Arby’s Restaurant Group is planning to acquire Buffalo Wild Wings for a price of about $2.9 billion, including Buffalo Wild Wings’ debt.

The two companies announced the planned acquisition on November 28. The boards of directors for both restaurant companies unanimously approved the plan.

Under the agreement, Arby’s will pay $157 per share for Buffalo Wild Wings, which is listed as BWLD on the Nasdaq exchange.

“Buffalo Wild Wings is one of the most distinctive and successful entertainment and casual dining restaurant companies in America,” Arby’s CEO Paul Brown said in a press release. “We are excited to welcome a brand with such a rich heritage, led by an exceptionally talented team. We look forward to leveraging the combined strengths of both organizations into a truly differentiated and transformative multi-brand restaurant company.”

Details of the transaction

The transaction is not subject to a financing condition and is expected to close during the first quarter of 2018, subject to approval of Buffalo Wild Wings shareholders and the satisfaction of customary closing conditions, including applicable regulatory approvals.

Following the close of the transaction, Buffalo Wild Wings will become a privately-held subsidiary of Arby’s Restaurant Group, and will continue to be operated as an independent brand.

Brown will serve as CEO of the parent company.

Arby’s is majority owned by affiliates of Roark Capital Group (Roark), an Atlanta based private equity firm that focuses on investing in franchised and multi-unit businesses in the restaurant, retail and other consumer sectors. Affiliates of Roark are committing all of the equity that, together with the proceeds of debt financing, will be necessary to complete the transaction.

Certain funds advised by Marcato Capital Management, LP, which own approximately 6.4 percent of the outstanding shares of Buffalo Wild Wings, have entered into an agreement to vote in favor of the transaction.

Advisors

Barclays is serving as financial advisor and White & Case LLP is serving as legal counsel to Arby’s Restaurant Group. Goldman Sachs & Co. LLC is serving as financial advisor and Faegre Baker Daniels LLP is serving as legal counsel to Buffalo Wild Wings.