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Stadium Capital Management Announces Opposition to Unfair and Unnecessary Recapitalization Proposal Made By Controlling Stockholders Warburg Pincus and JLL Partners Fund to Builders FirstSource, Inc.

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Sends Letter to Special Committee of Board Urging Rejection of Warburg's and JLL's Self-Dealing Recapitalization Proposal

BEND, Ore., Sept. 24 /PRNewswire/ -- Stadium Capital Management, LLC announced today that it sent a letter to the Special Committee of the Board of Directors of Builders FirstSource, Inc. ("Builders" or the "Company") (NasdaqGS: BLDR) urging rejection of the self-dealing proposal of Warburg Pincus Private Equity IX, L.P. and JLL Partners Fund V, L.P. to, among other things, recapitalize the debt of Builders owned by JLL, Warburg and others, as unfair and unnecessary at the present time. In its letter to the Special Committee, Stadium highlights the serious financial, legal and ethical issues, including that:

-- The recapitalization proposal is blatantly unfair to the minority stockholders and represents extraordinary self-dealing by Warburg and JLL. -- Builders FirstSource has adequate liquidity at the present time, making the Recapitalization Proposal unnecessary, and any suggestion to the contrary by Warburg or JLL is misleading and an attempt to pressure the Company and the Special Committee into a recapitalization that is shockingly self-serving to Warburg and JLL. -- While undoubtedly Builders FirstSource (like most other companies) could find potentially productive uses for additional capital, nothing about Builders FirstSource's current circumstances warrants a recapitalization on terms reflecting the desperation of the recapitalization proposal - terms that are extraordinarily beneficial to Warburg and JLL while being commensurately punitive to the minority stockholders. -- Warburg and JLL are abusing their position as control stockholders, have acted contrary to law and are pressuring the Special Committee and the Company to proceed with this transaction.

Stadium is Builders FirstSource's largest unaffiliated stockholder, beneficially owning, together with its affiliates, approximately 14.9% of the Company's outstanding common stock.

The full text of the letter follows: September 24, 2009 Members of the Special Committee of the Board of Directors of Builders FirstSource, Inc. Robert C. Griffin Cleveland A. Christophe Craig A. Steinke Builders FirstSource, Inc. 2001 Bryan Street, Suite 1600 Dallas, Texas 75201 Gentlemen:

We are the largest unaffiliated stockholder of Builders FirstSource, Inc. ("BLDR" or the "Company") and are writing regarding the unnecessary and self-enriching proposal made by Warburg Pincus Private Equity IX, L.P. ("Warburg") and JLL Partners Fund V, L.P. ("JLL") to the Board of Directors of BLDR to, among other things, recapitalize the debt of BLDR owned by JLL, Warburg and others (the "Recapitalization Proposal"). The Recapitalization Proposal was made to the Company in a letter from Paul S. Levy and Kevin Kruse (both BLDR directors). Stadium Capital Management, LLC is the advisor for four clients (collectively, "Stadium") that own a total of 5,367,140 shares of BLDR common stock, or approximately 14.9% of the Company's outstanding common stock.

Despite our efforts to contact the Special Committee of Independent Directors of BLDR (the "Committee"), we have not been able to speak directly with the members of the Committee. This delay has left Stadium with no recourse but to submit this letter to highlight the serious financial, legal and ethical issues within the Recapitalization Proposal. To be absolutely clear, we urge the Committee to reject this self-dealing Recapitalization Proposal as wholly inappropriate and unwarranted at the present time. We believe:

-- The Recapitalization Proposal is blatantly unfair to the minority stockholders and...

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