FirstService Acquires Roofing Corp of America
18 December 2023 - 11:30PM
FirstService Corporation (TSX and NASDAQ: FSV) (“FirstService”)
announced today that it has acquired Roofing Corp of America
(“Roofing Corp” or “RCA”), one of the largest commercial roofing
enterprises in North America. The addition is highly complementary
to FirstService’s existing portfolio of market-leading essential
property services brands, adding to its capabilities in property
repair, maintenance and restoration.
Headquartered in Atlanta, Georgia, Roofing Corp
delivers a wide range of end-to-end roofing services, including
re-roofing, repair and maintenance, and new roof installations, to
building owners, property and facility managers, homeowners’
associations, and general contractors. RCA operates from 16
regional branch locations across 11 U.S. states, spanning the Sun
Belt, Mid-Atlantic, Midwest and West regions and employs more than
900 highly trained professionals. Roofing Corp generates annual
revenues of approximately US$400 million with operating margins
that are modestly higher than the consolidated margin profile
across FirstService.
Under the terms of the transaction, FirstService
will acquire a significant controlling interest for a purchase
price of US$413 million, with RCA’s senior leadership team,
including Randy Korach, Chief Executive Officer, retaining the
balance of the equity and continuing to operate the business going
forward. The purchase price will be funded through a combination of
cash on hand and funds drawn under FirstService’s existing
revolving bank credit facility, which now has total borrowing
capacity of US$1.25 billion after the recent exercise and bank
syndicate approval of the US$250 million accordion feature.
“We are delighted to be partnering with
FirstService, which brings a like-minded culture and strategic
vision,” said Randy Korach, CEO of RCA. “FirstService’s partnership
philosophy combined with its strong balance sheet will enable us to
continue to drive our growth and vision of becoming the national
market-leading player in the commercial roofing industry. Finding
the perfect home for our highly dedicated team members was central
to our decision in choosing a partner. We are convinced we found
the right home in FirstService.”
“Roofing Corp offers a unique opportunity to add
a leading commercial roofing services enterprise with significant
scale, strong leadership and a broad geographic footprint,” said
Scott Patterson, CEO of FirstService. “Roofing shares many of the
same attractive characteristics as our other businesses in terms of
being an essential property service operating in a large, highly
fragmented industry with significant growth potential. We see
strong alignment with the team across RCA and are excited about
working together to build the premier roofing contractor in North
America. On behalf of our entire organization, I would like to
welcome Randy and the rest of the RCA team to the FirstService
family,” he concluded.
ABOUT FIRSTSERVICE
CORPORATION
FirstService Corporation is a North
American leader in the essential outsourced property services
sector, serving its customers through two industry-leading service
platforms: FirstService Residential, North America’s largest
manager of residential communities; and FirstService Brands,
one of North America’s largest providers of essential property
services delivered through individually branded franchise systems
and company-owned operations.
FirstService generates approximately US$4.3
billion in annual revenues and has more than 27,000 employees
across North America. With significant insider ownership and an
experienced management team, FirstService has a long-term track
record of creating value and superior returns for
shareholders. The Common Shares of FirstService trade on the
NASDAQ and the Toronto Stock Exchange under the symbol “FSV”, and
are included in the S&P/TSX 60 index.
For the latest news from FirstService
Corporation, visit www.firstservice.com.
FORWARD-LOOKING STATEMENTS
This press release contains statements that
constitute “forward-looking statements” within the meaning of
applicable securities legislation, including, but not limited to,
the expected closing of the proposed transaction, the impact of the
proposed transaction on FirstService’s business and future
financial and operating results and the scope of the expected
financing for the proposed transaction. Much of this information
can be identified by words such as “expect to,” “expected,” “will,”
“estimated” or similar expressions suggesting future outcomes or
events. FirstService believes the expectations reflected in such
forward-looking statements are reasonable but no assurance can be
given that these expectations will prove to be correct and such
forward-looking statements should not be unduly relied upon.
Forward-looking statements are based on current
information and expectations that involve a number of risks and
uncertainties, which could cause actual results or events to differ
materially from those anticipated. These risks include, but are not
limited to, risks that: FirstService is unable to promptly and
effectively integrate RCA’s businesses; management’s time and
attention is diverted on transaction-related issues; FirstService
or RCA is unable to retain key personnel; and other risks related
to FirstService’s business, including those identified in
FirstService’s annual information form for the year ended December
31, 2022 under the heading “Risk factors” (a copy of which may be
obtained at www.sedarplus.ca) and Annual Report on Form 40-F filed
with the United States Securities and Exchange Commission (a copy
of which may be obtained at www.sec.gov), and subsequent filings.
Forward-looking statements contained in this press release are made
as of the date hereof and are subject to change. All
forward-looking statements in this press release are qualified by
these cautionary statements. Unless otherwise required by
applicable securities laws, we do not intend, nor do we undertake
any obligation, to update or revise any forward-looking statements
contained in this press release to reflect subsequent information,
events, results or circumstances or otherwise.
COMPANY CONTACTS:
D. Scott
PattersonCEOFirstService
Corporation(416) 960-9566
Jeremy
RakusinCFOFirstService
Corporation(416) 960-9566
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