PEABODY, Mass.--(BUSINESS WIRE)--Aug. 10, 2005--Beacon Roofing
Supply, Inc. (Nasdaq: BECN) ("Beacon" or "the Company") announced
today that it has entered into a definitive agreement to acquire
Shelter Distribution, Inc. ("SDI"), a leading distributor of roofing
and other building products headquartered in McKinney, Texas. SDI
currently operates 50 branches in 14 states throughout the Midwest,
Central Plains and Southwest regions and had net sales of
approximately $248 million for the year ended December 31, 2004. SDI
has approximately 750 employees.
Beacon is making the purchase through a wholly-owned subsidiary.
The purchase price is approximately $152.5 million in cash, payable at
closing and subject to an adjustment for working capital and other
items. Based upon SDI's future performance, their stockholders may
also qualify for an earn-out payment. The transaction is structured as
a purchase of the stock of SDI Holding, Inc., which owns all of the
issued and outstanding stock of SDI, the operating company, and the
agreement contains customary representations, warranties, covenants
and conditions, as well as indemnification provisions subject to
specified limitations. Completion of the transaction is subject to
regulatory and other customary approvals and is expected to occur by
the end of September 2005.
SDI has focused on the residential marketplace and operates
similarly to Beacon's other regional companies in the Northeast,
Mid-Atlantic, Southeast and Southwest regions of the United States and
in Eastern Canada. SDI represents a strong footprint for future
growth, with minimal branch overlap (12 states new to Beacon). The
combined companies will only have two overlapping branches in their
operating markets (Greensboro, N.C. and Dallas, Texas). Please click
on the following link to see a map of the states in which SDI and
Beacon currently operate:
http://www.beaconroofingsupply.com/Graphics/SDIBeaconmap.jpg
Beacon has received a commitment from its current lending agent to
refinance the Company's current credit facility to provide for
sufficient credit to fund the purchase price and acquisition costs.
Consistent with Beacon's other successful acquisitions, the SDI
facilities will continue operating under their local identity to
continue the close relationships they have developed with their
customers. SDI has been owned since July 2002 by Brazos Private Equity
Partners, LLC, a leading Dallas-based private investment firm.
Ron Ross, CEO of SDI, stated, "We are very excited about becoming
part of the fast- growing Beacon family, which has become well-known
nationally in our industry for offering quality services and products.
SDI's management team will work diligently to make this a successful
combination."
Robert Buck, CEO of Beacon, emphasized the overall strategic
importance of SDI to Beacon's continued nationwide growth and stated,
"We are excited that SDI is joining our growing company. Their past
success, like ours, has been the result of having talented employees.
SDI represents a tremendous opportunity for Beacon to quickly expand
into attractive areas of the country that we have been targeting for
expansion. Although this is our largest acquisition to date, we are
confident that our experienced management team, in concert with SDI's
team, will make this combination a successful one for both companies.
In addition, SDI's non-residential revenue is less than 15 percent of
their current revenue, representing a terrific opportunity for us to
build and expand this important business."
About Beacon Roofing Supply, Inc.:
Beacon Roofing Supply, Inc. is a leading distributor of roofing
materials and complementary building products, currently with 82
branches in 16 states in the Northeast, Mid-Atlantic, Southeast and
Southwest regions of the United States and in Eastern Canada.
Forward-Looking Statements:
This release contains information about management's view of the
Company's future expectations, plans and prospects that constitute
forward-looking statements for purposes of the safe harbor provisions
under The Private Securities Litigation Reform Act of 1995. Actual
results may differ materially from those indicated by such
forward-looking statements as a result of various important factors,
including, but not limited to, those set forth in the "Risks Relating
to Our Business and Industry" section of the Company's latest Form
10-K. In addition, the forward-looking statements included in this
press release represent the Company's views as of the date of this
press release and these views could change. However, while the Company
may elect to update these forward-looking statements at some point,
the Company specifically disclaims any obligation to do so other than
as required by federal securities laws. These forward-looking
statements should not be relied upon as representing the Company's
views as of any date subsequent to the date of this press release.
CONTACT:
Beacon Roofing Supply, Inc.
Dave Grace, 978-535-7668
CFO
SOURCE: Beacon Roofing Supply, Inc.