Herndon, Va.-based Beacon Roofing Supply Inc. is a distributor of residential and nonresidential roofing materials in the U.S. and Canada. Beacon is acquiring Dallas-based Roofing Supply Group Inc. from private equity firm Clayton, Dubilier&Rice. We are assigning our 'BB-' corporate credit rating to Beacon and our 'BB+' and 'B+' issue-level ratings to its proposed term loan B and senior unsecured notes, respectively. The issue-level ratings reflect our notching guidelines for the respective recovery ratings. The proposed term loan has a recovery rating of '1', indicating our expectation of very high (90%-100%) recovery, and the senior notes have a recovery rating of '5', indicating our expectation of modest (upper half of the 10%-30% range) recovery. Our stable outlook reflects