NCI Building Systems announces commencement of measurement period for knock-out of dividend on its convertible preferred shares

HOUSTON , April 23, 2012 (press release) – NCI Building Systems, Inc. (NYSE: NCS) today announced that the measurement period for the dividend "knock-out" provision of its Convertible Preferred shares commenced at the closing of the U.S. equity markets on April 20, 2012. Under the terms of the Convertible Preferred shares, if the Volume-Weighted Average Price (VWAP) of NCI's common shares is $12.75 or above for 20 consecutive trading days at any time after April 20, 2012, the Company will no longer have the requirement to pay dividends, either in cash or in-kind on its Convertible Preferred shares, which are held by private equity firm Clayton, Dubilier & Rice (CD&R) and its affiliates.

Additional information on the dividend knock-out period can be found in NCI's Quarterly Report on Form 10-Q for the first quarter ended January 29, 2012 that was filed with the Securities and Exchange Commission on March 7, 2012.

NCI Building Systems, Inc. is one of North America's largest integrated manufacturers of metal products for the nonresidential building industry. NCI is comprised of a family of companies operating manufacturing facilities across the United States and Mexico, with additional sales and distribution offices throughout the United States and Canada.

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