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Julie Cohen
Director of Marketing and Communications
212.701.3614
jcohen@cahill.com

Headwaters Incorporated Completes $328 Million Rule 144A/Reg S Offering and Debt Tender

Date: 10/27/09

Cahill represented Deutsche Bank Securities Inc., Morgan Stanley & Co. Incorporated and Banc of America Securities LLC and other investment banks as initial purchasers in the Rule 144A/Reg S Offering of $328,250,000 11.375% Senior Secured Notes due 2014 by Headwaters Incorporated. A portion of the proceeds of the notes offering were used to complete a tender offer by Headwaters for certain of its outstanding debt securities. Cahill also represented Deutsche Bank Securities Inc. as dealer manager in connection with the tender offer.

Julie Cohen
Director of Marketing and Communications
212.701.3614
jcohen@cahill.com