PRESS RELEASE
news
1350 East Newport Center Drive, Suite 201, Deerfield Beach, FL 33442 954/429-1500
954/429-1506
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FOR IMMEDIATE RELEASE
November 10, 2005
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SYMBOL:DEVC
TRADED:Nasdaq |
DEVCON ACQUIRES COASTAL SECURITY COMPANY
DEERFIELD BEACH, Fla, November 10, 2005 Devcon International Corp. (NASDAQ: DEVC) announces
that Devcon Security Holdings, Inc., a wholly-owned subsidiary, has acquired all of the outstanding
capital stock of Coastal Security Company (Coastal), a leading provider of electronic security
services, in a cash for stock transaction valued at approximately $50.4 million.
Coastal, headquartered in Boca Raton, Florida, provides retail electronic security services to
commercial and residential customers principally in South Florida, and wholesale monitoring service
to dealers throughout the United States. Through the monitoring and servicing of more than 165,000
security systems, the total contractually recurring monthly revenue to be acquired is approximately
$1.26 million. Sheldon Katz, President of Coastal, will be staying on with Devcons Security
Division (the Division) as a Vice President, and will continue to oversee the Companys Boca
Raton-based wholesale monitoring operation as well as be very involved in the Divisions growth
initiatives, particularly in the commercial and residential markets.
Stephen J. Ruzika, Devcon President and CEO, stated, The acquisition of Coastal is a
continuation of our strategy to expand our position in the electronic security services business
through internal growth and complementary acquisitions. We welcome Sheldon to the Devcon family
and his twenty-three years plus experience in our industry brings added strength to our management
team. We believe the combined operations of Coastal and Devcon will greatly enhance our ability to
serve our industrial, commercial and residential customers in our chosen markets. Coastal will
further enhance Devcons commitment to delivering customer-focused security services to businesses,
large and small, as well as to the ever-expanding residential new home construction and commercial
markets in Florida. The combined company will provide excellent cost, marketing and service
synergies.
In order to obtain the necessary funds to complete the transaction, Devcon Security Holdings,
Inc. and its wholly-owned subsidiary, Devcon Security Services, Inc., have entered into a three (3)
year $70 million revolving credit agreement and a 120-day $8 million bridge loan with CapitalSource
Finance LLC. Approximately $23.6 million of the new revolving credit facility will be used to
repay existing borrowed debt and costs associated with the companys current loan facility which
will be cancelled as part of this transaction. Thomas B. Pagnani, Director with CapitalSources
Security Lending Group, commented We are delighted to expand our relationship with Steve Ruzika
and his veteran team. With the acquisition of Coastal, Devcon is uniquely positioned in the
Florida marketplace, making them one of the strongest regional alarm companies in the country.
Additionally, Mr. Ruzika noted that this transaction will enhance Devcons leadership position
in the electronic security services market with combined recurring monthly revenue in excess of
$3.8 million, inclusive of the previous announced merger with Guardian International, Inc.
About Devcon
Devcon has three operating divisions and an operating joint venture. The Security Services
Division provides electronic security services to commercial and residential customers in selected
Florida markets. The Construction Division dredges harbors, builds marine facilities, constructs
golf courses and prepares residential, commercial and industrial sites, primarily in the Bahamas
and the eastern Caribbean. The Materials Division now produces and distributes crushed stone,
ready-mix concrete and concrete block in the eastern Caribbean with principal operations
on St. Maarten in the Netherlands Antilles, on St. Martin in the French West Indies, on Puerto
Rico, and on Antigua
in the independent nation of Antigua and Barbuda. DevMat, an 80-percent-owned
joint venture, was formed in 2003 to build, own and operate fresh water, waste water treatment and
power systems.
About Coastal
Coastal and its wholly owned subsidiaries provides security, fire, structured cable, access
control and CCTV integration and monitoring services for commercial and residential customers in
South Florida and through its Central One monitoring division provides wholesale monitoring service
to dealers throughout the U.S. The Company operates a full service UL monitoring center located
in Boca Raton, Florida from which it monitors and services more than 165,000 homes and businesses.
Coastals ownership included Topspin Partners L.P., Bariston Partners, Sheldon Katz and Mike
McIntosh, amongst others. For more information about Coastal, visit the Company on the Internet at
http://www.coastalsecurity.com.
Forward-Looking Statement
This press release may contain statements which are not historical facts and are considered
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements contain projections of Devcons future results of
operations, financial position or state other forward-looking information. In some cases you can
identify these statements by forward-looking words such as anticipate, believe, could,
estimate, expect, intend, may, should, will, and would or similar words. You should
not rely on forward-looking statements because Devcons actual results may differ materially from
those indicated by these forward-looking statements as a result of a number of important factors.
These factors include, but are not limited to: general economic and business conditions; our
business strategy for expanding our presence in our industry; anticipated trends in our financial
condition and results of operation; the impact of competition and technology change; existing and
future regulations effecting our business, and other risks and uncertainties discussed under the
heading Risks Related to our Business in Devcons Form 10-K report for the period ending December
31, 2004 as filed with the Securities and Exchange Commission, and other reports Devcon files from
time to time with the Securities and Exchange Commission. Devcon does not intend to and undertakes
no duty to update the information contained in this press release.
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FOR MORE INFORMATION:
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Stephen J. Ruzika, CEO |
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Devcon International Corp. |
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954/429-1500 |
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-or- |
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Investor Relations Consultants |
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727/781-5577 or E-mail: devc@mindspring.com |