PGT, INC. SUBSCRIPTION RIGHTSCERTIFICATE

 

Exhibit 4.1

 

 

 

 

 

 

PGT, Inc. (the “Company”) is conducting a rights offering (the “Rights Offering”) which entitles the holders of shares of the Company’s common stock, par value $0.01 (the “Stock”), as of the close of business on          , 2010 (the “Record Date”), to receive one Rights (a “Right”) for every            shares of Stock held of record on the Record Date. Holders of Rights are entitled to subscribe for and purchase one share of Stock for each Right (the “Basic Subscription Right”) at a subscription price of $        per share.

 

Regulatory Limitation. All rights issued to a stockholder of record who would, in the Company’s opinion, be required to obtain prior clearance or approval from any state, federal, or non-U.S. regulatory authority for the ownership or exercise of rights or the ownership of additional shares are null and void and may not be held or exercised by any such holder.

 

For a more complete description of the terms and conditions of the Rights Offering, please refer to the Prospectus dated          , 2010 (the “Prospectus”), which is incorporated herein by reference. Copies of the Prospectus are available upon request from __________ toll free at ________

 

I hereby irrevocably subscribe for the number of shares of stock indicated on the form upon the terms and conditions specified in the Prospectus relating thereto. Receipt of the Prospectus is hereby acknowledged.

Œ		Signature: This form must be signed by the registered holder(s) exactly as their name(s) appears on the certificate(s) or by person(s) authorized to sign on behalf of the registered holder(s) by documents transmitted herewith.
______________________________________			____________	______________________
Signature of Stockholder			Date	Daytime Telephone No.
______________________________________			____________	______________________
Signature of Stockholder			Date	Daytime Telephone No.

 

SEE INSTRUCTIONS ON THE REVERSE SIDE
o BASIC SHARES TO SUBSCRIBE		oooooo
		WHOLE SHARES
Žo OVER-SUBSCRIPTION FOR SHARES		oooooo
		WHOLE SHARES
ENCLOSED IS MY CERTIFIED OR CASHIER'S CHECK FOR  $_____________________________________________                                                                                         OR:    I HAVE WIRED TO THE ACCOUNT SPECIFIED IN THE PROSPECTUS $____________________________


SUBSCRIPTION RIGHTS CERTIFICATE NUMBER							CUSIP NUMBER
NUMBER OF RIGHTS							RECORD DATE SHARES
PGT, INC. SUBSCRIPTION RIGHTS CERTIFICATE
A.		Number of shares of Stock subscribed for through the basic subscription privilege (not to exceed one share of Stock for each Right held): _____________________________________ shares of Stock.
B.		Number of shares of Stock subscribed for through the over-subscription privilege (limited to the number of shares of Stock subscribed for under the basic subscription, which must be fully exercised): _____________________________________ shares of Stock.
C.		Total Subscription Price (sum lines A and B multiplied by $___): $ ______________________________
D.		Method of Payment: (1)  Certified or cashier’s check payable to __________. (2)  Wire transfer of immediately available funds to the account maintained by ____________ for purposes of accepting subscriptions in the Rights Offering at ___________.
__________ Banks and brokers please call: __________ All others call toll free: __________ Our hours of operation are __________ SUBSCRIPTION TO PURCHASE COMMON STOCK OF PGT, INC. RETURN TO: __________ WHERE TO FORWARD YOUR TRANSMITTAL MATERIALS

By Mail: __________ __________ __________ __________

By Overnight Courier or By Hand: __________ __________ __________ __________

 

THIS RIGHTS OFFERING EXPIRES AT 5:00 P.M., EASTERN TIME, ON __________, 2010 UNLESS EXTENDED,

 

 

 

 

 

Œ		Sign and date Box 1 and include your day time phone number.
		Place an X in the box and fill in the number of whole shares you wish to subscribe for under your basic subscription privilege.
Ž		Place an X in the box and fill in the number of whole shares you wish to subscribe for under your over-subscription privilege (limited to the number of whole shares subscribed for under your basic subscription privilege, which must be fully exercised).
		Insert the total amount of subscription fees for both your basic subscription and any over-subscription. Fees must be paid by certified or cashier’s check or wire transfer in immediately available funds. Personal checks will not be accepted.
		Rights card and calculation section for determining your basic/over-subscription privileges.

 

THIS RIGHTS OFFERING HAS BEEN QUALIFIED OR IS BELIEVED TO BE EXEMPT FROM QUALIFICATION ONLY UNDER THE FEDERAL LAWS OF THE UNITED STATES AND THE LAWS OF THE STATES IN THE UNITED STATES. RESIDENTS OR OTHER JURISDICTIONS MAY NOT PURCHASE THE SECURITIES OFFERED HEREBY UNLESS THEY CERTIFY THAT THEIR PURCHASES OF SUCH SECURITIES ARE EFFECTED IN ACCORDANCE WITH THE APPLICABLE LAWS OF SUCH JURISDICTIONS.

 

 

THIS RIGHTS OFFERING EXPIRES AT 5:00 P.M., EASTERN TIME, ON __________, 2010 UNLESS EXTENDED, AND THIS SUBSCRIPTION CERTIFICATE IS VOID THEREAFTER.