electric Capital Corporation and UBS Securities LLC, as co-documentation agents and the other agents party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Cred
STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 17th, 2016 • PGT, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
This STOCK PURCHASE AGREEMENT, dated November 25, 2015, by and among PGT Industries, Inc., a Florida corporation (“Buyer”), WinDoor Incorporated, a Florida corporation (“WinDoor”), LTE, LLC, a Florida limited liability company (“LTE”, and together with WinDoor, the “Companies”), the Sellers identified on the signature pages hereto (each, a “Seller” and collectively, the “Sellers”), and R. Frank Lukens, Jr. Revocable Trust dated December 20, 2005, acting solely in its capacity as the representative of the shareholders and unitholders of the Companies and only for the express purposes provided herein and for no other purpose (the “Representative”).
PGT INNOVATIONS, INC. RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • February 27th, 2023 • PGT Innovations, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
THIS RESTRICTED SHARE AWARD AGREEMENT (the “Agreement”), dated as of [_______________] 2023 (the “Grant Date”), is made by and between PGT Innovations, Inc., a Delaware corporation (the “Company”), and [___________] (the “Grantee”).
