Segments | 14. Segments General The Company has eight 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 eight operating segments based on the Company’s eight geographic divisions, which are Central, Midwest, Northeast, Southern, Southeast, Southwest, Western and Canada. During the six months ended October 31, 2020, the Company divided its Southern operating segment into two operating segments, Southern and Southwest, which resulted in an increase (from seven to eight) in the number of operating segments. The Company performed a goodwill impairment test immediately before and after the change in operating segments, which indicated the fair values of the Company’s reporting units exceeded their carrying values. 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. 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: Three Months Ended October 31, 2020 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 805,074 $ 262,534 $ 26,783 $ 82,169 Other 7,782 2,537 91 353 Corporate — — 371 — $ 812,856 $ 265,071 $ 27,245 $ 82,522 Three Months Ended October 31, 2019 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 854,853 $ 281,900 $ 29,024 $ 89,171 Other 7,076 2,593 55 734 Corporate — — 439 — $ 861,929 $ 284,493 $ 29,518 $ 89,905 Six Months Ended October 31, 2020 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 1,599,546 $ 520,372 $ 53,565 $ 164,673 Other 15,883 5,157 182 903 Corporate — — 595 — $ 1,615,429 $ 525,529 $ 54,342 $ 165,576 Six Months Ended October 31, 2019 Depreciation and Adjusted Net Sales Gross Profit Amortization EBITDA (in thousands) Geographic divisions $ 1,695,010 $ 553,254 $ 57,956 $ 172,254 Other 14,095 4,893 108 1,239 Corporate — — 729 — $ 1,709,105 $ 558,147 $ 58,793 $ 173,493 The following table presents a reconciliation of Adjusted EBITDA to net income: Three Months Ended Six Months Ended October 31, October 31, 2020 2019 2020 2019 (in thousands) Net income $ 28,469 $ 29,138 $ 55,688 $ 53,958 Interest expense 13,525 17,559 27,606 35,836 Write-off of debt discount and deferred financing fees 707 — 707 Interest income (14) (6) (51) (18) Provision for income taxes 8,277 7,927 17,881 15,517 Depreciation expense 12,710 12,592 25,537 25,014 Amortization expense 14,535 16,926 28,805 33,779 Stock appreciation expense(a) 314 1,267 1,106 1,327 Redeemable noncontrolling interests(b) 186 (18) 438 644 Equity-based compensation(c) 3,252 2,315 4,857 3,710 Severance and other permitted costs(d) 762 1,394 2,709 1,948 Transaction costs (acquisitions and other)(e) 25 327 125 1,299 Loss (gain) on disposal and impairment of assets(f) 481 (586) 875 (742) Effects of fair value adjustments to inventory(g) — — — 151 Secondary public offering costs(h) — 363 — 363 Adjusted EBITDA $ 82,522 $ 89,905 $ 165,576 $ 173,493 (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 the calculation of Adjusted EBITDA under the ABL Facility and the Term Loan Facility, including certain unusual, nonrecurring costs due to the COVID-19 pandemic. (e) Represents costs related to acquisitions paid to third parties. (f) Includes impairment of assets resulting from restructuring plans to close certain facilities and gains from the sale of assets. (g) Represents the non-cash cost of sales impact of acquisition accounting adjustments to increase inventory to its estimated fair value. (h) Represents costs paid to third-party advisors related to secondary offerings of our common stock. Revenues by Product The following table presents the Company’s net sales to external customers by main product lines: Three Months Ended Six Months Ended October 31, October 31, 2020 2019 2020 2019 (in thousands) Wallboard $ 330,515 $ 350,618 $ 658,512 $ 692,213 Ceilings 111,293 122,807 224,995 251,917 Steel framing 111,293 136,159 221,780 267,988 Other products 259,755 252,345 510,142 496,987 Total net sales $ 812,856 $ 861,929 $ 1,615,429 $ 1,709,105 Geographic Information The following table presents the Company’s net sales by major geographic area: Three Months Ended Six Months Ended October 31, October 31, 2020 2019 2020 2019 (in thousands) United States $ 684,131 $ 744,134 $ 1,363,452 $ 1,475,477 Canada 128,725 117,795 251,977 233,628 Total net sales $ 812,856 $ 861,929 $ 1,615,429 1,709,105 The following table presents the Company’s property and equipment, net, by major geographic area: October 31, April 30, 2020 2020 (in thousands) United States $ 265,941 $ 270,855 Canada 34,203 34,612 Total property and equipment, net $ 300,144 $ 305,467 |