1124941--12/14/2006--BEACON_ROOFING_SUPPLY

related topics

{acquisition, growth, future}

{customer, product, revenue}

{operation, natural, condition}

{condition, economic, financial}

{system, service, information}

{personnel, key, retain}

{tax, income, asset}

You should carefully consider the risks and uncertainties described below and other information included in this Form 10-K in evaluating us and our business. If any of the events described below occur, our business and financial results could be adversely affected in a material way. This could cause the trading price of our common stock to decline, perhaps significantly. We may not be able to effectively integrate newly acquired businesses into our operations or achieve expected profitability from our acquisitions. We may not be able to successfully identify acquisition candidates, which would slow our growth rate. An inability to obtain the products that we distribute could result in lost revenues and reduced margins and damage relationships with customers. Loss of key personnel or our inability to attract and retain new qualified personnel could hurt our ability to operate and grow successfully. A change in vendor rebates could adversely affect our income and gross margins. Cyclicality in our business could result in lower revenues and reduced profitability. Seasonality in the construction and re-roofing industry generally results in second quarter losses. If we encounter difficulties with our management information systems, we could experience problems with inventory, collections, customer service, cost control and business plan execution. An impairment of goodwill and/or other intangible assets could reduce net income. We might need to raise additional capital, which may not be available, thus limiting our growth prospects.

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1124941--12/14/2006--BEACON_ROOFING_SUPPLY_INC