Exhibit 4.1
FOURTH SUPPLEMENTAL INDENTURE
FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 26, 2021, among PGT INNOVATIONS, INC., a Delaware corporation (the “Issuer”), the guarantors party hereto (the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
W I T N E S S E T H
WHEREAS, PGT Escrow Issuer, Inc., a wholly owned subsidiary of the Issuer (the “Escrow Issuer”), and the Trustee previously executed and delivered an indenture, dated as of August 10, 2018 relating to the issuance of 6.75% Senior Notes due 2026 (the “Original Indenture”);
WHEREAS, pursuant to and on the date of the Original Indenture, the Escrow Issuer initially issued $315,000,000 aggregate principal amount of its 6.75% Senior Notes due 2026 (the “Initial Notes”);
WHEREAS, the Issuer, the guarantors party thereto and the Trustee previously executed and delivered a First Supplemental Indenture dated as of August 13, 2018 (the “First Supplemental Indenture”) reflecting the merger of Escrow Issuer with and into the Issuer, with Issuer becoming the successor issuer of the Initial Notes, and the guarantee of the Initial Notes by the guarantors party thereto;
WHEREAS, the Issuer, the guarantors party thereto and the Trustee previously executed and delivered a Second Supplemental Indenture, dated as of January 24, 2020 (the “Second Supplemental Indenture”) reflecting the issuance of an additional $50,000,000 aggregate principal amount of the Issuer’s 6.75% Senior Notes due 2026 (together with the Initial Notes, the “Existing Notes”) and the guarantee of such additional notes by the guarantors party to the Second Supplemental Indenture;
WHEREAS, the Issuer, certain additional guarantors (as set forth in the Third Supplemental Indenture) and the Trustee previously executed and delivered a Third Supplemental Indenture, dated as of February 1, 2020 (the “Third Supplemental Indenture” and, together with the Original Indenture, the First Supplemental Indenture and the Second Supplemental Indenture, the “Indenture”) reflecting the unconditional guarantee of such additional guarantors to the Issuer’s obligations under the Existing Notes;
WHEREAS, Section 2.01(e) of the Indenture provides that Additional Notes may be issued from time to time by the Issuer (subject to the Issuer’s compliance with Section 4.10 of the Indenture) without notice to or consent of the Holders and shall be consolidated with and form a single class with the Initial Notes and, except as set forth therein, shall have the same terms as to status, redemption or otherwise as the Initial Notes;
WHEREAS, the Issuer and the Guarantors desire to execute and deliver this Supplemental Indenture for the purpose of the issuance by the Issuer, and the guarantee by the Guarantors, of an additional $60,000,000 aggregate principal amount of 6.75% Senior Notes due 2026, having terms substantially identical in all material respects to the Initial Notes (the “Additional 2026 Notes” and, together with the Existing Notes, the “Notes”) to be authenticated and delivered as provided in this Indenture;