Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 29, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | BUILDERS FIRSTSOURCE, INC. | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | BLDR | |
Security Exchange Name | NASDAQ | |
Entity Central Index Key | 0001316835 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Entity Common Stock, Shares Outstanding | 116,610,833 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity File Number | 0-51357 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2084569 | |
Entity Address, Address Line One | 2001 Bryan Street | |
Entity Address, Address Line Two | SuiteĀ 1600 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 214 | |
Local Phone Number | 880-3500 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Net sales | $ 1,787,021 | $ 1,631,300 |
Cost of sales | 1,321,608 | 1,189,325 |
Gross margin | 465,413 | 441,975 |
Selling, general and administrative expenses | 404,466 | 370,084 |
Income from operations | 60,947 | 71,891 |
Interest expense, net | 51,931 | 24,901 |
Income before income taxes | 9,016 | 46,990 |
Income tax expense | 249 | 11,282 |
Net income | 8,767 | 35,708 |
Comprehensive income | $ 8,767 | $ 35,708 |
Net income per share: | ||
Basic | $ 0.08 | $ 0.31 |
Diluted | $ 0.07 | $ 0.31 |
Weighted average common shares: | ||
Basic | 116,258 | 115,425 |
Diluted | 117,494 | 116,531 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 163,872 | $ 14,096 |
Accounts receivable, less allowances of $18,496 and $13,492 at March 31, 2020 and December 31, 2019, respectively | 702,192 | 614,946 |
Other receivables | 54,647 | 77,447 |
Inventories, net | 640,048 | 561,255 |
Other current assets | 44,122 | 39,123 |
Total current assets | 1,604,881 | 1,306,867 |
Property, plant and equipment, net | 730,738 | 721,887 |
Operating lease right-of-use assets, net | 285,964 | 292,684 |
Goodwill | 777,283 | 769,022 |
Intangible assets, net | 132,165 | 128,388 |
Deferred income taxes | 8,393 | 8,417 |
Other assets, net | 21,934 | 22,225 |
Total assets | 3,561,358 | 3,249,490 |
Current liabilities: | ||
Accounts payable | 551,548 | 436,823 |
Accrued liabilities | 223,319 | 308,950 |
Current portion of operating lease liabilities | 61,628 | 61,653 |
Current maturities of long-term debt | 22,518 | 13,875 |
Total current liabilities | 859,013 | 821,301 |
Noncurrent portion of operating lease liabilities | 230,355 | 236,948 |
Long-term debt, net of current maturities, debt discount, and debt issuance costs | 1,545,211 | 1,277,398 |
Deferred income taxes | 37,496 | 36,645 |
Other long-term liabilities | 55,745 | 52,245 |
Total liabilities | 2,727,820 | 2,424,537 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 10,000 shares authorized; zero shares issued and outstanding | ||
Common stock, $0.01 par value, 200,000 shares authorized; 116,545 and 116,052 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 1,165 | 1,161 |
Additional paid-in capital | 574,769 | 574,955 |
Retained earnings | 257,604 | 248,837 |
Total stockholders' equity | 833,538 | 824,953 |
Total liabilities and stockholders' equity | $ 3,561,358 | $ 3,249,490 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEET (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Allowances on trade accounts receivable | $ 18,496 | $ 13,492 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 116,545,000 | 116,052,000 |
Common stock, shares outstanding | 116,545,000 | 116,052,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 8,767 | $ 35,708 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 29,400 | 23,576 |
Amortization of debt issuance costs and debt discount | 684 | 1,149 |
Loss (gain) on extinguishment of debt | (5,349) | 680 |
Deferred income taxes | 875 | 9,638 |
Stock compensation expense | 3,254 | 2,659 |
Gain on sale of assets | (133) | (464) |
Changes in assets and liabilities, net of assets acquired and liabilities assumed: | ||
Receivables | (61,998) | 22,703 |
Inventories | (78,591) | (38,603) |
Other current assets | (5,000) | 4,732 |
Other assets and liabilities | 26,286 | (1,319) |
Accounts payable | 108,295 | 47,371 |
Accrued liabilities | (87,842) | (100,395) |
Net cash provided by (used in) operating activities | (50,654) | 6,075 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (28,498) | (21,524) |
Proceeds from sale of property, plant and equipment | 538 | 720 |
Cash used for acquisitions | 15,893 | |
Net cash used in investing activities | (43,853) | (20,804) |
Cash flows from financing activities: | ||
Borrowings under revolving credit facility | 681,000 | 374,000 |
Repayments under revolving credit facility | (398,000) | (331,000) |
Proceeds from long-term debt and other loans | 550,000 | |
Repayments of long-term debt and other loans | (554,263) | (24,440) |
Payments of debt extinguishment costs | 22,686 | |
Payments of loan costs | 8,332 | |
Exercise of stock options | 398 | 216 |
Repurchase of common stock | (3,834) | (2,450) |
Net cash provided by financing activities | 244,283 | 16,326 |
Net change in cash and cash equivalents | 149,776 | 1,597 |
Cash and cash equivalents at beginning of period | 14,096 | 10,127 |
Cash and cash equivalents at end of period | $ 163,872 | $ 11,724 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Cash Flows [Abstract] | ||
Purchases of property, plant and equipment included in accounts payable | $ 5.2 | $ 1.9 |
Assets acquired under operating lease obligations | 9.5 | 15.7 |
Assets acquired under finance lease obligations | 2.7 | 2.7 |
Cash payment for interest | $ 21.7 | $ 33.6 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid in Capital | Retained Earnings (Accumulated Deficit) |
Balance at Dec. 31, 2018 | $ 596,338 | $ 1,151 | $ 560,221 | $ 34,966 |
Balance, shares at Dec. 31, 2018 | 115,078 | |||
Vesting of restricted stock units | $ 7 | (7) | ||
Vesting of restricted stock units, shares | 662 | |||
Stock compensation expense | 2,659 | 2,659 | ||
Exercise of stock options | 216 | 216 | ||
Exercise of stock options, shares | 59 | |||
Shares withheld for restricted stock units vested | (2,450) | $ (2) | (2,448) | |
Shares withheld for restricted stock units vested, shares | (196) | |||
Net income | 35,708 | 35,708 | ||
Balance at Mar. 31, 2019 | 632,471 | $ 1,156 | 560,641 | 70,674 |
Balance, shares at Mar. 31, 2019 | 115,603 | |||
Balance at Dec. 31, 2019 | $ 824,953 | $ 1,161 | 574,955 | 248,837 |
Balance, shares at Dec. 31, 2019 | 116,052 | 116,052 | ||
Vesting of restricted stock units | $ 6 | (6) | ||
Vesting of restricted stock units, shares | 579 | |||
Stock compensation expense | $ 3,254 | 3,254 | ||
Exercise of stock options | 398 | 398 | ||
Exercise of stock options, shares | 82 | |||
Shares withheld for restricted stock units vested | (3,834) | $ (2) | (3,832) | |
Shares withheld for restricted stock units vested, shares | (168) | |||
Net income | 8,767 | 8,767 | ||
Balance at Mar. 31, 2020 | $ 833,538 | $ 1,165 | $ 574,769 | $ 257,604 |
Balance, shares at Mar. 31, 2020 | 116,545 | 116,545 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation Builders FirstSource, Inc., a Delaware corporation formed in 1998, is a leading supplier and manufacturer of building materials, manufactured components and construction services to professional homebuilders, sub-contractors, remodelers and consumers. The Company operates approximately 400 locations in 40 states across the United States. In this quarterly report, references to the āCompany,ā āwe,ā āour,ā āoursā or āusā refer to Builders FirstSource, Inc. and its consolidated subsidiaries unless otherwise stated or the context otherwise requires. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all recurring adjustments and normal accruals necessary for a fair statement of the Companyās financial position, results of operations and cash flows for the dates and periods presented. Results for interim periods are not necessarily indicative of the results to be expected during the remainder of the current year or for any future period. Intercompany transactions are eliminated in consolidation. The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. This condensed consolidated balance sheet as of December 31, 2019 and the unaudited condensed consolidated financial statements included herein should be read in conjunction with the more detailed audited consolidated financial statements for the year ended December 31, 2019 included in our most recent annual report on Form 10-K. Accounting policies used in the preparation of these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in our Form 10-K. Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (āFASBā) issued an update to existing guidance under the Income Taxes In June 2016, the FASB issued an update to existing guidance under the Investments |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 2. Revenue The following table disaggregates our sales by product category (in thousands): Three Months Ended March 31, 2020 2019 Lumber & lumber sheet goods $ 552,481 $ 517,689 Manufactured products 354,457 317,352 Windows, doors & millwork 391,317 353,390 Gypsum, roofing & insulation 110,852 120,919 Siding, metal & concrete products 168,885 149,918 Other building products & services 209,029 172,032 Net sales $ 1,787,021 $ 1,631,300 Information regarding disaggregation of sales by segment is discussed in Note 11 to the condensed consolidated financial statements. Sales related to contracts with service elements represents less than 10% of the Companyās net sales for each period presented. The timing of revenue recognition, billings and cash collections results in accounts receivable, unbilled receivables, contract assets and contract liabilities. Contract asset balances were not significant as of March 31, 2020 or December 31, 2019. Contract liabilities consist of deferred revenue and customer advances and deposits. Contract liability balances are included in accrued liabilities on our consolidated balance sheet and were $36.6 million and $ 38.6 |
Net Income per Common Share
Net Income per Common Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | 3. Net Income per Common Share Net income per common share (āEPSā) is calculated in accordance with the Earnings per Share The table below presents the calculation of basic and diluted EPS (in thousands, except per share amounts): Three Months Ended March 31, 2020 2019 Numerator: Net income $ 8,767 $ 35,708 Denominator: Weighted average shares outstanding, basic 116,258 115,425 Dilutive effect of options and RSUs 1,236 1,106 Weighted average shares outstanding, diluted 117,494 116,531 Net income per share: Basic $ 0.08 $ 0.31 Diluted $ 0.07 $ 0.31 Antidilutive and contingent options and RSUs excluded from diluted EPS 217 1,451 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 4. Debt Long-term debt consisted of the following (in thousands): March 31, 2020 December 31, 2019 2023 facility (1) $ 310,000 $ 27,000 2024 notes ā 503,923 2024 term loan (2) 52,000 52,000 2027 notes 427,500 475,000 2030 notes 550,000 ā Other finance obligations 220,127 221,726 Finance lease obligations 19,491 20,333 1,579,118 1,299,982 Unamortized debt discount and debt issuance costs (11,389 ) (8,709 ) 1,567,729 1,291,273 Less: current maturities of long-term debt 22,518 13,875 Long-term debt, net of current maturities $ 1,545,211 $ 1,277,398 (1) The weighted average interest rate was 4.1% and 4.4 (2) The weighted average interest rate was 4.7% and 5.6% as of March 31, 2020 and December 31, 2019, respectively. 2020 Debt Transactions In February 2020, the Company completed a private offering of $550.0 million in aggregate principal amount of 5.0% unsecured senior notes due 2030 (ā2030 notesā) at an issue price equal to 100% of par value. The net proceeds from the issuance of the 2030 notes were used together with a borrowing on our $900.0 million revolving credit facility (ā2023 facilityā) to redeem the remaining $503.9 million in outstanding aggregate principal amount of 5.625% senior secured notes due 2024 (ā2024 notesā) and $47.5 million in aggregate principal amount of 6.75% senior secured notes due 2027 (ā2027 notesā) and to pay related transaction fees and expenses. In connection with the issuance of the 2030 notes, we incurred $8.3 million of various third-party fees and expenses. These costs have been recorded as a reduction to long-term debt and are being amortized over the contractual life of the 2030 notes using the effective interest method. As the Company concluded that the redemption of the 2024 notes and 2027 notes were debt extinguishments, the Company recorded a loss on extinguishment of $28.0 million in interest expense in the first quarter of 2020. Of this loss, approximately $22.7 million was attributable to the payment of redemption premiums on the extinguished notes and $5.3 million was attributable to the write-off of unamortized debt issuance costs and debt premium. Senior Unsecured Notes due 2030 As of March 31, 2020, we have $550.0 million outstanding in aggregate principal amount of the 2030 notes, which mature on March 1, 2030. Interest accrues on the 2030 notes at a rate of 5.00% per annum and is payable semi-annually on March 1 and September 1 of each year, commencing on September 1, 2020. The terms of the 2030 notes are governed by the indenture, dated as of the February 11, 2020 (the āIndentureā), among the Company, the guarantors named therein and Wilmington Trust, National Association, as trustee. The 2030 notes, subject to certain exceptions, are guaranteed, jointly and severally, on a senior unsecured basis, by each of the Companyās direct and indirect wholly owned subsidiaries (the āGuarantorsā) that guarantee its obligations under the Companyās 2023 Facility and existing senior secured term loan facility (the ā2024 term loan,ā and, together with the 2023 facility, the āSenior Secured Credit Facilitiesā) and the 2027 Secured Notes. Subject to certain exceptions, future subsidiaries that guarantee the Senior Secured Credit Facilities, the 2027 notes or certain other indebtedness will also guarantee the 2030 notes. The 2030 notes constitute senior unsecured obligations of the Company and the Guarantors, pari passu in right of payment with all of the existing and future senior indebtedness of the Company, including indebtedness under the Senior Secured Credit Facilities and the 2027 n otes . The 2030 notes are also (i) effectively subordinated to all existing and future secured indebtedness of the Company and the Guarantors (including under the Senior Secured Credit Facilities and the 2027 n otes) to the extent of the value of the assets securing such indebtedness, (ii) senior to all of the future subordinated indebtedness of the Company and the Guarantors , and (iii) structurally subordinated to any existing and future indebtedness and other liabilities, including preferred stock, of the Companyās subsidia ries that do not guarantee the 2030 n otes . The Indenture contains restrictive covenants that limit the ability of the Company and its restricted subsidiaries to, among other things, incur additional debt or issue preferred stock, create liens, create restrictions on the Companyās subsidiariesā ability to make payments to the Company, pay dividends and make other distributions in respect of the Companyās and its subsidiariesā capital stock, make certain investments or certain other restricted payments, guarantee indebtedness, designate unrestricted subsidiaries, sell certain kinds of assets, enter into certain types of transactions with affiliates, and effect mergers and consolidations. At any time prior to March 1, 2025, the Company may redeem the 2030 notes in whole or in part at a redemption price equal to 100% of the principal amount of the 2030 notes plus the āapplicable premiumā set forth in the Indenture. In addition, at any time prior to March 1, 2023, the Company may redeem up to 40% of the aggregate principal amount of the 2030 notes with the net cash proceeds of one or more equity offerings, as described in the Indenture, at a price equal to 105.0% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date. At any time on or after March 1, 2025, the Company may redeem the 2030 notes at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to the redemption date. If the Company experiences certain change of control events, holders of the 2030 notes may require it to repurchase all or part of their 2030 notes at 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the repurchase date. Fair Value As of March 31, 2020 and December 31, 2019, the Company does not have any financial instruments which are measured at fair value on a recurring basis. We have elected to report the value of our 2027 notes, 2030 notes, 2024 term loan and 2023 facility at amortized cost. The fair values of the 2027 notes, 2030 notes and the 2024 term loan at March 31, 2020 were approximately $419.4 million, $503.4 million and $45.6 million, respectively, and were determined using Level 2 inputs based on market prices. The carrying value of the 2023 facility at March 31, 2020 approximates fair value as the rates are comparable to those at which we could currently borrow under similar terms, are variable and incorporate a measure of our credit risk. As such, the fair value of the 2023 facility was also classified as Level 2 in the hierarchy. We were not in violation of any covenants or restrictions imposed by any of our debt agreements at March 31, 2020. |
Business Combination
Business Combination | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Business Combination | 5. Business Combination On January 9, 2020, we acquired certain assets and operations of Bianchi & Company, Inc. (āBianchiā) for $15.9 million in cash. Located in Charlotte, North Carolina, Bianchi is a supplier and installer of interior and exterior millwork. This acquisition was funded with a combination of cash on hand and borrowings under our 2023 facility. This transaction was accounted for by the acquisition method, and accordingly the results of operations have been included in the Companyās consolidated financial statements from the acquisition date. The purchase price was allocated to the assets acquired and liabilities assumed based on estimated fair values at the acquisition date, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill. The fair value of acquired intangible assets of $9.4 million, primarily related to customer relationships, was estimated by applying an income approach. That measure is based on significant Level 3 inputs not observable in the market. Key assumptions developed based on the Companyās historical experience, future projections and comparable market data include future cash flows, long-term growth rates, attrition rates and discount rates. Pro forma results of operations as well as net sales and income attributable to Bianchi are not presented as this acquisition did not have a material impact on our results of operations. We did not incur any significant acquisition related costs attributable to this transaction. The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): Accounts receivable $ 2,353 Inventory 202 Property, plant and equipment 74 Other assets 94 Goodwill (Note 6) 8,261 Intangible assets (Note 7) 9,440 Total assets acquired 20,424 Accounts payable and accrued liabilities (4,531 ) Total liabilities assumed (4,531 ) Total net assets acquired $ 15,893 |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 6. Goodwill The following table sets forth the changes in the carrying amount of goodwill by reportable segment for the three months ended March 31, 2020 (in thousands): Northeast Southeast South West Total Balance as of December 31, 2019 Goodwill $ 97,102 $ 60,691 $ 343,919 $ 311,946 $ 813,658 Accumulated impairment losses (494 ) (615 ) (43,527 ) ā (44,636 ) 96,608 60,076 300,392 311,946 769,022 Acquisitions ā 8,261 ā ā 8,261 Balance as of March 31, 2020 Goodwill $ 97,102 $ 68,952 $ 343,919 $ 311,946 $ 821,919 Accumulated impairment losses (494 ) (615 ) (43,527 ) ā (44,636 ) $ 96,608 $ 68,337 $ 300,392 $ 311,946 $ 777,283 In 2020, the change in the carrying amount of goodwill is attributable to our acquisition of Bianchi. The amount allocated to goodwill is attributable to the assembled workforce of Bianchi as well as expected growth from the expanded millwork product and service operations acquired. All of the goodwill recognized from this acquisition is expected to be deductible for tax purposes and will be amortized ratably over a 15-year period for tax purposes. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 7. Intangible Assets The following table presents intangible assets as of: March 31, 2020 December 31, 2019 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (In thousands) Customer relationships $ 191,305 $ (81,619 ) $ 183,445 $ (77,016 ) Trade names 52,061 (36,556 ) 51,361 (36,082 ) Subcontractor relationships 5,440 (584 ) 4,700 (131 ) Non-compete agreements 3,719 (1,601 ) 3,579 (1,468 ) Total intangible assets $ 252,525 $ (120,360 ) $ 243,085 $ (114,697 ) In connection with the acquisition of Bianchi, we recorded intangible assets of $9.4 million, which includes $7.9 million of customer relationships, $0.7 million of subcontractor relationships, $0.7 million of trade names and $0.1 million of non-compete agreements. The weighted average useful lives of the acquired assets are 8.2 years in total, 9.3 years for customer relationships, 3.0 years for subcontractor relationships, 3.0 years for trade names and 3.0 years for non-compete agreements, respectively. During the three months ended March 31, 2020, we recorded amortization expense in relation to the above-listed intangible assets of $5.7 million. During the three months ended March 31, 2019, we recorded amortization expense in relation to the above-listed intangible assets of $3.9 million. The following table presents the estimated amortization expense for these intangible assets for the years ending December 31 (in thousands): 2020 (from April 1, 2020) $ 16,262 2021 20,231 2022 18,671 2023 15,408 2024 14,094 Thereafter 47,499 Total future net intangible amortization expense $ 132,165 |
Employee Stock-Based Compensati
Employee Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Employee Stock-Based Compensation | 8. Employee Stock-Based Compensation Time Based Restricted Stock Unit Grants In the first quarter of 2020, our board of directors granted 291,000 RSUs to employees under our 2014 Incentive Plan for which vesting is based solely on continuous employment over the requisite service period. 206,000 of the RSUs vest at 33 Performance, Market and Service Condition Based Restricted Stock Unit Grants In the first quarter of 2020, our board of directors granted 206,000 RSUs to employees under our 2014 Incentive Plan, that cliff vest on the third anniversary of the grant date based on the Companyās level of achievement of performance goals relating to return on invested capital (āROICā) over a three-year Expected volatility (company) 40.0% Expected volatility (peer group median) 40.0% Correlation between the company and peer group median 0.5 Expected dividend yield 0.0% Risk-free rate 0.9% The expected volatilities and correlation are based on the historical daily returns of our common stock and the common stocks of the constituents of the Companyās peer group over the most recent period equal to the measurement period. The expected dividend yield is based on our history of not paying regular dividends in the past and our current intention to not pay regular dividends in the foreseeable future. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant and has a term equal to the measurement period. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes A reconciliation of the statutory federal income tax rate to our effective rate for continuing operations is provided below: Three Months Ended 2020 2019 Statutory federal income tax rate 21.0 % 21.0 % State income taxes, net of federal income tax 2.2 4.2 Stock compensation windfall benefit (16.0 ) (0.1 ) Permanent differences and other (4.4 ) (1.1 ) 2.8 % 24.0 % On March 27, 2020, President Trump signed the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") into law. The CARES Act is a relief package intended to assist many aspects of the American economy disrupted by the COVID-19 pandemic. We are currently evaluating the impact of the CARES Act on our consolidated financial statements. We base our estimate of deferred tax assets and liabilities on current tax laws and rates. In certain cases, we also base our estimate on business plan forecasts and other expectations about future outcomes. Changes in existing tax laws or rates could affect our actual tax results, and future business results may affect the amount of our deferred tax liabilities or the valuation of our deferred tax assets over time. Due to uncertainties in the estimation process, particularly with respect to changes in facts and circumstances in future reporting periods, as well as the residential homebuilding industryās cyclicality and sensitivity to changes in economic conditions, particularly due to economic disruptions related to the COVID-19 pandemic, it is possible that actual results could differ from the estimates used in previous analyses. Accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on our consolidated results of operations or financial position. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies As of March 31, 2020, we had outstanding letters of credit totaling $82.2 million under our 2023 facility that principally support our self-insurance programs. The Company has a number of known and threatened construction defect legal claims. While these claims are generally covered under the Companyās existing insurance programs to the extent any loss exceeds the deductible, there is a reasonable possibility of loss that is not able to be estimated at this time because (i) many of the proceedings are in the discovery stage, (ii) the outcome of future litigation is uncertain, and/or (iii) the complex nature of the claims. Although the Company cannot estimate a reasonable range of loss based on currently available information, the resolution of these matters could have a material adverse effect on the Company's financial position, results of operations or cash flows. In addition, we are involved in various other claims and lawsuits incidental to the conduct of our business in the ordinary course. We carry insurance coverage in such amounts in excess of our self-insured retention as we believe to be reasonable under the circumstances and that may or may not cover any or all of our liabilities in respect of such claims and lawsuits. Although the ultimate disposition of these other proceedings cannot be predicted with certainty, management believes the outcome of any such claims that are pending or threatened, either individually or on a combined basis, will not have a material adverse effect on our consolidated financial position, cash flows or results of operations. However, there can be no assurances that future adverse judgments and costs would not be material to our results of operations or liquidity for a particular period. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 11. Segment Information We offer an integrated solution to our customers providing manufacturing, supply, and installation of a full range of structural and related building products. We provide a wide variety of building products and services directly to homebuilder customers. We manufacture floor trusses, roof trusses, wall panels, stairs, millwork, windows, and doors. We also provide a full range of construction services. These product and service offerings are distributed across approximately 400 locations operating in 40 states across the United States, which are organized into nine geographical regions. Centralized financial and operational oversight, including resource allocation and assessment of performance on an income before income taxes basis, is performed by our CEO, whom we have determined to be our chief operating decision maker (āCODMā). The Company has nine operating segments aligned with its nine geographical regions (Regions 1 through 9). While all of our operating segments have products, distribution methods and customers of a similar nature, certain of our operating segments have been aggregated due to also containing similar economic characteristics, resulting in the following composition of reportable segments: ā¢ Regions 1 and 2 have been aggregated to form the āNortheastā reportable segment ā¢ Regions 3 and 5 have been aggregated to form the āSoutheastā reportable segment ā¢ Regions 4 and 6 have been aggregated to form the āSouthā reportable segment ā¢ Region 7, 8 and 9 have been aggregated to form the āWestā reportable segment In addition to our reportable segments, our consolidated results include corporate overhead, other various operating activities that are not internally allocated to a geographical region nor separately reported as a single unit to the CODM, and certain reconciling items primarily related to allocations of corporate overhead and rent expense, which have collectively been presented as āAll Otherā. The accounting policies of the segments are consistent with those referenced in Note 1, except for noted reconciling items. The following tables present Net sales, Income before income taxes and certain other measures for the reportable segments, reconciled to total consolidated operations, for the periods indicated (in thousands): Three months ended March 31, 2020 Reportable segments Net Sales Depreciation & Amortization Interest Income before income taxes Northeast $ 295,573 $ 3,497 $ 4,931 $ 4,616 Southeast 400,384 3,843 5,306 16,577 South 499,804 6,831 5,664 23,333 West 516,767 7,594 9,322 4,420 Total reportable segments 1,712,528 21,765 25,223 48,946 All other 74,493 7,635 26,708 (39,930 ) Total consolidated $ 1,787,021 $ 29,400 $ 51,931 $ 9,016 Three months ended March 31, 2019 Reportable segments Net Sales Depreciation & Amortization Interest Income before income taxes Northeast $ 285,789 $ 3,205 $ 5,177 $ 7,244 Southeast 386,673 3,033 5,582 17,256 South 458,609 4,832 5,900 29,010 West 436,313 6,364 8,741 (404 ) Total reportable segments 1,567,384 17,434 25,400 53,106 All other 63,916 6,142 (499 ) (6,116 ) Total consolidated $ 1,631,300 $ 23,576 $ 24,901 $ 46,990 Asset information by segment is not reported internally or otherwise reviewed by the CODM nor does the Company earn revenues or have long-lived assets located in foreign countries. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 12. Related Party Transactions Certain members of the Companyās board of directors serve on the board of directors for one of our suppliers, PGT Innovations, Inc. Further, the Company has entered into certain leases of land and buildings with certain employees or non-affiliate stockholders. Activity associated with these related party transactions was not significant as of or for the three months ended March 31, 2020 or 2019. Transactions between the Company and other related parties occur in the ordinary course of business. However, the Company carefully monitors and assesses related party relationships. Management does not believe that any of these transactions with related parties had a material impact on the Companyās results for the three months ended March 31, 2020 or 2019. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events In April 2020, we completed a private offering of an additional $350.0 million in aggregate principal amount of 2027 notes at an issue price of 98.75% of par value. The Company intends to use the net proceeds from the offering to repay the funds drawn under its revolving credit facility and to pay related transaction fees and expenses, with any remaining net proceeds to be used for general corporate purposes. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (āFASBā) issued an update to existing guidance under the Income Taxes In June 2016, the FASB issued an update to existing guidance under the Investments |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Sales by Product Category | The following table disaggregates our sales by product category (in thousands): Three Months Ended March 31, 2020 2019 Lumber & lumber sheet goods $ 552,481 $ 517,689 Manufactured products 354,457 317,352 Windows, doors & millwork 391,317 353,390 Gypsum, roofing & insulation 110,852 120,919 Siding, metal & concrete products 168,885 149,918 Other building products & services 209,029 172,032 Net sales $ 1,787,021 $ 1,631,300 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Basic And Diluted EPS | The table below presents the calculation of basic and diluted EPS (in thousands, except per share amounts): Three Months Ended March 31, 2020 2019 Numerator: Net income $ 8,767 $ 35,708 Denominator: Weighted average shares outstanding, basic 116,258 115,425 Dilutive effect of options and RSUs 1,236 1,106 Weighted average shares outstanding, diluted 117,494 116,531 Net income per share: Basic $ 0.08 $ 0.31 Diluted $ 0.07 $ 0.31 Antidilutive and contingent options and RSUs excluded from diluted EPS 217 1,451 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt | Long-term debt consisted of the following (in thousands): March 31, 2020 December 31, 2019 2023 facility (1) $ 310,000 $ 27,000 2024 notes ā 503,923 2024 term loan (2) 52,000 52,000 2027 notes 427,500 475,000 2030 notes 550,000 ā Other finance obligations 220,127 221,726 Finance lease obligations 19,491 20,333 1,579,118 1,299,982 Unamortized debt discount and debt issuance costs (11,389 ) (8,709 ) 1,567,729 1,291,273 Less: current maturities of long-term debt 22,518 13,875 Long-term debt, net of current maturities $ 1,545,211 $ 1,277,398 (1) The weighted average interest rate was 4.1% and 4.4 (2) The weighted average interest rate was 4.7% and 5.6% as of March 31, 2020 and December 31, 2019, respectively. |
Business Combination (Tables)
Business Combination (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Summary of Aggregate Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): Accounts receivable $ 2,353 Inventory 202 Property, plant and equipment 74 Other assets 94 Goodwill (Note 6) 8,261 Intangible assets (Note 7) 9,440 Total assets acquired 20,424 Accounts payable and accrued liabilities (4,531 ) Total liabilities assumed (4,531 ) Total net assets acquired $ 15,893 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Schedule of Change in Carrying Amount of Goodwill | The following table sets forth the changes in the carrying amount of goodwill by reportable segment for the three months ended March 31, 2020 (in thousands): Northeast Southeast South West Total Balance as of December 31, 2019 Goodwill $ 97,102 $ 60,691 $ 343,919 $ 311,946 $ 813,658 Accumulated impairment losses (494 ) (615 ) (43,527 ) ā (44,636 ) 96,608 60,076 300,392 311,946 769,022 Acquisitions ā 8,261 ā ā 8,261 Balance as of March 31, 2020 Goodwill $ 97,102 $ 68,952 $ 343,919 $ 311,946 $ 821,919 Accumulated impairment losses (494 ) (615 ) (43,527 ) ā (44,636 ) $ 96,608 $ 68,337 $ 300,392 $ 311,946 $ 777,283 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | The following table presents intangible assets as of: March 31, 2020 December 31, 2019 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (In thousands) Customer relationships $ 191,305 $ (81,619 ) $ 183,445 $ (77,016 ) Trade names 52,061 (36,556 ) 51,361 (36,082 ) Subcontractor relationships 5,440 (584 ) 4,700 (131 ) Non-compete agreements 3,719 (1,601 ) 3,579 (1,468 ) Total intangible assets $ 252,525 $ (120,360 ) $ 243,085 $ (114,697 ) |
Estimated Amortization Expense for Intangible Assets | The following table presents the estimated amortization expense for these intangible assets for the years ending December 31 (in thousands): 2020 (from April 1, 2020) $ 16,262 2021 20,231 2022 18,671 2023 15,408 2024 14,094 Thereafter 47,499 Total future net intangible amortization expense $ 132,165 |
Employee Stock-Based Compensa_2
Employee Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Performance Market and Service Condition Based Restricted Stock Unit Grants | |
Schedule of Share-based Payment Award, Restricted Stock Unit, Valuation Assumptions | The average grant date fair value for these RSUs, with consideration of the market condition, was $23.18 per unit, which was determined using the Monte Carlo simulation model using the following assumptions: Expected volatility (company) 40.0% Expected volatility (peer group median) 40.0% Correlation between the company and peer group median 0.5 Expected dividend yield 0.0% Risk-free rate 0.9% |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of Statutory Federal Income Tax Rate to Our Effective Rate for Continuing Operations | A reconciliation of the statutory federal income tax rate to our effective rate for continuing operations is provided below: Three Months Ended 2020 2019 Statutory federal income tax rate 21.0 % 21.0 % State income taxes, net of federal income tax 2.2 4.2 Stock compensation windfall benefit (16.0 ) (0.1 ) Permanent differences and other (4.4 ) (1.1 ) 2.8 % 24.0 % |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Reconciling Information by Reportable Segments | The following tables present Net sales, Income before income taxes and certain other measures for the reportable segments, reconciled to total consolidated operations, for the periods indicated (in thousands): Three months ended March 31, 2020 Reportable segments Net Sales Depreciation & Amortization Interest Income before income taxes Northeast $ 295,573 $ 3,497 $ 4,931 $ 4,616 Southeast 400,384 3,843 5,306 16,577 South 499,804 6,831 5,664 23,333 West 516,767 7,594 9,322 4,420 Total reportable segments 1,712,528 21,765 25,223 48,946 All other 74,493 7,635 26,708 (39,930 ) Total consolidated $ 1,787,021 $ 29,400 $ 51,931 $ 9,016 Three months ended March 31, 2019 Reportable segments Net Sales Depreciation & Amortization Interest Income before income taxes Northeast $ 285,789 $ 3,205 $ 5,177 $ 7,244 Southeast 386,673 3,033 5,582 17,256 South 458,609 4,832 5,900 29,010 West 436,313 6,364 8,741 (404 ) Total reportable segments 1,567,384 17,434 25,400 53,106 All other 63,916 6,142 (499 ) (6,116 ) Total consolidated $ 1,631,300 $ 23,576 $ 24,901 $ 46,990 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2020StoreStates | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Entity formed, year | 1998 |
Number of Locations | Store | 400 |
Number of states | States | 40 |
Revenue - Sales by Product Cate
Revenue - Sales by Product Category (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | $ 1,787,021 | $ 1,631,300 |
Lumber and Lumber Sheet Goods | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | 552,481 | 517,689 |
Manufactured Products | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | 354,457 | 317,352 |
Windows, Doors and Millwork | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | 391,317 | 353,390 |
Gypsum, Roofing and Insulation | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | 110,852 | 120,919 |
Siding, Metal and Concrete Products | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | 168,885 | 149,918 |
Other Building Products and Services | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Net sales | $ 209,029 | $ 172,032 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | ||
Contract liability | $ 36.6 | $ 38.6 |
Transferred over Time | Maximum | ||
Disaggregation Of Revenue [Line Items] | ||
Percentage of sales related to contracts with service | 10.00% |
Net Income per Common Share - S
Net Income per Common Share - Summary of Calculation of Basic And Diluted EPS (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator: | ||
Net income | $ 8,767 | $ 35,708 |
Weighted average common shares: | ||
Basic | 116,258 | 115,425 |
Dilutive effect of options and RSUs | 1,236 | 1,106 |
Weighted average shares outstanding, diluted | 117,494 | 116,531 |
Net income per share: | ||
Basic | $ 0.08 | $ 0.31 |
Diluted | $ 0.07 | $ 0.31 |
Antidilutive and contingent options and RSUs excluded from diluted EPS | 217 | 1,451 |
Debt - Summary of Long-Term Deb
Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Feb. 29, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | $ 1,579,118 | $ 1,299,982 | |
Unamortized debt discount and debt issuance costs | (11,389) | (8,709) | |
Long-term debt and capital lease obligation | 1,567,729 | 1,291,273 | |
Less: current maturities of long-term debt | 22,518 | 13,875 | |
Long-term debt, net of current maturities | 1,545,211 | 1,277,398 | |
2023 Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | 310,000 | 27,000 | |
2024 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | $ 503,900 | 503,923 | |
2024 Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | 52,000 | 52,000 | |
2027 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | 427,500 | 47,500 | 475,000 |
Other Finance Obligations | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | 220,127 | 221,726 | |
2030 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | 550,000 | $ 550,000 | |
Finance Lease Obligations | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | $ 19,491 | $ 20,333 |
Debt - Summary of Long-Term D_2
Debt - Summary of Long-Term Debt (Parenthetical) (Detail) | Mar. 31, 2020 | Dec. 31, 2019 |
2023 Facility | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4.10% | 4.40% |
2024 Term Loan | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 4.70% | 5.60% |
Debt - 2020 Debt Transactions -
Debt - 2020 Debt Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Feb. 29, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 1,579,118 | $ 1,299,982 | ||
Payments of loan costs | 8,332 | |||
Loss (gain) on extinguishment of debt | (5,349) | $ 680 | ||
2030 Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 550,000 | $ 550,000 | ||
Private offered aggregate principal amount rate | 5.00% | 5.00% | ||
Net percentage of proceeds from debt issuance | 100.00% | |||
Payments of loan costs | $ 8,300 | |||
2023 Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 310,000 | 27,000 | ||
Line of credit facility maximum borrowing capacity | 900,000 | |||
2024 Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 503,900 | 503,923 | ||
Private offered aggregate principal amount rate | 5.625% | |||
2027 Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 47,500 | 427,500 | $ 475,000 | |
Private offered aggregate principal amount rate | 6.75% | |||
2024 Notes and 2027 Notes | ||||
Debt Instrument [Line Items] | ||||
Loss (gain) on extinguishment of debt | 28,000 | |||
Gain (loss) on extinguishment of debt attributable to payment of redemption premiums on extinguished notes | 22,700 | |||
Write-off of unamortized debt issuance costs and debt premium | $ 5,300 |
Debt - Senior Unsecured Notes d
Debt - Senior Unsecured Notes due 2030 - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Feb. 29, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | $ 1,579,118 | $ 1,299,982 | |
2030 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument carrying amount | $ 550,000 | $ 550,000 | |
Maturity date of debt instruments | Mar. 1, 2030 | ||
Private offered aggregate principal amount rate | 5.00% | 5.00% | |
Debt instrument interest rate terms | Payable semi-annually on March 1 and September 1 of each year, commencing on September 1, 2020. | ||
Purchase price, Percentage of principal amount | 101.00% | ||
2030 Notes | Redemption Period Prior to March 1, 2025 | |||
Debt Instrument [Line Items] | |||
Purchase price, Percentage of principal amount | 100.00% | ||
2030 Notes | Redemption Period Prior to March 1, 2023 | |||
Debt Instrument [Line Items] | |||
Purchase price, Percentage of principal amount | 105.00% | ||
2030 Notes | Maximum | Redemption Period Prior to March 1, 2023 | |||
Debt Instrument [Line Items] | |||
Redemption percentage of aggregate principal amount | 40.00% |
Debt - Fair Value - Additional
Debt - Fair Value - Additional Information (Detail) - Level 2 $ in Millions | Mar. 31, 2020USD ($) |
2027 Notes | |
Debt Instrument [Line Items] | |
Fair value of long term debt | $ 419.4 |
2030 Notes | |
Debt Instrument [Line Items] | |
Fair value of long term debt | 503.4 |
2024 Term Loan | |
Debt Instrument [Line Items] | |
Fair value of long term debt | $ 45.6 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - Bianchi & Company, Inc. - USD ($) $ in Thousands | Jan. 09, 2020 | Mar. 31, 2020 |
Business Acquisition [Line Items] | ||
Cash consideration for certain assets acquired | $ 15,900 | |
Fair value of intangible assets acquired | $ 9,440 | |
Level 3 | Customer Relationships | ||
Business Acquisition [Line Items] | ||
Fair value of intangible assets acquired | $ 9,400 |
Business Combination - Summary
Business Combination - Summary of Aggregate Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Goodwill | $ 777,283 | $ 769,022 |
Bianchi & Company, Inc. | ||
Business Acquisition [Line Items] | ||
Accounts receivable | 2,353 | |
Inventory | 202 | |
Property, plant and equipment | 74 | |
Other assets | 94 | |
Goodwill | 8,261 | |
Intangible assets (Note 7) | 9,440 | |
Total assets acquired | 20,424 | |
Accounts payable and accrued liabilities | (4,531) | |
Total liabilities assumed | (4,531) | |
Total net assets acquired | $ 15,893 |
Goodwill - Schedule of Change i
Goodwill - Schedule of Change in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Mar. 31, 2020 | |
Goodwill [Line Items] | ||
Goodwill | $ 813,658 | $ 821,919 |
Accumulated impairment losses | (44,636) | (44,636) |
Goodwill, net | 769,022 | 777,283 |
Acquisitions | 8,261 | |
Northeast | ||
Goodwill [Line Items] | ||
Goodwill | 97,102 | 97,102 |
Accumulated impairment losses | (494) | (494) |
Goodwill, net | 96,608 | 96,608 |
Southeast | ||
Goodwill [Line Items] | ||
Goodwill | 60,691 | 68,952 |
Accumulated impairment losses | (615) | (615) |
Goodwill, net | 60,076 | 68,337 |
Acquisitions | 8,261 | |
South | ||
Goodwill [Line Items] | ||
Goodwill | 343,919 | 343,919 |
Accumulated impairment losses | (43,527) | (43,527) |
Goodwill, net | 300,392 | 300,392 |
West | ||
Goodwill [Line Items] | ||
Goodwill | 311,946 | 311,946 |
Goodwill, net | $ 311,946 | $ 311,946 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill amortization period | 15 years |
Intangible Assets - Summary of
Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 252,525 | $ 243,085 |
Accumulated Amortization | (120,360) | (114,697) |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 191,305 | 183,445 |
Accumulated Amortization | (81,619) | (77,016) |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 52,061 | 51,361 |
Accumulated Amortization | (36,556) | (36,082) |
Subcontractor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5,440 | 4,700 |
Accumulated Amortization | (584) | (131) |
Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,719 | 3,579 |
Accumulated Amortization | $ (1,601) | $ (1,468) |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Finite Lived Intangible Assets [Line Items] | ||
Amortization Expenses | $ 5.7 | $ 3.9 |
Bianchi Company Inc | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets in connection with acquisition | $ 9.4 | |
Weighted average useful lives of the acquired assets | 8 years 2 months 12 days | |
Bianchi Company Inc | Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets in connection with acquisition | $ 7.9 | |
Weighted average useful lives of the acquired assets | 9 years 3 months 18 days | |
Bianchi Company Inc | Subcontractor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets in connection with acquisition | $ 0.7 | |
Weighted average useful lives of the acquired assets | 3 years | |
Bianchi Company Inc | Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets in connection with acquisition | $ 0.7 | |
Weighted average useful lives of the acquired assets | 3 years | |
Bianchi Company Inc | Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets in connection with acquisition | $ 0.1 | |
Weighted average useful lives of the acquired assets | 3 years |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization Expense for Intangible Assets (Detail) $ in Thousands | Mar. 31, 2020USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2020 (from April 1, 2020) | $ 16,262 |
2021 | 20,231 |
2022 | 18,671 |
2023 | 15,408 |
2024 | 14,094 |
Thereafter | 47,499 |
Total future net intangible amortization expense | $ 132,165 |
Employee Stock-Based Compensa_3
Employee Stock-Based Compensation - Additional Information (Detail) - 2014 Incentive Plan | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Time Based Restricted Stock Unit Grants | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 291,000 |
Weighted average grant date fair value, granted | $ / shares | $ 22.71 |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Vesting Over Three Years | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 206,000 |
Stock award granted vesting period | 3 years |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Tranche One | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock award vesting percentage | 33.00% |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Tranche Two | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock award vesting percentage | 33.00% |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Tranche Three | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock award vesting percentage | 33.00% |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Vesting On Second Anniversary | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 85,000 |
Performance Market and Service Condition Based Restricted Stock Unit Grants | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 206,000 |
Stock award granted vesting period | 3 years |
Weighted average grant date fair value, granted | $ / shares | $ 23.18 |
Increased percentage of number of shares of additional common stock earned | 10.00% |
Decreased percentage of number of shares of additional common stock earned | 10.00% |
Performance Market and Service Condition Based Restricted Stock Unit Grants | Minimum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Percentage of number of shares of common stock earned | 0.00% |
Performance Market and Service Condition Based Restricted Stock Unit Grants | Maximum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Percentage of number of shares of common stock earned | 200.00% |
Employee Stock-Based Compensa_4
Employee Stock-Based Compensation - Restricted Stock Unit Valuation (Detail) - Performance Market and Service Condition Based Restricted Stock Unit Grants | 3 Months Ended |
Mar. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected volatility (company) | 40.00% |
Expected volatility (peer group median) | 40.00% |
Correlation between the company and peer group median | 0.5 |
Expected dividend yield | 0.00% |
Risk-free rate | 0.90% |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Income Tax Rate to Our Effective Rate for Continuing Operations (Detail) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Statutory federal income tax rate | 21.00% | 21.00% |
State income taxes, net of federal income tax | 2.20% | 4.20% |
Stock compensation windfall benefit | (16.00%) | (0.10%) |
Permanent differences and other | (4.40%) | (1.10%) |
Total effective rate for continuing operations | 2.80% | 24.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Mar. 31, 2020USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
Outstanding letters of credit | $ 82.2 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2020StoreStatesRegionSegment | |
Segment Reporting [Abstract] | |
Number of Locations | Store | 400 |
Number of states | States | 40 |
Number of geographic regions | Region | 9 |
Number of operating segments | Segment | 9 |
Segment Information - Schedule
Segment Information - Schedule of Reconciling Information by Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Net Sales | $ 1,787,021 | $ 1,631,300 |
Depreciation & Amortization | 29,400 | 23,576 |
Interest | 51,931 | 24,901 |
Income before income taxes | 9,016 | 46,990 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 1,712,528 | 1,567,384 |
Depreciation & Amortization | 21,765 | 17,434 |
Interest | 25,223 | 25,400 |
Income before income taxes | 48,946 | 53,106 |
Operating Segments | Northeast | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 295,573 | 285,789 |
Depreciation & Amortization | 3,497 | 3,205 |
Interest | 4,931 | 5,177 |
Income before income taxes | 4,616 | 7,244 |
Operating Segments | Southeast | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 400,384 | 386,673 |
Depreciation & Amortization | 3,843 | 3,033 |
Interest | 5,306 | 5,582 |
Income before income taxes | 16,577 | 17,256 |
Operating Segments | South | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 499,804 | 458,609 |
Depreciation & Amortization | 6,831 | 4,832 |
Interest | 5,664 | 5,900 |
Income before income taxes | 23,333 | 29,010 |
Operating Segments | West | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 516,767 | 436,313 |
Depreciation & Amortization | 7,594 | 6,364 |
Interest | 9,322 | 8,741 |
Income before income taxes | 4,420 | (404) |
All other | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 74,493 | 63,916 |
Depreciation & Amortization | 7,635 | 6,142 |
Interest | 26,708 | (499) |
Income before income taxes | $ (39,930) | $ (6,116) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | |||
Apr. 30, 2020 | Mar. 31, 2020 | Feb. 29, 2020 | Dec. 31, 2019 | |
Subsequent Event [Line Items] | ||||
Debt instrument carrying amount | $ 1,579,118 | $ 1,299,982 | ||
2027 Notes | ||||
Subsequent Event [Line Items] | ||||
Debt instrument carrying amount | $ 427,500 | $ 47,500 | $ 475,000 | |
Subsequent Event | 2027 Notes | ||||
Subsequent Event [Line Items] | ||||
Debt instrument carrying amount | $ 350,000 | |||
Net percentage of proceeds from debt issuance | 98.75% |