Beacon Roofing Supply, a publicly-traded distributor of residential and commercial roofing materials and complementary building products, entered into a definitive merger agreement to acquire Roofing Supply Group, a roofing products distributor owned by investment firm Clayton, Dubilier & Rice, in a cash and stock transaction valued at approximately $1.1 billion.

Under the terms of the agreement, RSG shareholders will receive approximately $286 million in cash and $291 million of Beacon common stock, and Beacon will refinance approximately $565 million of RSG’s net debt. Beacon will fund the cash portion of the purchase price through a new ABL revolver, Term Loan B and a senior unsecured bond offering. The transaction is targeted to close on October 1, 2015.

Beacon said Citi and Wells Fargo are acting as joint lead arrangers on the debt financing. Citi is serving as financial advisor to Beacon and Sidley Austin and Schiff Hardin are serving as its legal advisors.

Deutsche Bank Securities and Goldman, Sachs acted as financial advisors to RSG, and Debevoise & Plimpton is serving as legal advisor to RSG.