Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 03, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | BUILDERS FIRSTSOURCE, INC. | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | BLDR | |
Security Exchange Name | NYSE | |
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 $0.01 per share | |
Entity Common Stock, Shares Outstanding | 207,208,436 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-40620 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2084569 | |
Entity Address, Address Line One | 2001 Bryan Street | |
Entity Address, Address Line Two | Suite 1600 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 214 | |
Local Phone Number | 880-3500 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 5,576,682 | $ 1,945,643 | $ 9,750,457 | $ 3,732,664 |
Cost of sales | 3,993,531 | 1,428,311 | 7,097,752 | 2,749,919 |
Gross margin | 1,583,151 | 517,332 | 2,652,705 | 982,745 |
Selling, general and administrative expenses | 902,913 | 388,077 | 1,724,511 | 792,543 |
Income from operations | 680,238 | 129,255 | 928,194 | 190,202 |
Interest expense, net | 27,795 | 26,812 | 59,639 | 78,743 |
Income before income taxes | 652,443 | 102,443 | 868,555 | 111,459 |
Income tax expense | 155,208 | 23,519 | 198,740 | 23,768 |
Net income | $ 497,235 | $ 78,924 | $ 669,815 | $ 87,691 |
Net income per share: | ||||
Basic | $ 2.40 | $ 0.68 | $ 3.24 | $ 0.75 |
Diluted | $ 2.39 | $ 0.67 | $ 3.21 | $ 0.75 |
Weighted average common shares: | ||||
Basic | 207,114 | 116,634 | 206,844 | 116,446 |
Diluted | 208,318 | 117,547 | 208,470 | 117,520 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 90,266 | $ 423,806 |
Accounts receivable, less allowances of $33,494 and $17,637 at June 30, 2021 and December 31, 2020, respectively | 2,174,674 | 880,018 |
Other receivables | 137,304 | 76,436 |
Inventories, net | 2,074,448 | 784,527 |
Other current assets | 438,383 | 58,895 |
Total current assets | 4,915,075 | 2,223,682 |
Property, plant and equipment, net | 1,300,680 | 749,130 |
Operating lease right-of-use assets, net | 429,940 | 274,562 |
Goodwill | 2,535,360 | 785,305 |
Intangible assets, net | 1,422,649 | 119,882 |
Other assets, net | 22,390 | 21,110 |
Total assets | 10,626,094 | 4,173,671 |
Current liabilities: | ||
Accounts payable | 1,318,446 | 600,357 |
Accrued liabilities | 831,852 | 385,536 |
Current portion of operating lease liabilities | 91,134 | 61,625 |
Current maturities of long-term debt | 11,316 | 27,335 |
Total current liabilities | 2,252,748 | 1,074,853 |
Noncurrent portion of operating lease liabilities | 347,823 | 219,239 |
Long-term debt, net of current maturities, discounts and issuance costs | 2,043,817 | 1,596,905 |
Deferred income taxes | 362,061 | 49,495 |
Other long-term liabilities | 137,190 | 80,396 |
Total liabilities | 5,143,639 | 3,020,888 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 10,000 shares authorized; zero shares issued and outstanding | ||
Common stock, $0.01 par value, 300,000 shares authorized; 207,196 and 116,829 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively | 2,072 | 1,168 |
Additional paid-in capital | 4,248,194 | 589,241 |
Retained earnings | 1,232,189 | 562,374 |
Total stockholders' equity | 5,482,455 | 1,152,783 |
Total liabilities and stockholders' equity | $ 10,626,094 | $ 4,173,671 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEET (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Allowances on trade accounts receivable | $ 33,494 | $ 17,637 |
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 | 300,000,000 | 300,000,000 |
Common stock, shares issued | 207,196,000 | 116,829,000 |
Common stock, shares outstanding | 207,196,000 | 116,829,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 669,815 | $ 87,691 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 261,553 | 57,875 |
Deferred income taxes | (32,753) | 2,248 |
Stock-based compensation expense | 18,867 | 6,720 |
Other non-cash adjustments | 3,534 | 6,748 |
Changes in assets and liabilities, net of assets acquired and liabilities assumed: | ||
Receivables | (867,143) | (69,991) |
Inventories | (840,283) | (53,685) |
Other current assets | (53,672) | 2,987 |
Other assets and liabilities | 10,201 | 39,452 |
Accounts payable | 448,527 | 108,152 |
Accrued liabilities | 177,578 | (18,311) |
Net cash (used in) provided by operating activities | (203,776) | 169,886 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (98,293) | (54,809) |
Proceeds from sale of property, plant and equipment | 9,321 | 1,451 |
Cash acquired in BMC Merger | 167,490 | |
Prepayments for acquisitions | (225,000) | |
Cash used for acquisitions | (24,833) | (15,893) |
Net cash used in investing activities | (171,315) | (69,251) |
Cash flows from financing activities: | ||
Borrowings under revolving credit facility | 1,769,000 | 791,000 |
Repayments under revolving credit facility | (1,233,000) | (818,000) |
Proceeds from long-term debt and other loans | 895,625 | |
Repayments of long-term debt and other loans | (470,330) | (557,964) |
Payments of debt extinguishment costs | (2,475) | (22,686) |
Payments of loan costs | (4,272) | (13,800) |
Exercise of stock options | 335 | 708 |
Repurchase of common stock | (17,707) | (4,153) |
Net cash provided by financing activities | 41,551 | 270,730 |
Net change in cash and cash equivalents | (333,540) | 371,365 |
Cash and cash equivalents at beginning of period | 423,806 | 14,096 |
Cash and cash equivalents at end of period | 90,266 | 385,461 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 53,600 | 55,356 |
Cash paid for income taxes | 191,070 | 335 |
Supplemental disclosures of non-cash activities: | ||
Non-cash consideration for the BMC Merger | 3,658,362 | |
Accrued purchases of property, plant and equipment | 9,616 | 1,900 |
Right-of-use assets obtained in exchange for operating lease obligations | 29,146 | 25,960 |
Assets acquired under finance lease obligations | $ 1,644 | $ 10,132 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings |
Balance at Dec. 31, 2019 | $ 824,953 | $ 1,161 | $ 574,955 | $ 248,837 |
Balance, shares at Dec. 31, 2019 | 116,052 | |||
Vesting of restricted stock units | $ 6 | (6) | ||
Vesting of restricted stock units, shares | 579 | |||
Stock-based 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 | |||
Balance at Dec. 31, 2019 | 824,953 | $ 1,161 | 574,955 | 248,837 |
Balance, shares at Dec. 31, 2019 | 116,052 | |||
Net income | 87,691 | |||
Balance at Jun. 30, 2020 | 915,934 | $ 1,167 | 578,239 | 336,528 |
Balance, shares at Jun. 30, 2020 | 116,701 | |||
Balance at Mar. 31, 2020 | 833,538 | $ 1,165 | 574,769 | 257,604 |
Balance, shares at Mar. 31, 2020 | 116,545 | |||
Vesting of restricted stock units | $ 2 | (2) | ||
Vesting of restricted stock units, shares | 130 | |||
Stock-based compensation expense | 3,466 | 3,466 | ||
Exercise of stock options | 325 | 325 | ||
Exercise of stock options, shares | 48 | |||
Shares withheld for restricted stock units vested | (319) | (319) | ||
Shares withheld for restricted stock units vested, shares | (22) | |||
Net income | 78,924 | 78,924 | ||
Balance at Jun. 30, 2020 | 915,934 | $ 1,167 | 578,239 | 336,528 |
Balance, shares at Jun. 30, 2020 | 116,701 | |||
Balance at Dec. 31, 2020 | $ 1,152,783 | $ 1,168 | 589,241 | 562,374 |
Balance, shares at Dec. 31, 2020 | 116,829 | 116,829 | ||
Merger consideration | $ 3,658,362 | $ 896 | 3,657,466 | |
Merger consideration, shares | 89,586 | |||
Vesting of restricted stock units | $ 6 | (6) | ||
Vesting of restricted stock units, shares | 648 | |||
Stock-based compensation expense | 10,402 | 10,402 | ||
Exercise of stock options | 235 | $ 1 | 234 | |
Exercise of stock options, shares | 27 | |||
Shares withheld for restricted stock units vested | (10,417) | $ (2) | (10,415) | |
Shares withheld for restricted stock units vested, shares | (232) | |||
Net income | 172,580 | 172,580 | ||
Balance at Mar. 31, 2021 | 4,983,945 | $ 2,069 | 4,246,922 | 734,954 |
Balance, shares at Mar. 31, 2021 | 206,858 | |||
Balance at Dec. 31, 2020 | $ 1,152,783 | $ 1,168 | 589,241 | 562,374 |
Balance, shares at Dec. 31, 2020 | 116,829 | 116,829 | ||
Net income | $ 669,815 | |||
Balance at Jun. 30, 2021 | $ 5,482,455 | $ 2,072 | 4,248,194 | 1,232,189 |
Balance, shares at Jun. 30, 2021 | 207,196 | 207,196 | ||
Balance at Mar. 31, 2021 | $ 4,983,945 | $ 2,069 | 4,246,922 | 734,954 |
Balance, shares at Mar. 31, 2021 | 206,858 | |||
Vesting of restricted stock units | $ 5 | (5) | ||
Vesting of restricted stock units, shares | 472 | |||
Stock-based compensation expense | 8,465 | 8,465 | ||
Exercise of stock options | 99 | 99 | ||
Exercise of stock options, shares | 16 | |||
Shares withheld for restricted stock units vested | (7,289) | $ (2) | (7,287) | |
Shares withheld for restricted stock units vested, shares | (150) | |||
Net income | 497,235 | 497,235 | ||
Balance at Jun. 30, 2021 | $ 5,482,455 | $ 2,072 | $ 4,248,194 | $ 1,232,189 |
Balance, shares at Jun. 30, 2021 | 207,196 | 207,196 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2021 | |
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 550 locations in 39 states across the United States. In this quarterly report, references to the “Company,” “we,” “our,” “ours” or “us” 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 Company’s 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, 2020 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, 2020 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, 2020 included in our most recent annual report on Form 10-K, as amended (“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. Segments We offer an integrated solution to our customers by providing manufacturing, supply, and installation of a full range of structural and related building products 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 our approximately 550 locations operating in 39 states across the United States. Following the merger with BMC Stock Holdings, Inc. on January 1, 2021, which is discussed in Note 2 to these condensed consolidated financial statements, the Company reorganized the structure of its internal organization. Given the span and depth of our geographical reach, our locations are organized into three geographical divisions (East, Central, and West), which are also our operating segments. Our operating divisions are organized on a geographical basis to facilitate a disaggregated management of the Company and to respond to the local needs of the customers in the markets we serve. All of our segments have similar customers, products and services, and distribution methods. Due to these similarities, along with the similar economic profitability achieved across all our operating segments, we aggregate our three operating segments into one reportable segment. 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 (“CODM”). The accounting policies of our operating segments are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in our Form 10-K. Since the Company operates in one reportable segment, the primary measures reviewed by the CODM, including revenue, gross margin and income before income taxes, are shown in these condensed consolidated financial statements. Business Combinations When they meet the requirements under ASC 805, Business Combinations Comprehensive Income Comprehensive income is equal to the net income for all periods presented. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. Other Current Assets Other current assets consist primarily of our prepayment on acquisitions expected to be closed within one year, refer to Note 2 for more details, held-for-sale assets expected to be disposed within one year, and prepaid expenses . Recent Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The purpose of ASU 2020-04 is to provide optional guidance for a period of time related to accounting for reference rate reform on financial reporting. It is intended to reduce the potential burden of reviewing contract modifications related to discontinued rates. The amendments and expedients in this update are effective as of March 12, 2020 through December 31, 2022 and may be elected by topic. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. In December 2019, the FASB issued an update to existing guidance under the Income Taxes Income Taxes |
Business Combinations and Dispo
Business Combinations and Dispositions | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations and Dispositions | 2. Business Combinations and Dispositions On January 1, 2021, we completed our previously announced all stock merger transaction with BMC Stock Holdings, Inc., a Delaware corporation (“BMC”), pursuant to the Agreement and Plan of Merger, dated as of August 26, 2020 (as amended, restated, supplemented, or otherwise modified from time to time, the “Merger Agreement”), by and among Builders FirstSource, Inc., Boston Merger Sub I Inc., a Delaware corporation and direct wholly owned subsidiary of Builders FirstSource, Inc. (“Merger Sub”) and BMC. On the terms and subject to the conditions set forth in the Merger Agreement, on January 1, 2021, Merger Sub merged with and into BMC, with BMC continuing as the surviving corporation and a wholly owned subsidiary of Builders FirstSource, Inc. (the “BMC Merger”). The BMC Merger expands the Company’s geographic reach and value-added offerings. The BMC Merger was accounted for by the acquisition method, and accordingly the results of operations have been included in the Company’s consolidated financial statements from the acquisition date. Net sales and income before income taxes attributable to BMC were $1.8 billion and $179.6 million, respectively, for the three months ended June 30, 2021. Net sales and income before income taxes attributable to BMC were $3.2 billion and $223.1 million, respectively, for the six months ended June 30, 2021. Income before income taxes attributable to BMC reflects an increase in depreciation and amortization expense related to the recording of these assets at fair value as of the acquisition date and is also impacted by changes in the business post-acquisition. The consideration transferred was allocated to the identifiable assets acquired and liabilities assumed based on estimated fair values at the acquisition date, with the excess recorded as goodwill. The fair value of acquired intangible assets of $1.5 billion was primarily related to customer relationships. Immediately following the BMC Merger, the Company settled certain assumed long-term debt of $359.8 million using cash on hand. We incurred transaction-related costs of $0 and $17.6 million related to the BMC Merger during the three and six months ended June 30, 2021, respectively, which are included in selling, general and administrative expenses in the accompanying condensed consolidated statement of operations. The consideration transferred was determined as the sum of the following: (A) the price per share of the Company’s common stock (“BFS common stock”) of $40.81 (based on the closing price per share of BFS common stock on December 31, 2020), multiplied by each of: (1) the approximately 88.7 million shares of BFS common stock issued to BMC stockholders in the BMC Merger (based on the number of shares of BMC common stock outstanding on December 31, 2020, multiplied by the exchange ratio as set forth in the Merger Agreement); and (2) the approximately 0.9 million shares of BFS common stock issued to holders of outstanding BMC restricted stock awards in connection with the BMC Merger (based on the number of BMC restricted stock awards outstanding as of December 31, 2020 (with performance-based awards vesting at target level of performance), multiplied by the exchange ratio as set forth in the Merger Agreement); plus (B) the fair value attributable to fully vested, outstanding options for BMC common stock held by current BMC employees that were assumed by the Company at the effective time and became options to purchase BFS common stock, with the number of shares and exercise price adjusted by the exchange ratio. The calculation of consideration transferred is as follows (in thousands, except ratios and per share amounts): Number of BMC common shares outstanding 67,568 Exchange ratio for common shares outstanding per Merger Agreement 1.3125 Shares of BFS common stock issued for BMC outstanding common stock 88,683 Number of BMC stock awards that vested as a result of the BMC Merger 688 Exchange ratio for stock awards expected to vest per Merger Agreement 1.3125 Shares of BFS common stock issued for BMC vested restricted stock awards 903 Price per share of BFS common stock $ 40.81 Fair value of BFS common stock issued for BMC outstanding common stock and vested equity awards $ 3,655,988 Fair value of modified BMC fully vested, unexercised options 2,374 Total consideration transferred $ 3,658,362 On May 3, 2021, we acquired certain assets and operations of John’s Lumber and Hardware Co. (“John’s Lumber”) for $ 24.8 This transaction was accounted for by the acquisition method, and accordingly the results of operations have been included in the Company’s 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 $2.6 million was primarily related to customer relationships. Pro forma results of operations as well as net sales and income attributable to John’s Lumber 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. On June 28, 2021, we entered into an agreement to acquire WTS Paradigm, LLC (“Paradigm”), a software solutions and services provider for the building products industry for $450.0 million subject to customary adjustments. As consideration for entering into the agreement and for Paradigm forgoing other opportunities, we agreed to pay $225.0 million of the purchase price (“Exclusivity Payment”) upon signing of the agreement, which has been included within Other current assets in the condensed consolidated balance sheet as of June 30, 2021. The Exclusivity Payment is creditable against both the purchase price and a termination fee that is equal to the purchase price less the Exclusivity Payment ( The closing of the Paradigm acquisition is subject to the satisfaction or waiver of certain customary conditions to closing, including the termination or expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Approval”). In the event that the agreement is terminated due to a failure to obtain the required HSR Approval before June 28, 2022 (subject to certain extensions) or due to the presence of a law or order related either to antitrust matters or certain customer litigation that prohibits the closing of the acquisition, we shall be required to pay the Termination Fee, subject to certain limited exceptions. In the event we pay the Termination Fee, the Paradigm business is required to be sold with the aggregate proceeds from such a sale remitted to the Company. On July 26, 2021, we completed the sale of our standalone Eastern U.S. gypsum distribution operations (“Disposal Group”) for total cash proceeds of approximately $76 million. The disposition meets the criteria to be classified as held-for-sale as of June 30, 2021 and therefore the assets and liabilities of the Disposal Group have been included in other current assets and accrued liabilities, respectively, in the condensed consolidated balance sheet as of June 30, 2021. The disposition does not meet the criteria for discontinued operations classification, thus the results of operations for this Disposal Group are reported within the Company’s one reportable segment in the condensed consolidated statement of operations for the three and six months ended June 30, 2021. The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed for the BMC Merger and other acquisitions (in thousands): BMC Merger All Other Acquisitions Total Cash and cash equivalents $ 167,490 $ - $ 167,490 Accounts receivable 469,204 8,815 478,019 Other receivables 36,704 83 36,787 Inventories 460,146 7,308 467,454 Other current assets 32,891 56 32,947 Property, plant and equipment 555,170 831 556,001 Operating lease right-of-use assets 179,133 2,448 181,581 Goodwill 1,751,604 8,374 1,759,978 Intangible assets 1,470,000 2,550 1,472,550 Other assets 6,244 - 6,244 Total assets $ 5,128,586 $ 30,465 $ 5,159,051 Accounts payable $ 279,980 $ 1,673 $ 281,653 Accrued liabilities 246,119 1,469 247,588 Operating lease liabilities 180,650 2,448 183,098 Long-term debt 366,797 42 366,839 Deferred income taxes 349,971 - 349,971 Other long-term liabilities 46,707 - 46,707 Total liabilities $ 1,470,224 $ 5,632 $ 1,475,856 Total consideration transferred $ 3,658,362 $ 24,833 $ 3,683,195 The following table reflects the pro forma operating results for the Company which gives effect to the BMC Merger as if it had occurred on January 1, 2020 (in thousands). The pro forma results are based on assumptions that the Company believes are reasonable under the circumstances. The pro forma results are not necessarily indicative of future results. The pro forma financial information includes the historical results of the Company and BMC adjusted for certain items, which are described below, and does not include the effects of any synergies or cost reduction initiatives related to the BMC Merger. Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net sales $ 5,576,682 $ 2,925,539 $ 9,750,457 $ 5,633,439 Net income (loss) 526,169 70,147 761,608 (16,514 ) Pro forma net income (loss) reflects the following adjustments: • Property, plant and equipment and intangible assets are assumed to be recorded at their estimated fair values as of January 1, 2020, and are depreciated or amortized over their estimated useful lives from that date. • Transaction-related expenses of $57.7 million are assumed to have occurred on January 1, 2020, and are presented as an expense during the six months ended June 30, 2020. • Interest expense related to certain assumed long-term debt settled in connection with the BMC Merger has been adjusted. • Cost of sales related to the sell-through of inventory stepped up in value in connection with the BMC Merger has been adjusted and is presented as cost of sales during the six months ended June 30, 2020. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 3. Revenue The following table disaggregates our sales by product category (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Lumber & lumber sheet goods $ 2,604,030 $ 622,158 $ 4,332,525 $ 1,174,639 Manufactured products 1,091,423 365,782 1,907,555 720,240 Windows, doors & millwork 837,946 404,054 1,556,503 795,370 Siding, metal & concrete products 414,897 200,575 716,806 369,460 Gypsum, roofing & insulation 191,749 125,789 338,189 236,641 Other building products & services 436,637 227,285 898,879 436,314 Net sales $ 5,576,682 $ 1,945,643 $ 9,750,457 $ 3,732,664 Net sales from installation and construction services was less than 10% of the Company’s 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 are included in accounts receivable on our condensed consolidated balance sheet and were $218.1 million and $57.3 million as of June 30, 2021 and December 31, 2020, respectively. Contract liabilities consist of deferred revenue and customer advances and deposits. Contract liability balances are included in accrued liabilities on our condensed consolidated balance sheet and were $149.2 million and $58.5 million as of June 30, 2021 and December 31, 2020, respectively. The increase in contract assets and liabilities during the three and six months ended June 30, 2021 was primarily related to contract assets and liabilities acquired in the BMC Merger. |
Net Income per Common Share
Net Income per Common Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | 4. Net Income per Common Share Net income per common share (“EPS”) 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 June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net income $ 497,235 $ 78,924 $ 669,815 $ 87,691 Denominator: Weighted average shares outstanding, basic 207,114 116,634 206,844 116,446 Dilutive effect of options and RSUs 1,204 913 1,626 1,074 Weighted average shares outstanding, diluted 208,318 117,547 208,470 117,520 Net income per share: Basic $ 2.40 $ 0.68 $ 3.24 $ 0.75 Diluted $ 2.39 $ 0.67 $ 3.21 $ 0.75 Antidilutive and contingent RSUs excluded from diluted EPS 424 651 252 434 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 5. Property, Plant and Equipment Property, plant and equipment consisted of the following (in thousands): June 30, 2021 December 31, 2020 Land $ 331,314 $ 206,321 Buildings and improvements 542,732 386,922 Machinery and equipment 822,480 517,543 Furniture, fixtures and computer equipment 125,858 102,309 Construction in progress 57,500 16,568 Finance lease right-of-use assets 7,976 43,256 Property, plant and equipment 1,887,860 1,272,919 Less: accumulated depreciation 587,180 523,789 Property, plant and equipment, net $ 1,300,680 $ 749,130 Depreciation expense was $46.6 million and $22.8 million, of which $10.6 million and $5.1 million was included in cost of sales, for the three months ended June 30, 2021 and 2020, respectively. Depreciation expense was $92.3 million and $46.6 million, of which $20.9 million and $10.1 million was included in cost of sales, for the six months ended June 30, 2021 and 2020, respectively. Included in property, plant and equipment are certain assets held under other finance obligations. These assets are recorded at the present value of the lease payments and include land, buildings and equipment. Amortization charges associated with assets held under other finance obligations are included in depreciation expense. The following balances held under other finance obligations are included on the accompanying condensed consolidated balance sheets (in thousands): June 30, 2021 December 31, 2020 Land $ 113,773 $ 116,638 Buildings and improvements 124,540 131,390 Assets held under other finance obligations 238,313 248,028 Less: accumulated amortization 23,915 25,015 Assets held under other finance obligations, net $ 214,398 $ 223,013 |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 6. Goodwill The following table sets forth the changes in the carrying amount of goodwill (in thousands): Balance as of December 31, 2020 (1) $ 785,305 BMC Merger 1,751,604 All other acquisitions 8,374 Reclassification of held-for-sale assets (9,923 ) Balance as of June 30, 2021 (1) $ 2,535,360 (1) In 2021, the change in the carrying amount of goodwill is attributable to the BMC Merger and other acquisitions. As a result of the change in segments discussed in Note 1 to these condensed consolidated financial statements, the Company has determined that the reporting units used in the analysis of goodwill impairment should align with its three operating segments. As of June 30, 2021, no triggering events have occurred. The amount allocated to goodwill is attributable to the assembled workforce as well as expected growth from the expanded product and service offerings of BMC and our other acquisitions. The goodwill recognized from the BMC Merger will not be deductible for tax purposes. The goodwill recognized from the John’s Lumber acquisition is expected to be deductible for tax purposes and will be amortizable ratably over a 15-year period for tax purposes. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 7. Intangible Assets The following table presents intangible assets (in thousands) as of: June 30, 2021 December 31, 2020 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer relationships $ 1,534,268 $ (205,237 ) $ 195,435 $ (94,690 ) Trade names 185,361 (95,783 ) 52,061 (38,138 ) Subcontractor relationships 5,440 (2,851 ) 5,440 (1,944 ) Non-compete agreements 3,719 (2,268 ) 3,719 (2,001 ) Total intangible assets $ 1,728,788 $ (306,139 ) $ 256,655 $ (136,773 ) In connection with the BMC Merger and John’s Lumber acquisition, we recorded intangible assets of $1,472.6 million, which includes $1,339.3 million of customer relationships and $133.3 million of trade names. The weighted average useful lives of the acquired intangible assets are 11.3 years in total, 11.4 years for customer relationships and 5.5 years for trade names, respectively. The fair value of acquired intangible assets 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 Company’s historical experience, future projections and comparable market data include future cash flows, long-term growth rates, attrition rates and discount rates In connection with the disposal of our gypsum stand-alone operations, we reclassified $0.5 million of intangible assets to held-for-sale assets as of June 30, 2021. Refer to Note 2 – Business Combinations and Dispositions for additional information. During the three and six months ended June 30, 2021, we recorded amortization expense in relation to the above-listed intangible assets of $80.6 million and $169.3 million, respectively. During the three and six months ended June 30, 2020, we recorded amortization expense in relation to the above-listed intangible assets of $5.6 million and $11.3 million, respectively. The following table presents the estimated amortization expense for intangible assets for the years ending December 31 (in thousands): 2021 (from July 1, 2021) $ 168,905 2022 200,574 2023 174,217 2024 153,359 2025 134,723 Thereafter 590,871 Total future net intangible amortization expense $ 1,422,649 |
Accrued Liabilities
Accrued Liabilities | 6 Months Ended |
Jun. 30, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | 8. Accrued Liabilities Accrued liabilities consisted of the following (in thousands) as of: June 30, 2021 December 31, 2020 Accrued payroll and other employee related expenses $ 336,380 $ 176,379 Contract liabilities 149,206 58,455 Accrued business taxes 98,124 46,717 Income taxes payable 78,807 12,236 Self-insurance reserves 72,316 38,642 Accrued rebates payable 28,539 18,592 Accrued interest 13,179 13,567 Other 55,301 20,948 Total accrued liabilities $ 831,852 $ 385,536 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 9. Long-Term Debt Long-term debt consisted of the following (in thousands) as of: June 30, 2021 December 31, 2020 2026 revolving credit facility (1) $ 611,000 $ 75,000 2027 notes 695,000 777,500 2030 notes 550,000 550,000 Other finance obligations 208,772 216,072 Finance lease obligations 6,535 23,873 2,071,307 1,642,445 Unamortized debt discount/premium and debt issuance costs (16,174 ) (18,205 ) 2,055,133 1,624,240 Less: current maturities of long-term debt and lease obligations 11,316 27,335 Long-term debt, net of current maturities $ 2,043,817 $ 1,596,905 (1) The weighted average interest rate was 2.8% and 3.8% as of June 30, 2021 and December 31, 2020, respectively. 2021 Debt Transactions On January 29, 2021, the Company amended its revolving credit facility to increase the total commitments by an aggregate amount of $500.0 million resulting in a new $1.4 billion amended credit facility, and to extend the maturity date from November 2023 January 2026 during the six months ended June 30, 2021. Approximately $4.3 million of new debt issuance costs related to the amendment will be deferred through January 2026. The 2026 facility is discussed in more detail below. On March 3, 2021, pursuant to the optional call feature in the indenture governing our 6.75% senior secured notes due 2027 (the “2027 notes”), $82.5 million of 2027 notes were redeemed at a redemption price equal to 103% of the principal amount of the notes, plus accrued and unpaid interest. 2026 Revolving Credit Facility The 2026 facility provides for a $1.4 billion revolving credit line to be used for working capital, general corporate purposes and funding capital expenditures and growth opportunities. In addition, we may use borrowings under the 2026 facility to facilitate debt repayment and consolidation. The available borrowing capacity, or borrowing base, is derived from a percentage of the Company’s eligible receivables and inventory, as defined by the agreement, subject to certain reserves. As of June 30, 2021, we had $ million in outstanding borrowings under our 2026 facility and our net excess borrowing availability was million after being reduced by outstanding letters of credit totaling $ million. Borrowings under the 2026 facility bear interest, at our option, at either a eurodollar rate or a base rate, plus, in each case, an applicable margin. The applicable margin ranges from 1.50% to 2.00% per annum in the case of eurodollar rate loans and 0.50% to 1.00% per annum in the case of base rate loans. The margin in either case is based on a measure of availability under the 2026 facility. A variable commitment fee, currently 0.375% per annum, is charged on the unused amount of the revolver based on quarterly average loan utilization. Letters of credit under the 2026 facility are assessed at a rate equal to the applicable eurodollar margin, currently 1.50%, as well as a fronting fee at a rate of 0.125% per annum. These fees are payable quarterly in arrears at the end of March, June, September, and December. All obligations under the 2026 facility are guaranteed jointly and severally by the Company and all other subsidiaries that guarantee the 2027 notes and our 5.00% unsecured senior notes due 2030 (the “2030 notes”). All obligations and the guarantees of those obligations are secured by substantially all of the assets of the Company and the guarantors subject to certain exceptions and permitted liens, including with respect to the 2026 facility, a first-priority security interest in such assets that constitute ABL Collateral (as defined below) and a second-priority security interest in such assets that constitute Notes Collateral (as defined below). “ABL Collateral” includes substantially all presently owned and after-acquired accounts receivable, inventory, rights of unpaid vendors with respect to inventory, deposit accounts, commodity accounts, securities accounts and lock boxes, investment property, cash and cash equivalents, and general intangibles, books and records, supporting obligations and documents and related letters of credit, commercial tort claims or other claims related to and proceeds of each of the foregoing. “Notes Collateral” includes all collateral that is not ABL Collateral. The 2026 facility contains restrictive covenants which, among other things, limit the Company’s ability to incur additional indebtedness, incur liens, engage in mergers or other fundamental changes, sell certain assets, pay dividends, make acquisitions or investments, prepay certain indebtedness, change the nature of our business, and engage in certain transactions with affiliates. In addition, the 2026 facility also contains a financial covenant requiring the satisfaction of a minimum fixed charge ratio of 1.00 to 1.00 if our excess availability falls below the greater of $80.0 million or 10% of the maximum borrowing amount, which was $140.0 million as of June 30, 2021. Fair Value As of June 30, 2021 and December 31, 2020, the Company does not have any financial instruments that are measured at fair value on a recurring basis. We have elected to report the value of our 2027 notes, 2030 notes and 2026 facility at amortized cost. The fair values of the 2027 notes and 2030 notes at June 30, 2021 were approximately $747.1 million and $577.0 million, respectively, and were determined using Level 2 inputs based on market prices. The carrying value of the 2026 facility at June 30, 2021 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 2026 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 June 30, 2021. |
Leases and Other Finance Obliga
Leases and Other Finance Obligations | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases and Other Finance Obligations | 10. Leases and Other Finance Obligations Right-of-use assets and lease liabilities consisted of the following (in thousands) as of: June 30, 2021 December 31, 2020 Assets Operating lease right-of-use assets, net $ 429,940 $ 274,562 Finance lease right-of-use assets, net (included in property, plant and equipment, net) 6,684 34,905 Total right-of-use assets $ 436,624 $ 309,467 Liabilities Current Current portion of operating lease liabilities $ 91,134 $ 61,625 Current portion of finance lease liabilities (included in current maturities of long-term debt) 1,771 12,178 Noncurrent Noncurrent portion of operating lease liabilities 347,823 219,239 Noncurrent portion of finance lease liabilities (included in long-term debt, net of current maturities) 4,764 11,695 Total lease liabilities $ 445,492 $ 304,737 Total lease costs consisted of the following (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Operating lease costs (1) $ 33,183 $ 21,321 $ 65,472 $ 42,993 Finance lease costs: Amortization of finance lease right-of-use assets 431 1,543 1,390 3,156 Interest on finance lease liabilities 71 345 265 659 Variable lease costs 6,709 4,413 13,481 8,662 Total lease costs $ 40,394 $ 27,622 $ 80,608 $ 55,470 (1) Includes short-term lease costs and sublease income which were not material for the three and six months ended June 30, 2021 and 2020. Future maturities of lease liabilities as of June 30, 2021 were as follows (in thousands): Finance Leases Operating Leases 2021 (from July 1, 2021) $ 1,101 $ 56,262 2022 1,805 105,734 2023 1,580 88,985 2024 731 72,001 2025 517 50,337 Thereafter 1,571 149,311 Total lease payments 7,305 522,630 Less: amount representing interest (770 ) (83,673 ) Present value of lease liabilities 6,535 438,957 Less: current portion (1,771 ) (91,134 ) Long-term lease liabilities, net of current portion $ 4,764 $ 347,823 Weighted average lease terms and discount rates were as follows: June 30, 2021 December 31, 2020 Weighted average remaining lease term (years) Operating leases 6.3 6.3 Finance leases 5.1 2.1 Weighted average discount rate Operating leases 5.5 % 6.3 % Finance leases 4.4 % 5.9 % The following table presents cash paid for amounts included in the measurement of lease liabilities (in thousands): Six Months Ended 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 61,287 $ 41,652 Operating cash flows from finance leases 265 659 Financing cash flows from finance leases 27,021 6,806 Residual value guarantees in our lease agreements are not material. Our lease agreements do not impose any significant restrictions or covenants on us. As of June 30, 2021, we do not have any material leases that have been signed, but have not yet commenced. Leases with related parties are not significant as of June 30, 2021 nor for the three and six months ended June 30, 2021 and 2020. Other Finance Obligations In addition to the operating and finance lease arrangements described above, the Company is party to 124 individual property lease agreements with a single lessor as of June 30, 2021. These lease agreements had initial terms ranging from nine to 15 years with renewal options in five-year We were deemed the owner of certain of our facilities during their construction period based on an evaluation made in accordance with the Leases As of June 30, 2021, other finance obligations consist of $208.8 million, with cash payments of $5.6 million and $10.7 million for the three and six months ended June 30, 2021, respectively. These other finance obligations are included on the condensed consolidated balance sheet as part of long-term debt. The related assets are recorded as components of property, plant, and equipment on the condensed consolidated balance sheet. Future minimum commitments for other finance obligations as of June 30, 2021 were as follows (in thousands): 2021 (from July 1, 2021) $ 8,472 2022 16,811 2023 16,818 2024 16,835 2025 16,836 Thereafter 174,300 Total $ 250,072 |
Employee Stock-Based Compensati
Employee Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Employee Stock-Based Compensation | 11. Employee Stock-Based Compensation Time Based Restricted Stock Unit Grants In the first six months of 2021, our board of directors granted 577,000 restricted stock units (“RSUs”) to employees under our 2014 Incentive Plan for which vesting is based solely on continuous employment over the requisite service period. 535,500 of the RSUs vest at 33 Performance and Service Condition Based Restrictive Stock Unit Grants In the first six months of 2021, our board of directors granted 37,000 RSUs to employees under our 2014 Incentive Plan for which vesting is based on the Company’s achievement of certain performance targets over a two-year Performance, Market and Service Condition Based Restricted Stock Unit Grants In the first six months of 2021, our board of directors granted 188,000 RSUs to employees under our 2014 Incentive Plan, that cliff vest on the third anniversary of the grant date based on the Company’s level of achievement of performance goals relating to return on invested capital over a three-year Expected volatility (company) 51.3% Expected volatility (peer group median) 42.9% Correlation between the Company and peer group median 0.6 Expected dividend yield 0.0% Risk-free rate 0.3% 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 Company’s 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 | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes A reconciliation of the statutory federal income tax rate to our effective rate for continuing operations is provided below: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % 21.0 % State income taxes, net of federal income tax 2.9 3.4 2.6 3.3 Stock-based compensation windfall benefit (0.5 ) (0.2 ) (0.9 ) (1.4 ) Permanent differences and other 0.4 (1.2 ) 0.2 (1.6 ) 23.8 % 23.0 % 22.9 % 21.3 % 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 industry’s cyclicality and sensitivity to changes in economic conditions, 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 | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies As of June 30, 2021, we had outstanding letters of credit totaling $126.4 million under our 2026 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 Company’s 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. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. Related Party Transactions Effective January 1, 2021, an executive officer of one of our customers, Ashton Woods USA, L.L.C., became a member of the Company’s board of directors. A 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 Company’s results for the six months ended June 30, 2021 or 2020. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events Debt Transactions On July 23, 2021, we completed a private offering of $1.0 billion in aggregate principal amount of 4.25% unsecured senior notes due 2032 (“2032 notes”) at an issue price equal to 100% of their par value Net proceeds from the offering were used to repay indebtedness outstanding under the 2026 facility and pay related transaction fees and expenses, with any remaining net proceeds to be used for general corporate purposes. Business Combinations On July 1, 2021, we completed our previously announced definitive agreement to acquire certain assets and the operations of Cornerstone Building Alliance SW, LLC (“Alliance”) for $400.0 million in cash, subject to certain closing adjustments. Alliance operates in Arizona, primarily serving the greater Phoenix, Tucson, and Prescott Valley metropolitan areas The accounting for this business combination has not been completed at the date of this filing given the proximity to the acquisition date. The acquisition will be accounted for by the acquisition method, and accordingly the results of operations will be included in the Company’s consolidated financial statements from the acquisition date. The purchase price will be allocated to the net assets acquired 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. Disposition Transaction As noted in Note 2, on July 26, 2021, the Company completed the sale of its standalone Eastern U.S. gypsum distribution operations for total cash proceeds of approximately $76 million. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Segments | Segments We offer an integrated solution to our customers by providing manufacturing, supply, and installation of a full range of structural and related building products 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 our approximately 550 locations operating in 39 states across the United States. Following the merger with BMC Stock Holdings, Inc. on January 1, 2021, which is discussed in Note 2 to these condensed consolidated financial statements, the Company reorganized the structure of its internal organization. Given the span and depth of our geographical reach, our locations are organized into three geographical divisions (East, Central, and West), which are also our operating segments. Our operating divisions are organized on a geographical basis to facilitate a disaggregated management of the Company and to respond to the local needs of the customers in the markets we serve. All of our segments have similar customers, products and services, and distribution methods. Due to these similarities, along with the similar economic profitability achieved across all our operating segments, we aggregate our three operating segments into one reportable segment. 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 (“CODM”). The accounting policies of our operating segments are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in our Form 10-K. Since the Company operates in one reportable segment, the primary measures reviewed by the CODM, including revenue, gross margin and income before income taxes, are shown in these condensed consolidated financial statements. |
Business Combinations | Business Combinations When they meet the requirements under ASC 805, Business Combinations |
Comprehensive Income | Comprehensive Income Comprehensive income is equal to the net income for all periods presented. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
Other Current Assets | Other Current Assets Other current assets consist primarily of our prepayment on acquisitions expected to be closed within one year, refer to Note 2 for more details, held-for-sale assets expected to be disposed within one year, and prepaid expenses . |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The purpose of ASU 2020-04 is to provide optional guidance for a period of time related to accounting for reference rate reform on financial reporting. It is intended to reduce the potential burden of reviewing contract modifications related to discontinued rates. The amendments and expedients in this update are effective as of March 12, 2020 through December 31, 2022 and may be elected by topic. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. In December 2019, the FASB issued an update to existing guidance under the Income Taxes Income Taxes |
Net Income per Common Share | Net income per common share (“EPS”) is calculated in accordance with the Earnings per Share |
Business Combinations and Dis_2
Business Combinations and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Schedule of Calculation of Consideration Transferred | The calculation of consideration transferred is as follows (in thousands, except ratios and per share amounts): Number of BMC common shares outstanding 67,568 Exchange ratio for common shares outstanding per Merger Agreement 1.3125 Shares of BFS common stock issued for BMC outstanding common stock 88,683 Number of BMC stock awards that vested as a result of the BMC Merger 688 Exchange ratio for stock awards expected to vest per Merger Agreement 1.3125 Shares of BFS common stock issued for BMC vested restricted stock awards 903 Price per share of BFS common stock $ 40.81 Fair value of BFS common stock issued for BMC outstanding common stock and vested equity awards $ 3,655,988 Fair value of modified BMC fully vested, unexercised options 2,374 Total consideration transferred $ 3,658,362 |
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 for the BMC Merger and other acquisitions (in thousands): BMC Merger All Other Acquisitions Total Cash and cash equivalents $ 167,490 $ - $ 167,490 Accounts receivable 469,204 8,815 478,019 Other receivables 36,704 83 36,787 Inventories 460,146 7,308 467,454 Other current assets 32,891 56 32,947 Property, plant and equipment 555,170 831 556,001 Operating lease right-of-use assets 179,133 2,448 181,581 Goodwill 1,751,604 8,374 1,759,978 Intangible assets 1,470,000 2,550 1,472,550 Other assets 6,244 - 6,244 Total assets $ 5,128,586 $ 30,465 $ 5,159,051 Accounts payable $ 279,980 $ 1,673 $ 281,653 Accrued liabilities 246,119 1,469 247,588 Operating lease liabilities 180,650 2,448 183,098 Long-term debt 366,797 42 366,839 Deferred income taxes 349,971 - 349,971 Other long-term liabilities 46,707 - 46,707 Total liabilities $ 1,470,224 $ 5,632 $ 1,475,856 Total consideration transferred $ 3,658,362 $ 24,833 $ 3,683,195 |
Pro Forma Operating Results | The following table reflects the pro forma operating results for the Company which gives effect to the BMC Merger as if it had occurred on January 1, 2020 (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net sales $ 5,576,682 $ 2,925,539 $ 9,750,457 $ 5,633,439 Net income (loss) 526,169 70,147 761,608 (16,514 ) |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 June 30, Six Months Ended June 30, 2021 2020 2021 2020 Lumber & lumber sheet goods $ 2,604,030 $ 622,158 $ 4,332,525 $ 1,174,639 Manufactured products 1,091,423 365,782 1,907,555 720,240 Windows, doors & millwork 837,946 404,054 1,556,503 795,370 Siding, metal & concrete products 414,897 200,575 716,806 369,460 Gypsum, roofing & insulation 191,749 125,789 338,189 236,641 Other building products & services 436,637 227,285 898,879 436,314 Net sales $ 5,576,682 $ 1,945,643 $ 9,750,457 $ 3,732,664 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net income $ 497,235 $ 78,924 $ 669,815 $ 87,691 Denominator: Weighted average shares outstanding, basic 207,114 116,634 206,844 116,446 Dilutive effect of options and RSUs 1,204 913 1,626 1,074 Weighted average shares outstanding, diluted 208,318 117,547 208,470 117,520 Net income per share: Basic $ 2.40 $ 0.68 $ 3.24 $ 0.75 Diluted $ 2.39 $ 0.67 $ 3.21 $ 0.75 Antidilutive and contingent RSUs excluded from diluted EPS 424 651 252 434 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property, plant and equipment consisted of the following (in thousands): June 30, 2021 December 31, 2020 Land $ 331,314 $ 206,321 Buildings and improvements 542,732 386,922 Machinery and equipment 822,480 517,543 Furniture, fixtures and computer equipment 125,858 102,309 Construction in progress 57,500 16,568 Finance lease right-of-use assets 7,976 43,256 Property, plant and equipment 1,887,860 1,272,919 Less: accumulated depreciation 587,180 523,789 Property, plant and equipment, net $ 1,300,680 $ 749,130 |
Schedule of Balances Held Under Other Finance Obligations | The following balances held under other finance obligations are included on the accompanying condensed consolidated balance sheets (in thousands): June 30, 2021 December 31, 2020 Land $ 113,773 $ 116,638 Buildings and improvements 124,540 131,390 Assets held under other finance obligations 238,313 248,028 Less: accumulated amortization 23,915 25,015 Assets held under other finance obligations, net $ 214,398 $ 223,013 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Text Block [Abstract] | |
Schedule of Change in Carrying Amount of Goodwill | The following table sets forth the changes in the carrying amount of goodwill (in thousands): Balance as of December 31, 2020 (1) $ 785,305 BMC Merger 1,751,604 All other acquisitions 8,374 Reclassification of held-for-sale assets (9,923 ) Balance as of June 30, 2021 (1) $ 2,535,360 (1) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | The following table presents intangible assets (in thousands) as of: June 30, 2021 December 31, 2020 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer relationships $ 1,534,268 $ (205,237 ) $ 195,435 $ (94,690 ) Trade names 185,361 (95,783 ) 52,061 (38,138 ) Subcontractor relationships 5,440 (2,851 ) 5,440 (1,944 ) Non-compete agreements 3,719 (2,268 ) 3,719 (2,001 ) Total intangible assets $ 1,728,788 $ (306,139 ) $ 256,655 $ (136,773 ) |
Estimated Amortization Expense for Intangible Assets | The following table presents the estimated amortization expense for intangible assets for the years ending December 31 (in thousands): 2021 (from July 1, 2021) $ 168,905 2022 200,574 2023 174,217 2024 153,359 2025 134,723 Thereafter 590,871 Total future net intangible amortization expense $ 1,422,649 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Payables And Accruals [Abstract] | |
Summary of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands) as of: June 30, 2021 December 31, 2020 Accrued payroll and other employee related expenses $ 336,380 $ 176,379 Contract liabilities 149,206 58,455 Accrued business taxes 98,124 46,717 Income taxes payable 78,807 12,236 Self-insurance reserves 72,316 38,642 Accrued rebates payable 28,539 18,592 Accrued interest 13,179 13,567 Other 55,301 20,948 Total accrued liabilities $ 831,852 $ 385,536 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt | Long-term debt consisted of the following (in thousands) as of: June 30, 2021 December 31, 2020 2026 revolving credit facility (1) $ 611,000 $ 75,000 2027 notes 695,000 777,500 2030 notes 550,000 550,000 Other finance obligations 208,772 216,072 Finance lease obligations 6,535 23,873 2,071,307 1,642,445 Unamortized debt discount/premium and debt issuance costs (16,174 ) (18,205 ) 2,055,133 1,624,240 Less: current maturities of long-term debt and lease obligations 11,316 27,335 Long-term debt, net of current maturities $ 2,043,817 $ 1,596,905 (1) The weighted average interest rate was 2.8% and 3.8% as of June 30, 2021 and December 31, 2020, respectively. |
Leases and Other Finance Obli_2
Leases and Other Finance Obligations (Table) | 6 Months Ended |
Jun. 30, 2021 | |
Lessee Lease Description [Line Items] | |
Summary of Right-of-use Assets and Lease Liabilities | Right-of-use assets and lease liabilities consisted of the following (in thousands) as of: June 30, 2021 December 31, 2020 Assets Operating lease right-of-use assets, net $ 429,940 $ 274,562 Finance lease right-of-use assets, net (included in property, plant and equipment, net) 6,684 34,905 Total right-of-use assets $ 436,624 $ 309,467 Liabilities Current Current portion of operating lease liabilities $ 91,134 $ 61,625 Current portion of finance lease liabilities (included in current maturities of long-term debt) 1,771 12,178 Noncurrent Noncurrent portion of operating lease liabilities 347,823 219,239 Noncurrent portion of finance lease liabilities (included in long-term debt, net of current maturities) 4,764 11,695 Total lease liabilities $ 445,492 $ 304,737 |
Summary of Total Lease Costs | Total lease costs consisted of the following (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Operating lease costs (1) $ 33,183 $ 21,321 $ 65,472 $ 42,993 Finance lease costs: Amortization of finance lease right-of-use assets 431 1,543 1,390 3,156 Interest on finance lease liabilities 71 345 265 659 Variable lease costs 6,709 4,413 13,481 8,662 Total lease costs $ 40,394 $ 27,622 $ 80,608 $ 55,470 (1) Includes short-term lease costs and sublease income which were not material for the three and six months ended June 30, 2021 and 2020. |
Summary of Future Maturities of Lease Liabilities | Future maturities of lease liabilities as of June 30, 2021 were as follows (in thousands): Finance Leases Operating Leases 2021 (from July 1, 2021) $ 1,101 $ 56,262 2022 1,805 105,734 2023 1,580 88,985 2024 731 72,001 2025 517 50,337 Thereafter 1,571 149,311 Total lease payments 7,305 522,630 Less: amount representing interest (770 ) (83,673 ) Present value of lease liabilities 6,535 438,957 Less: current portion (1,771 ) (91,134 ) Long-term lease liabilities, net of current portion $ 4,764 $ 347,823 |
Summary of Weighted Average Lease Terms and Discount Rates | Weighted average lease terms and discount rates were as follows: June 30, 2021 December 31, 2020 Weighted average remaining lease term (years) Operating leases 6.3 6.3 Finance leases 5.1 2.1 Weighted average discount rate Operating leases 5.5 % 6.3 % Finance leases 4.4 % 5.9 % |
Summary of Cash paid for Amounts Included in Measurement of Lease Liabilities | The following table presents cash paid for amounts included in the measurement of lease liabilities (in thousands): Six Months Ended 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 61,287 $ 41,652 Operating cash flows from finance leases 265 659 Financing cash flows from finance leases 27,021 6,806 |
Other Finance Obligations | |
Lessee Lease Description [Line Items] | |
Summary of Future Maturities of Other Finance Obligation | Future minimum commitments for other finance obligations as of June 30, 2021 were as follows (in thousands): 2021 (from July 1, 2021) $ 8,472 2022 16,811 2023 16,818 2024 16,835 2025 16,836 Thereafter 174,300 Total $ 250,072 |
Employee Stock-Based Compensa_2
Employee Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 $47.85 per unit, which was determined using the Monte Carlo simulation model using the following assumptions: Expected volatility (company) 51.3% Expected volatility (peer group median) 42.9% Correlation between the Company and peer group median 0.6 Expected dividend yield 0.0% Risk-free rate 0.3% |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 June 30, Six Months Ended June 30, 2021 2020 2021 2020 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % 21.0 % State income taxes, net of federal income tax 2.9 3.4 2.6 3.3 Stock-based compensation windfall benefit (0.5 ) (0.2 ) (0.9 ) (1.4 ) Permanent differences and other 0.4 (1.2 ) 0.2 (1.6 ) 23.8 % 23.0 % 22.9 % 21.3 % |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2021StoreStatesRegionSegment | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Entity formed, year | 1998 |
Number of Locations | Store | 550 |
Number of states | States | 39 |
Number of geographic regions | Region | 3 |
Number of operating segments | 3 |
Number of reportable segment | 1 |
Business Combinations and Dis_3
Business Combinations and Dispositions- Additional Information (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | Jul. 26, 2021USD ($) | Jun. 28, 2021USD ($) | May 03, 2021USD ($) | Jan. 01, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($)Segmentshares | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)Segmentshares | Jun. 30, 2020USD ($) | Dec. 31, 2020$ / sharesshares |
Business Combinations And Dispositions [Line Items] | |||||||||
Net sales | $ 5,576,682 | $ 1,945,643 | $ 9,750,457 | $ 3,732,664 | |||||
Income before income taxes | $ 652,443 | $ 102,443 | $ 868,555 | 111,459 | |||||
Fair value of intangible assets acquired | $ 1,472,550 | ||||||||
Common stock, shares issued | shares | 207,196 | 207,196 | 116,829 | ||||||
Common stock, shares outstanding | shares | 207,196 | 207,196 | 116,829 | ||||||
Number of reportable segment | Segment | 1 | ||||||||
Eastern U.S. Gypsum Distribution Operations | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Number of reportable segment | Segment | 1 | 1 | |||||||
Eastern U.S. Gypsum Distribution Operations | Subsequent Event | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Cash proceeds | $ 76,000 | ||||||||
John’s Lumber and Hardware Co | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Cash consideration for certain assets acquired | $ 24,800 | ||||||||
WTS Paradigm, LLC | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Purchase price | 450,000 | ||||||||
WTS Paradigm, LLC | Other Current Assets | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Cash consideration for certain assets acquired | $ 225,000 | ||||||||
Customer Relationships | John’s Lumber and Hardware Co | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Fair value of intangible assets acquired | $ 2,600 | ||||||||
BMC Stock Holdings, Inc. | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Fair value of intangible assets acquired | $ 1,470,000 | ||||||||
Common stock price per share | $ / shares | $ 40.81 | ||||||||
Common stock, shares issued | shares | 88,683 | ||||||||
Common stock, shares outstanding | shares | 67,568 | ||||||||
Cash consideration for certain assets acquired | $ 3,658,362 | ||||||||
Transaction related expenses assumed | $ 57,700 | ||||||||
BMC Stock Holdings, Inc. | Merger Agreement | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Merger agreement date | Aug. 26, 2020 | ||||||||
Net sales | $ 1,800,000 | $ 3,200,000 | |||||||
Income before income taxes | 179,600 | 223,100 | |||||||
Long-term debt, assumed | 359,800 | 359,800 | |||||||
Transaction related costs, incurred | 0 | 17,600 | |||||||
Common stock price per share | $ / shares | $ 40.81 | ||||||||
Common stock, shares issued | shares | 88,700 | ||||||||
Common stock, shares outstanding | shares | 900 | ||||||||
BMC Stock Holdings, Inc. | Merger Agreement | Customer Relationships | |||||||||
Business Combinations And Dispositions [Line Items] | |||||||||
Fair value of intangible assets acquired | $ 1,500,000 | $ 1,500,000 |
Business Combinations and Dis_4
Business Combinations and Dispositions- Schedule of Calculation of Consideration Transferred (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jan. 01, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | |||
Common stock, shares outstanding | 207,196 | 116,829 | |
Common stock, shares issued | 207,196 | 116,829 | |
BMC Stock Holdings, Inc. | |||
Business Acquisition [Line Items] | |||
Common stock, shares outstanding | 67,568 | ||
Exchange ratio for common shares outstanding per Merger Agreement | 1.3125% | ||
Common stock, shares issued | 88,683 | ||
Number of BMC stock awards that vested as a result of the BMC Merger | 688 | ||
Exchange ratio for stock awards expected to vest per Merger Agreement | 1.3125% | ||
Shares of BFS common stock issued for BMC vested restricted stock awards | 903 | ||
Common stock price per share | $ 40.81 | ||
Fair value of BFS common stock issued for BMC outstanding common stock and vested equity awards | $ 3,655,988 | ||
Fair value of modified BMC fully vested, unexercised options | 2,374 | ||
Total consideration transferred | $ 3,658,362 |
Business Combinations and Dis_5
Business Combinations and Dispositions - Summary of Aggregate Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 28, 2021 | Jan. 01, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 167,490 | |||
Accounts receivable | 478,019 | |||
Other receivables | 36,787 | |||
Inventories | 467,454 | |||
Other current assets | 32,947 | |||
Property, plant and equipment | 556,001 | |||
Operating lease right-of-use assets | 181,581 | |||
Goodwill | $ 2,535,360 | 1,759,978 | $ 785,305 | |
Intangible assets | 1,472,550 | |||
Other assets | 6,244 | |||
Total assets | 5,159,051 | |||
Accounts payable | 281,653 | |||
Accrued liabilities | 247,588 | |||
Operating lease liabilities | 183,098 | |||
Long-term debt | 366,839 | |||
Deferred income taxes | 349,971 | |||
Other long-term liabilities | 46,707 | |||
Total liabilities | 1,475,856 | |||
Total consideration transferred | 3,683,195 | |||
All Other Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | 8,815 | |||
Other receivables | 83 | |||
Inventories | 7,308 | |||
Other current assets | 56 | |||
Property, plant and equipment | 831 | |||
Operating lease right-of-use assets | 2,448 | |||
Goodwill | 8,374 | |||
Intangible assets | 2,550 | |||
Total assets | 30,465 | |||
Accounts payable | 1,673 | |||
Accrued liabilities | 1,469 | |||
Operating lease liabilities | 2,448 | |||
Long-term debt | 42 | |||
Total liabilities | 5,632 | |||
Total consideration transferred | $ 24,833 | |||
BMC Stock Holdings, Inc. | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 167,490 | |||
Accounts receivable | 469,204 | |||
Other receivables | 36,704 | |||
Inventories | 460,146 | |||
Other current assets | 32,891 | |||
Property, plant and equipment | 555,170 | |||
Operating lease right-of-use assets | 179,133 | |||
Goodwill | 1,751,604 | |||
Intangible assets | 1,470,000 | |||
Other assets | 6,244 | |||
Total assets | 5,128,586 | |||
Accounts payable | 279,980 | |||
Accrued liabilities | 246,119 | |||
Operating lease liabilities | 180,650 | |||
Long-term debt | 366,797 | |||
Deferred income taxes | 349,971 | |||
Other long-term liabilities | 46,707 | |||
Total liabilities | 1,470,224 | |||
Total consideration transferred | $ 3,658,362 |
Business Combinations and Dis_6
Business Combinations and Dispositions - Pro Forma Operating Results (Detail) - BMC Stock Holdings, Inc. - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Business Acquisition [Line Items] | ||||
Net sales | $ 5,576,682 | $ 2,925,539 | $ 9,750,457 | $ 5,633,439 |
Net income (loss) | $ 526,169 | $ 70,147 | $ 761,608 | $ (16,514) |
Revenue - Sales by Product Cate
Revenue - Sales by Product Category (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | $ 5,576,682 | $ 1,945,643 | $ 9,750,457 | $ 3,732,664 |
Lumber and Lumber Sheet Goods | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | 2,604,030 | 622,158 | 4,332,525 | 1,174,639 |
Manufactured Products | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | 1,091,423 | 365,782 | 1,907,555 | 720,240 |
Windows, Doors and Millwork | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | 837,946 | 404,054 | 1,556,503 | 795,370 |
Siding, Metal and Concrete Products | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | 414,897 | 200,575 | 716,806 | 369,460 |
Gypsum, Roofing and Insulation | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | 191,749 | 125,789 | 338,189 | 236,641 |
Other Building Products and Services | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Net sales | $ 436,637 | $ 227,285 | $ 898,879 | $ 436,314 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Disaggregation Of Revenue [Line Items] | ||
Contract liability | $ 149,206 | $ 58,455 |
Contract asset | $ 218,100 | $ 57,300 |
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 | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Numerator: | ||||||
Net income | $ 497,235 | $ 172,580 | $ 78,924 | $ 8,767 | $ 669,815 | $ 87,691 |
Denominator: | ||||||
Weighted average shares outstanding, basic | 207,114 | 116,634 | 206,844 | 116,446 | ||
Dilutive effect of options and RSUs | 1,204 | 913 | 1,626 | 1,074 | ||
Weighted average shares outstanding, diluted | 208,318 | 117,547 | 208,470 | 117,520 | ||
Net income per share: | ||||||
Basic | $ 2.40 | $ 0.68 | $ 3.24 | $ 0.75 | ||
Diluted | $ 2.39 | $ 0.67 | $ 3.21 | $ 0.75 | ||
Antidilutive and contingent RSUs excluded from diluted EPS | 424 | 651 | 252 | 434 |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | $ 1,887,860 | $ 1,272,919 |
Less: accumulated depreciation | 587,180 | 523,789 |
Property, plant and equipment, net | 1,300,680 | 749,130 |
Land | ||
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | 331,314 | 206,321 |
Buildings and Improvements | ||
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | 542,732 | 386,922 |
Machinery and Equipment | ||
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | 822,480 | 517,543 |
Furniture, Fixtures and Computer Equipment | ||
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | 125,858 | 102,309 |
Construction in Progress | ||
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | 57,500 | 16,568 |
Finance Lease Right-of-use Assets | ||
Summary of Property, Plant and Equipment | ||
Property, plant and equipment | $ 7,976 | $ 43,256 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 46.6 | $ 22.8 | $ 92.3 | $ 46.6 |
Depreciation expense included in cost of goods | $ 10.6 | $ 5.1 | $ 20.9 | $ 10.1 |
Property, Plant and Equipment_3
Property, Plant and Equipment - Schedule of Balances Held Under Other Finance Obligations (Detail) - Other Finance Obligations - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Assets held under other finance obligations | $ 238,313 | $ 248,028 |
Less: accumulated amortization | 23,915 | 25,015 |
Assets held under other finance obligations, net | 214,398 | 223,013 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Assets held under other finance obligations | 113,773 | 116,638 |
Buildings and Improvements | ||
Property Plant And Equipment [Line Items] | ||
Assets held under other finance obligations | $ 124,540 | $ 131,390 |
Goodwill - Schedule of Change i
Goodwill - Schedule of Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Goodwill [Line Items] | |
Balance as of December 31, 2020 | $ 785,305 |
Reclassification of held-for-sale assets | (9,923) |
Balance as of June 30, 2021 | 2,535,360 |
All Other Acquisitions | |
Goodwill [Line Items] | |
Acquisitions | 8,374 |
BMC Merger | |
Goodwill [Line Items] | |
Acquisitions | $ 1,751,604 |
Goodwill - Schedule of Change_2
Goodwill - Schedule of Change in Carrying Amount of Goodwill (Parenthetical) (Detail) - USD ($) $ in Millions | Jun. 30, 2021 | Dec. 31, 2020 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Accumulated impairment losses | $ 44.6 | $ 44.6 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2021Segment | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Number of operating segments | 3 |
Goodwill amortizable period for tax purposes | 15 years |
Intangible Assets - Summary of
Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,728,788 | $ 256,655 |
Accumulated Amortization | (306,139) | (136,773) |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,534,268 | 195,435 |
Accumulated Amortization | (205,237) | (94,690) |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 185,361 | 52,061 |
Accumulated Amortization | (95,783) | (38,138) |
Subcontractor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5,440 | 5,440 |
Accumulated Amortization | (2,851) | (1,944) |
Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,719 | 3,719 |
Accumulated Amortization | $ (2,268) | $ (2,001) |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Finite Lived Intangible Assets [Line Items] | ||||
Amortization Expenses | $ 80.6 | $ 5.6 | $ 169.3 | $ 11.3 |
Held-for-sale Assets | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Reclassification of intangible assets | 0.5 | 0.5 | ||
BMC Merger and John’s Lumber Acquisition | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Intangible assets in connection with acquisition | 1,472.6 | $ 1,472.6 | ||
Weighted average useful lives of the acquired intangible assets | 11 years 3 months 18 days | |||
BMC Merger and John’s Lumber Acquisition | Customer Relationships | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Intangible assets in connection with acquisition | 1,339.3 | $ 1,339.3 | ||
Weighted average useful lives of the acquired intangible assets | 11 years 4 months 24 days | |||
BMC Merger and John’s Lumber Acquisition | Trade Names | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Intangible assets in connection with acquisition | $ 133.3 | $ 133.3 | ||
Weighted average useful lives of the acquired intangible assets | 5 years 6 months |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization Expense for Intangible Assets (Detail) $ in Thousands | Jun. 30, 2021USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2021 (from July 1, 2021) | $ 168,905 |
2022 | 200,574 |
2023 | 174,217 |
2024 | 153,359 |
2025 | 134,723 |
Thereafter | 590,871 |
Total future net intangible amortization expense | $ 1,422,649 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Summary of accrued liabilities | ||
Accrued payroll and other employee related expenses | $ 336,380 | $ 176,379 |
Contract liabilities | 149,206 | 58,455 |
Accrued business taxes | 98,124 | 46,717 |
Income taxes payable | 78,807 | 12,236 |
Self-insurance reserves | 72,316 | 38,642 |
Accrued rebates payable | 28,539 | 18,592 |
Accrued interest | 13,179 | 13,567 |
Other | 55,301 | 20,948 |
Total accrued liabilities | $ 831,852 | $ 385,536 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Debt instrument carrying amount | $ 2,071,307 | $ 1,642,445 |
Unamortized debt discount/premium and debt issuance costs | (16,174) | (18,205) |
Long-term debt and capital lease obligation | 2,055,133 | 1,624,240 |
Less: current maturities of long-term debt and lease obligations | 11,316 | 27,335 |
Long-term debt, net of current maturities | 2,043,817 | 1,596,905 |
2026 Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt instrument carrying amount | 611,000 | 75,000 |
2027 Notes | ||
Debt Instrument [Line Items] | ||
Debt instrument carrying amount | 695,000 | 777,500 |
2030 Notes | ||
Debt Instrument [Line Items] | ||
Debt instrument carrying amount | 550,000 | 550,000 |
Other Finance Obligations | ||
Debt Instrument [Line Items] | ||
Debt instrument carrying amount | 208,772 | 216,072 |
Finance Lease Obligations | ||
Debt Instrument [Line Items] | ||
Debt instrument carrying amount | $ 6,535 | $ 23,873 |
Long-Term Debt - Summary of L_2
Long-Term Debt - Summary of Long-Term Debt (Parenthetical) (Detail) | Jun. 30, 2021 | Dec. 31, 2020 |
2026 Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 2.80% | 3.80% |
Long-Term Debt - 2021 Debt Tran
Long-Term Debt - 2021 Debt Transactions - Additional Information (Detail) - USD ($) | Mar. 03, 2021 | Jan. 29, 2021 | Jan. 28, 2021 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||||
Debt issuance costs | $ 4,300 | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Increase in line of credit facility | 500,000,000 | |||
Line of credit facility maximum borrowing capacity | $ 1,400,000,000 | |||
Revolving credit facility due date | Jan. 31, 2026 | Nov. 30, 2023 | ||
Unamortized debt discount and debt issuance costs | $ 1,000,000 | |||
2027 Notes | ||||
Debt Instrument [Line Items] | ||||
Private offered aggregate principal amount rate | 6.75% | |||
Gain (loss) on extinguishment of debt | (3,600,000) | |||
Gain (Loss) on repurchase of debt instrument | (2,500,000) | |||
Write-off of unamortized net debt discount and debt issuance costs | $ 1,100,000 | |||
2027 Notes | Redemption Period on March 3, 2021, Pursuant to the Optional Call Feature in the Indenture | ||||
Debt Instrument [Line Items] | ||||
Debt instrument redeemed | $ 82,500,000 | |||
Debt Instrument Redemption Price Percentage | 103.00% |
Long-Term Debt - 2026 Revolving
Long-Term Debt - 2026 Revolving Credit Facility - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Debt Instrument [Line Items] | |
Outstanding letters of credit | $ 126,400,000 |
2030 Notes | |
Debt Instrument [Line Items] | |
Private offered aggregate principal amount rate | 5.00% |
2026 Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Line of credit facility maximum borrowing capacity | $ 1,400,000,000 |
Line of credit facility | 611,000,000 |
Line of credit facility, remaining borrowing capacity | 662,600,000 |
Outstanding letters of credit | $ 126,400,000 |
Line of credit commitment fee percentage | 0.375% |
Interest rates of outstanding letters of credit | 1.50% |
Fronting fee per annum | 0.125% |
Minimum fixed charge ratio | 1 |
Debt instrument, covenant description | In addition, the 2026 facility also contains a financial covenant requiring the satisfaction of a minimum fixed charge ratio of 1.00 to 1.00 if our excess availability falls below the greater of $80.0 million or 10% of the maximum borrowing amount, which was $140.0 million as of June 30, 2021. |
Debt instrument minimum excess availability-dollars | $ 80,000,000 |
Debt instrument minimum excess availability-percentage | 10.00% |
Debt instrument covenant maximum borrowing capacity amount | $ 140,000,000 |
2026 Revolving Credit Facility | Eurodollar Rate | Minimum | |
Debt Instrument [Line Items] | |
Debt instrument applicable rate | 1.50% |
2026 Revolving Credit Facility | Eurodollar Rate | Maximum | |
Debt Instrument [Line Items] | |
Debt instrument applicable rate | 2.00% |
2026 Revolving Credit Facility | Base Rate | Minimum | |
Debt Instrument [Line Items] | |
Debt instrument applicable rate | 0.50% |
2026 Revolving Credit Facility | Base Rate | Maximum | |
Debt Instrument [Line Items] | |
Debt instrument applicable rate | 1.00% |
Long-Term Debt - Fair Value - A
Long-Term Debt - Fair Value - Additional Information (Detail) - Level 2 $ in Millions | Jun. 30, 2021USD ($) |
2027 Notes | |
Debt Instrument [Line Items] | |
Fair value of long term debt | $ 747.1 |
2030 Notes | |
Debt Instrument [Line Items] | |
Fair value of long term debt | $ 577 |
Leases and Other Finance Obli_3
Leases and Other Finance Obligations - Summary of Right-of-use Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Operating lease right-of-use assets, net | $ 429,940 | $ 274,562 |
Finance lease right-of-use assets, net (included in property, plant and equipment, net) | 6,684 | 34,905 |
Total right-of-use assets | 436,624 | 309,467 |
Current | ||
Current portion of operating lease liabilities | 91,134 | 61,625 |
Current portion of finance lease liabilities (included in current maturities of long-term debt) | 1,771 | 12,178 |
Noncurrent | ||
Noncurrent portion of operating lease liabilities | 347,823 | 219,239 |
Noncurrent portion of finance lease liabilities (included in long-term debt, net of current maturities) | 4,764 | 11,695 |
Total lease liabilities | $ 445,492 | $ 304,737 |
Leases and Other Finance Obli_4
Leases and Other Finance Obligations - Summary of Total Lease Costs (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lease Cost [Abstract] | ||||
Operating lease costs | $ 33,183 | $ 21,321 | $ 65,472 | $ 42,993 |
Amortization of finance lease right-of-use assets | 431 | 1,543 | 1,390 | 3,156 |
Interest on finance lease liabilities | 71 | 345 | 265 | 659 |
Variable lease costs | 6,709 | 4,413 | 13,481 | 8,662 |
Total lease costs | $ 40,394 | $ 27,622 | $ 80,608 | $ 55,470 |
Leases and Other Finance Obli_5
Leases and Other Finance Obligations - Summary of Future Maturities of Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2021 (from July 1, 2021) | $ 56,262 | |
2022 | 105,734 | |
2023 | 88,985 | |
2024 | 72,001 | |
2025 | 50,337 | |
Thereafter | 149,311 | |
Total lease payments | 522,630 | |
Less: amount representing interest | (83,673) | |
Present value of lease liabilities | 438,957 | |
Less: current portion | (91,134) | $ (61,625) |
Long-term lease liabilities, net of current portion | 347,823 | 219,239 |
2021 (from July 1, 2021) | 1,101 | |
2022 | 1,805 | |
2023 | 1,580 | |
2024 | 731 | |
2025 | 517 | |
Thereafter | 1,571 | |
Total lease payments | 7,305 | |
Less: amount representing interest | (770) | |
Present value of lease liabilities | 6,535 | |
Less: current portion | (1,771) | (12,178) |
Long-term lease liabilities, net of current portion | $ 4,764 | $ 11,695 |
Leases and Other Finance Obli_6
Leases and Other Finance Obligations - Summary of Weighted Average Lease Terms and Discount Rates (Detail) | Jun. 30, 2021 | Dec. 31, 2020 |
Weighted average remaining lease term (years) | ||
Operating leases | 6 years 3 months 18 days | 6 years 3 months 18 days |
Finance leases | 5 years 1 month 6 days | 2 years 1 month 6 days |
Weighted average discount rate | ||
Operating leases | 5.50% | 6.30% |
Finance leases | 4.40% | 5.90% |
Leases and Other Finance Obli_7
Leases and Other Finance Obligations - Summary of Cash paid for Amounts Included in Measurement of Lease Liabilities (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 61,287 | $ 41,652 |
Operating cash flows from finance leases | 265 | 659 |
Financing cash flows from finance leases | $ 27,021 | $ 6,806 |
Leases and Other Finance Obli_8
Leases and Other Finance Obligations - Additional Information (Detail) | Jun. 30, 2021USD ($) |
Lessee Disclosure [Abstract] | |
Guarantees under lease of residual value | $ 0 |
Leases and Other Finance Obli_9
Leases and Other Finance Obligations - Other Finance Obligations - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021USD ($)Property | Jun. 30, 2021USD ($)Property | |
Other Finance Obligations [Line Items] | ||
Number of leased properties with single lessor | Property | 124 | 124 |
Other finance obligation, renewal term | 5 years | |
Total lease term | 30 years | |
Master lease agreement description | Company is party to 124 individual property lease agreements with a single lessor as of June 30, 2021. These lease agreements had initial terms ranging from nine to 15 years with renewal options in five-year increments providing for up to approximately 30-year total lease terms. | |
Other finance obligations | $ 208.8 | $ 208.8 |
Payment of other finance obligation | $ 5.6 | $ 10.7 |
Minimum | ||
Other Finance Obligations [Line Items] | ||
Other finance obligation, term | 9 years | |
Maximum | ||
Other Finance Obligations [Line Items] | ||
Other finance obligation, term | 15 years |
Leases and Other Finance Obl_10
Leases and Other Finance Obligations - Summary of Future Maturities of Other Finance Obligation (Detail) - Other Finance Obligations $ in Thousands | Jun. 30, 2021USD ($) |
Other Finance Obligations [Line Items] | |
2021 (from July 1, 2021) | $ 8,472 |
2022 | 16,811 |
2023 | 16,818 |
2024 | 16,835 |
2025 | 16,836 |
Thereafter | 174,300 |
Total | $ 250,072 |
Employee Stock-Based Compensa_3
Employee Stock-Based Compensation - Additional Information (Detail) - 2014 Incentive Plan | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Time Based Restricted Stock Unit Grants | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 577,000 |
Weighted average grant date fair value, granted | $ / shares | $ 47.56 |
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 | 535,500 |
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 Over Two Years | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock award granted vesting period | 2 years |
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 | 37,000 |
Stock award vesting percentage | 50.00% |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Vesting On Second and Third Anniversary | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 4,500 |
Stock award vesting percentage | 25.00% |
Time Based Restricted Stock Unit Grants | Share Based Compensation Award Vesting On Fourth Anniversary | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock award vesting percentage | 50.00% |
Performance and Service Condition Based Restricted Stock Unit Grants | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 37,000 |
Stock award granted vesting period | 2 years |
Weighted average grant date fair value, granted | $ / shares | $ 40.81 |
Performance 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 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 | 120.00% |
Performance Market and Service Condition Based Restricted Stock Unit Grants | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs Granted | 188,000 |
Stock award granted vesting period | 3 years |
Weighted average grant date fair value, granted | $ / shares | $ 47.85 |
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 | 6 Months Ended |
Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected volatility (company) | 51.30% |
Expected volatility (peer group median) | 42.90% |
Correlation between the Company and peer group median | 0.6 |
Expected dividend yield | 0.00% |
Risk-free rate | 0.30% |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Income Tax Rate to Our Effective Rate for Continuing Operations (Detail) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Statutory federal income tax rate | 21.00% | 21.00% | 21.00% | 21.00% |
State income taxes, net of federal income tax | 2.90% | 3.40% | 2.60% | 3.30% |
Stock-based compensation windfall benefit | (0.50%) | (0.20%) | (0.90%) | (1.40%) |
Permanent differences and other | 0.40% | (1.20%) | 0.20% | (1.60%) |
Total effective rate for continuing operations | 23.80% | 23.00% | 22.90% | 21.30% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Jun. 30, 2021USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
Outstanding letters of credit | $ 126.4 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Percentage of accounts receivable due from and net sales | 1.00% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 26, 2021 | Jul. 23, 2021 | Jul. 01, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 2,071,307 | $ 1,642,445 | |||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Gain (loss) on sale of business | $ 76,000 | ||||
Subsequent Event | Cornerstone Building Alliance SW, LLC | |||||
Subsequent Event [Line Items] | |||||
Cash consideration for certain assets acquired | $ 400,000 | ||||
2032 Notes | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 1,000,000 | ||||
Private offered aggregate principal amount rate | 4.25% | ||||
Net percentage of proceeds from debt issuance | 100.00% |