HERNDON, Va.--(BUSINESS WIRE)--
Beacon Roofing Supply, Inc. (Nasdaq: BECN) ("Beacon") announced today
that it has received early termination of the waiting period required
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
amended, in connection with its acquisition of Roofing Supply Group
("RSG"). As announced on July 27, 2015, Beacon has entered into a
definitive merger agreement to acquire RSG, a leading roofing products
distributor owned by investment firm Clayton, Dubilier & Rice ("CD&R"),
in a cash and stock transaction valued at approximately $1.1 billion.
The combined company is expected to generate over $3.7 billion in
revenues across 356 locations, will significantly expand Beacon's
geographic footprint in the southern and western United States, and will
be immediately accretive to adjusted earnings per share. The transaction
is expected to close on October 1, 2015.
Paul Isabella, Beacon's CEO and President, stated upon receipt of the
Government's early termination notice: "We are very pleased to receive
prompt early termination of the HSR waiting period for our RSG
acquisition. Everything remains on schedule for our anticipated October
1 closing, and we are excited for the combination of these two great
companies, which will allow Beacon to provide even better service and
broader product offerings to our customers, greater opportunities for
our employees, and increased value for our shareholders."
About Beacon Roofing Supply Inc.: Beacon Roofing Supply, Inc. is the
largest publicly traded distributor of residential and non-residential
roofing materials and complementary building products, with 274 branches
in 42 states in the United States and six provinces in Canada and over
$2.3 billion in revenue in its 2014 Fiscal Year.
Forward-Looking Statements: This release contains information about
management's view of Beacon'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 "Risk Factors"
section of Beacon's latest Form 10-K. In addition, numerous factors
could cause actual results with respect to the proposed transaction to
differ materially from those in the forward-looking statements,
including without limitation, the possibility that the expected
synergies, cost savings and tax efficiencies from the proposed
transaction will not be realized, or will not be realized within the
expected time period; the risk that the Beacon and RSG businesses will
not be integrated successfully; the ability to obtain governmental
approvals of the proposed transaction on the proposed terms and schedule
contemplated by the parties; disruption from the proposed transaction
making it more difficult to maintain business and operational
relationships; the risk of customer attrition; the possibility that the
proposed transaction does not close, including, but not limited to, due
to the failure to satisfy the closing conditions; and the ability to
obtain the debt financing contemplated to fund the cash portion of the
transaction consideration and the terms of such financing. The
forward-looking statements included in this press release represent
Beacon's views as of the date of this press release and these views
could change. However, while Beacon may elect to update these
forward-looking statements at some point, Beacon 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 Beacon's views as of any date subsequent to the date of
this press release.
This release does not constitute an offer of any securities for sale.
BECN-F
View source version on businesswire.com: http://www.businesswire.com/news/home/20150813005813/en/
Beacon Roofing Supply, Inc.
Joseph Nowicki, 571-323-3940
Executive
Vice President & Chief Financial Officer
JNowicki@becn.com
Source: Beacon Roofing Supply, Inc.
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