Segments | 14. Segments General The Company has seven operating segments based on geographic operations that it aggregates into one reportable segment. The Company defines operating segments as components of the organization for which discrete financial information is available and operating results are evaluated on a regular basis by the Chief Operating Decision Maker (“CODM”) in order to assess performance and allocate resources. The Company’s CODM is its Chief Executive Officer. The Company determined it has seven operating segments based on the Company’s seven geographic divisions, which are Central, Midwest, Northeast, Southern, Southeast, Western and Canada. The Company aggregates its operating segments into a single reportable segment based on similarities between the operating segments’ economic characteristics, nature of products sold, production process, type of customer and methods of distribution. The accounting policies of the operating segments are the same as those described in the summary of significant policies. In addition to the Company’s reportable segment, the Company’s consolidated results include both corporate activities and certain other activities. Corporate includes the Company’s corporate office building and support services provided to its subsidiaries. Other includes Tool Source Warehouse, Inc., which functions primarily as an internal distributor of tools. Segment Results The CODM assesses the Company’s performance based on the periodic review of net sales, Adjusted EBITDA and certain other measures for each of the operating segments. Adjusted EBITDA is not a recognized financial measure under GAAP. However, we believe it assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management believes Adjusted EBITDA is helpful in highlighting trends in our operating results, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. In addition, we utilize Adjusted EBITDA in certain calculations under the ABL Facility and the First Lien Facility. The ABL Facility and the First Lien Facility permit us to make certain additional adjustments in calculating Consolidated EBITDA, such as projected net cost savings, which are not reflected in the Adjusted EBITDA data presented in this Quarterly Report on Form 10-Q. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations -- Non-GAAP Financial Measures” for a further discussion of this non-GAAP measure. The following tables present segment results for the three and nine months ended January 31, 2020 and 2019: Three Months Ended January 31, 2020 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 754,916 $ 251,086 $ 28,791 $ 62,169 Other 6,436 2,387 56 528 Corporate — — 575 — $ 761,352 $ 253,473 $ 29,422 $ 62,697 Three Months Ended January 31, 2019 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 717,984 $ 232,201 $ 29,368 $ 59,321 Other 5,918 2,025 55 396 Corporate — — 797 — $ 723,902 $ 234,226 $ 30,220 $ 59,717 Nine Months Ended January 31, 2020 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 2,449,926 $ 804,340 $ 86,747 $ 234,422 Other 20,531 7,280 164 1,768 Corporate — — 1,304 — $ 2,470,457 $ 811,620 $ 88,215 $ 236,190 Nine Months Ended January 31, 2019 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 2,316,732 $ 740,591 $ 85,284 $ 220,365 Other 19,151 6,601 168 1,769 Corporate — — 1,877 — $ 2,335,883 $ 747,192 $ 87,329 $ 222,134 The following table presents a reconciliation of Adjusted EBITDA to net income for the three and nine months ended January 31, 2020 and 2019: Three Months Ended Nine Months Ended January 31, January 31, 2020 2019 2020 2019 (in thousands) Net income $ 10,879 $ 5,815 $ 64,837 $ 39,377 Interest expense 16,474 19,526 52,310 54,896 Write-off of debt discount and deferred financing fees — — 707 — Interest income (8) (10) (26) (43) Provision for income taxes 2,816 1,442 18,333 12,337 Depreciation expense 12,930 11,919 37,944 34,067 Amortization expense 16,492 18,301 50,271 53,262 Stock appreciation expense(a) (347) 442 980 1,425 Redeemable noncontrolling interests(b) (318) (35) 326 778 Equity-based compensation(c) 1,465 1,140 5,175 2,638 Severance and other permitted costs(d) 1,700 229 3,648 5,947 Transaction costs (acquisitions and other)(e) 434 1,066 1,733 6,660 Gain on sale of assets (130) (118) (872) (412) Effects of fair value adjustments to inventory(f) 310 — 461 4,129 Change in fair value of financial instruments(g) — — — 6,395 Secondary public offering costs(h) — — 363 — Debt transaction costs(i) — — — 678 Adjusted EBITDA $ 62,697 $ 59,717 $ 236,190 $ 222,134 (a) Represents non-cash expense related to stock appreciation rights agreements. (b) Represents non-cash compensation expense related to changes in the fair values of noncontrolling interests . (c) Represents non-cash equity-based compensation expense related to the issuance of share-based awards. (d) Represents severance expenses and other costs permitted in calculations under the ABL Facility and the First Lien Facility. (e) Represents costs related to acquisitions paid to third parties. (f) Represents the non-cash cost of sales impact of purchase accounting adjustments to increase inventory to its estimated fair value. (g) Represents the mark-to-market adjustments for derivative financial instruments. (h) Represents costs paid to third-party advisors related to secondary offerings of our common stock. (i) Represents costs paid to third-party advisors related to debt refinancing activities. During the nine months ended January 31, 2020, the Company recorded operating lease ROU assets as a result of the adoption of the new lease guidance. The Company’s geographic divisions, other and corporate segments, recorded $113.3 million, $0.3 million and $5.2 million, respectively, of operating lease ROU assets as of the transition date. Revenues by Product The following table presents the Company’s net sales to external customers by main product lines for the three and nine months ended January 31, 2020 and 2019: Three Months Ended Nine Months Ended January 31, January 31, 2020 2019 2020 2019 (in thousands) Wallboard $ 314,391 $ 297,358 $ 1,006,604 $ 949,781 Ceilings 112,768 105,219 364,685 339,450 Steel framing 118,823 117,432 386,811 382,304 Other products 215,370 203,893 712,357 664,348 Total net sales $ 761,352 $ 723,902 $ 2,470,457 $ 2,335,883 Geographic Information The following table presents the Company’s net sales by major geographic area for the three and nine months ended January 31, 2020 and 2019: Three Months Ended Nine Months Ended January 31, January 31, 2020 2019 2020 2019 (in thousands) United States $ 661,491 $ 624,672 $ 2,136,968 $ 2,021,750 Canada 99,861 99,230 333,489 314,133 Total net sales $ 761,352 $ 723,902 $ 2,470,457 $ 2,335,883 Net sales for Canada for the nine months ended January 31, 2020 includes nine months of net sales compared to eight months for the prior year period due to the Company’s acquisition of Titan on June 1, 2018. The average exchange rates for translating Canada net sales from Canadian dollars to U.S. dollars were 0.7600 and 0.7555 for the three and nine months ended January 31, 2020, respectively. The average exchange rates were and 0.7491 and 0.7609 for the three and eight months ended January 31, 2019, respectively. The following table presents the Company’s property and equipment, net, by major geographic area as of January 31, 2020 and April 30, 2019: January 31, April 30, 2020 2019 (in thousands) United States $ 268,599 $ 249,857 Canada 37,873 32,492 Total property and equipment, net $ 306,472 $ 282,349 |