Beacon Announces $500 Million Senior Secured Notes Offering
July 17 2023 - 6:45AM
Business Wire
Beacon Roofing Supply, Inc. (Nasdaq: BECN) (“Beacon”) announced
today the commencement of a private offering of $500.0 million
aggregate principal amount of senior secured notes due 2030 (the
“Notes”). The Notes will be fully and unconditionally guaranteed by
Beacon Sales Acquisition, Inc. The offering is subject to market
and other conditions, and there is no assurance that the offering
will be completed or, if completed, as to the terms on which it
will be completed.
Beacon intends to use the net proceeds from the offering,
together with cash on hand and available borrowings under its
senior secured asset-based revolving (ABL) credit facility, to (i)
consummate the previously announced repurchase of all 400,000
outstanding shares of Series A Cumulative Convertible Participating
Preferred Stock (the “Series A Preferred Stock”) held by an entity
affiliated with the Clayton Dubilier & Rice, LLC investment
firm for an aggregate cash amount equal to $804.5 million, (ii) pay
all accrued and unpaid dividends on such shares of Series A
Preferred Stock as of the repurchase date and (iii) pay all related
transaction fees and expenses.
The Notes will be offered only to persons reasonably believed to
be qualified institutional buyers under Rule 144A of the Securities
Act of 1933, as amended (the “Securities Act”), and to certain
non-U.S. persons in transactions outside the United States under
Regulation S under the Securities Act. The issuance and sale of the
Notes and related subsidiary guarantee have not been, and will not
be, registered under the Securities Act or the securities laws of
any state or other jurisdiction, and the Notes and related
subsidiary guarantee may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements of the Securities Act and other
applicable securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes. The Notes offering is
being made only by means of a private offering memorandum and is
not being made to any person in any jurisdiction in which such
offer, sale or solicitation is unlawful.
Forward-Looking Statements
This press 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. These forward-looking statements relate to, among
other things, expectations regarding the proposed Notes offering
and the use of proceeds therefrom, including the repurchase of the
Series A Preferred Stock. 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
and subsequent filings with the U.S. Securities and Exchange
Commission. In addition, 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.
About Beacon
Founded in 1928, Beacon is a Fortune 500, publicly traded
distributor of building products, including roofing materials and
complementary products, such as siding and waterproofing. Beacon
operates over 500 branches throughout all 50 states in the U.S. and
6 provinces in Canada. Beacon serves an extensive base of nearly
100,000 customers, utilizing its vast branch network and diverse
service offerings to provide high-quality products and support
throughout the entire business lifecycle. Beacon offers its own
private label brand, TRI-BUILT®, and has a proprietary digital
account management suite, Beacon PRO+, which allows customers to
manage their businesses online. Beacon’s stock is traded on the
Nasdaq Global Select Market under the ticker symbol BECN.
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INVESTOR CONTACT Binit Sanghvi VP,
Capital Markets and Treasurer Binit.Sanghvi@becn.com
972-369-8005
MEDIA CONTACT Jennifer Lewis VP,
Communications and Corporate Social Responsibility
Jennifer.Lewis@becn.com 571-752-1048
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