Beacon Roofing Supply to buy back about $805 million in stock from Clayton, Dubilier & Rice

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Beacon Roofing Supply Inc. (BECN) shares rose 0.8% in premarket trading on Friday after the company announced it would buy 400,000 Series A preferred shares from private equity firm Clayton, Dubilier & Rice (CD&R). $804.5 million plus accrued shares to repurchase unpaid dividends. The deal will reduce the company’s diluted share count by 9.69 million shares on an equivalent basis and eliminate $24 million per year in preferred dividends, while simplifying the company’s capital structure, the company said. CD&R will continue to own 15.2 million common shares. According to estimates compiled by FactSet, Beacon Roofing expects second-quarter earnings to be in the range of $1.88 to $1.97 per share, compared to analysts’ guidance of $2.21 per share. Net sales for the second quarter are forecast at $2.5 billion, up from analysts’ estimate of $2.44 billion.

-Steve Gelsi

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7/23/07 0749ET

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