Dayton, FL-based insulation installer and specialty distributor TopBuild agreed to acquire Progressive Roofing — a portfolio company of Bow River Capital — for $810 million in cash.

The purchase price equates to approximately 9.1x Progressive’s EBITDA for the 12 months ending March 31, or 8.6x post-synergies, factoring in $5 million in cost savings. The deal is expected to be immediately accretive to TopBuild’s adjusted EPS and close early in the third quarter of 2025.

MDM’s 1Q25 M&A Report (store link) 

Based in Phoenix, AZ, Progressive Roofing is a U.S. provider of commercial roofing services, including re-roofing, ongoing maintenance and new construction. It serves sectors such as education, technology, industrial, healthcare and government. Progressive employs over 1,700 people across 12 branches. For the 12 months ending March 31, the company generated $438 million in revenue and $89 million in EBITDA. About 70% of its revenue comes from non-discretionary re-roofing and maintenance, with 30% from new construction.

TopBuild’s Specialty Distribution unit was No. 15 on MDM’s 2025 Top Distributors List for Building Materials/Construction.

TopBuild said Progressive Roofing supports its strategic growth through:

• Operational Alignment: Progressive Roofing operates a decentralized branch model supported by a central office, similar to TopBuild’s structure. It has invested in technology for data-driven operations and maintains strong supplier relationships. The company also has an established acquisition pipeline.
• Broader Building Envelope Offering: The acquisition allows TopBuild to expand its commercial services, particularly to general contractors, by adding one of the largest U.S. commercial roofing providers.
• Stable Revenue Base: Approximately 70% of Progressive’s revenue comes from non-discretionary re-roofing and maintenance, driven by factors such as aging infrastructure and weather damage.
• Growth Platform in a Fragmented Market: With a $75 billion addressable market, commercial roofing is highly fragmented. Both companies have experience in acquisitions, positioning them to scale further.

MDM Case Study: Fastenal (Premium access here) 

“The acquisition of Progressive, one of the largest commercial roofing installers in the U.S., will enable us to offer commercial customers more comprehensive building envelope installation solutions,” TopBuild President and CEO Robert Buck said in a July 8 news release. “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.”

This is just the latest big deal involving building materials distributors following QXO’s $11 billion purchase of Beacon, The Home Depot’s pending $4.3 billion acquisition of GMS and The Home Depot’s $18 billion purchase of SRS Distribution in mid-2024.