TopBuild Corp. (NYSE:BLD), a leading installer and specialty distributor of insulation and related building material products to the construction industry in the United States and Canada, announced that it has entered into an agreement to acquire Progressive Roofing, a portfolio company of Bow River Capital, for $810 million in cash.

This represents approximately 9.1x Progressive’s earnings before interest, taxes, depreciation and amortization (EBITDA) for the trailing 12 months ended March 31, 2025, and a multiple of 8.6x EBITDA post-synergies, considering $5M in synergies. The transaction is expected to be immediately accretive to adjusted earnings per share.

Founded in 1978, Progressive Roofing is a leader in commercial roofing installation services in the United States, with a comprehensive offering that includes re-roofing, recurring maintenance services, and new construction. The company serves attractive commercial verticals, including education, technology, industrial, healthcare and government. Progressive generated $438 million in revenue and $89 million in EBITDA for the trailing 12 months ended March 31, 2025. Approximately 70% of the company’s revenue is related to non-discretionary re-roofing and maintenance, while approximately 30% is from new construction. Based in Phoenix, Progressive employs more than 1,700 people across 12 branches.

“Entering the large and growing Commercial Roofing business through the acquisition of Progressive Roofing is a natural next step for TopBuild. The acquisition of Progressive, one of the largest commercial roofing installers in the United States, will enable us to offer commercial customers more comprehensive building envelope installation solutions,” said TopBuild President and Chief Executive Officer Robert Buck.

“In addition to increasing our revenue exposure to non-discretionary demand drivers, we anticipate that this acquisition will serve as a significant growth platform, both organically as well as through future M&A. Importantly, Progressive’s strategy and business model are closely aligned with ours, and we look forward to welcoming Progressive’s talented management team and employees to TopBuild.”

Nick Hadden, CEO of Progressive Roofing, added: “The entire Progressive Roofing team is excited to join forces with an industry leader that has a proven track record of growth. Our customer-centricity, focus on employees, and commitment to safety are well-matched with TopBuild’s core strengths. We believe that joining TopBuild will enable accelerated growth and allow us to create even more value for our customers.”

The Progressive Roofing acquisition also advances TopBuild’s Strategy by:

• Aligning with TopBuild’s core strengths: Progressive Roofing utilizes a similar dispersed branch model with local empowerment and decision-making enabled by a branch support center. The company has made meaningful investments in technology that support data-driven insights and analytics. Like TopBuild, Progressive Roofing places great value on maintaining strong relationships with its supplier partners. The company also has a complementary culture of collaboration and a safety-first mentality. Finally, Progressive has a well-developed acquisition pipeline.
• Expanding building envelope offering to general contractor customers: As one of the largest commercial roofing installation services companies in the U.S., the acquisition enables TopBuild to expand its offerings to commercial customers.
• Increasing exposure to non-cyclical and non-discretionary revenue drivers: Demand in the commercial roofing services industry is largely related to non-cyclical and non-discretionary drivers, such as the age of a roof or weather-related damage. These drivers support Progressive’s revenue, given that approximately 70% is derived from re-roofing and maintenance and services.
• Establishing scalable platform for growth in large and highly fragmented sector: The total addressable market for commercial roofing installation services is approximately $75 billion and is highly fragmented. TopBuild and Progressive Roofing both have proven M&A track records, with robust acquisition processes in place.

The transaction will be funded with proceeds from TopBuild’s recently expanded credit facility and cash on hand and is expected to close early in the third quarter of 2025, subject to regulatory approvals and customary closing conditions.