Cover
Cover - shares | 6 Months Ended | |
Oct. 31, 2021 | Nov. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-37784 | |
Entity Registrant Name | GMS INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-2931287 | |
Entity Address, Address Line One | 100 Crescent Centre Parkway | |
Entity Address, Address Line Two | Suite 800 | |
Entity Address, City or Town | Tucker | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30084 | |
City Area Code | (800) | |
Local Phone Number | 392-4619 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | GMS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 43,055,969 | |
Entity Central Index Key | 0001600438 | |
Current Fiscal Year End Date | --04-30 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 59,310 | $ 167,012 |
Trade accounts and notes receivable, net of allowances of $7,374 and $6,282, respectively | 732,272 | 558,661 |
Inventories, net | 552,180 | 357,054 |
Prepaid expenses and other current assets | 21,331 | 19,525 |
Total current assets | 1,365,093 | 1,102,252 |
Property and equipment, net of accumulated depreciation of $211,543 and $193,364, respectively | 326,490 | 311,326 |
Operating lease right-of-use assets | 133,052 | 118,413 |
Goodwill | 589,561 | 576,330 |
Intangible assets, net | 382,332 | 350,869 |
Deferred income taxes | 19,206 | 15,715 |
Other assets | 9,249 | 8,993 |
Total assets | 2,824,983 | 2,483,898 |
Current liabilities: | ||
Accounts payable | 351,226 | 322,965 |
Accrued compensation and employee benefits | 69,298 | 72,906 |
Other accrued expenses and current liabilities | 133,795 | 87,138 |
Current portion of long-term debt | 46,082 | 46,018 |
Current portion of operating lease liabilities | 36,174 | 33,474 |
Total current liabilities | 636,575 | 562,501 |
Non-current liabilities: | ||
Long-term debt, less current portion | 1,062,291 | 932,409 |
Long-term operating lease liabilities | 97,341 | 90,290 |
Deferred income taxes, net | 17,184 | 12,728 |
Other liabilities | 60,241 | 63,508 |
Total liabilities | 1,873,632 | 1,661,436 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, par value $0.01 per share, 500,000 shares authorized; 43,052 and 43,073 shares issued and outstanding as of October 31, 2021 and April 30, 2021, respectively | 431 | 431 |
Preferred stock, par value $0.01 per share, 50,000 shares authorized; 0 shares issued and outstanding as of October 31, 2021 and April 30, 2021 | 0 | 0 |
Additional paid-in capital | 534,931 | 542,737 |
Retained earnings | 410,098 | 274,535 |
Accumulated other comprehensive income | 5,891 | 4,759 |
Total stockholders' equity | 951,351 | 822,462 |
Total liabilities and stockholders' equity | $ 2,824,983 | $ 2,483,898 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Trade accounts and notes receivable, allowances (in dollars) | $ 7,374 | $ 6,282 |
Property and equipment, accumulated depreciation (in dollars) | $ 211,543 | $ 193,364 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 43,052,000 | 43,073,000 |
Common stock, shares outstanding (in shares) | 43,052,000 | 43,073,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,150,551 | $ 812,856 | $ 2,192,627 | $ 1,615,429 |
Cost of sales (exclusive of depreciation and amortization shown separately below) | 778,681 | 547,785 | 1,484,924 | 1,089,900 |
Gross profit | 371,870 | 265,071 | 707,703 | 525,529 |
Operating expenses: | ||||
Selling, general and administrative | 230,531 | 188,352 | 444,612 | 371,464 |
Depreciation and amortization | 29,403 | 27,245 | 57,117 | 54,342 |
Total operating expenses | 259,934 | 215,597 | 501,729 | 425,806 |
Operating income | 111,936 | 49,474 | 205,974 | 99,723 |
Other (expense) income: | ||||
Interest expense | (14,744) | (13,525) | (28,401) | (27,606) |
Other income, net | 938 | 797 | 1,730 | 1,452 |
Total other expense, net | (13,806) | (12,728) | (26,671) | (26,154) |
Income before taxes | 98,130 | 36,746 | 179,303 | 73,569 |
Provision for income taxes | 23,769 | 8,277 | 43,740 | 17,881 |
Net income | $ 74,361 | $ 28,469 | $ 135,563 | $ 55,688 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 43,135 | 42,723 | 43,112 | 42,674 |
Diluted (in shares) | 43,894 | 43,174 | 43,933 | 43,096 |
Net income per common share: | ||||
Basic (in dollars per share) | $ 1.72 | $ 0.67 | $ 3.14 | $ 1.30 |
Diluted (in dollars per share) | $ 1.69 | $ 0.66 | $ 3.09 | $ 1.29 |
Comprehensive income | ||||
Net income | $ 74,361 | $ 28,469 | $ 135,563 | $ 55,688 |
Foreign currency translation income (loss) | 4,114 | 3,159 | (4,119) | 19,440 |
Changes in other comprehensive income, net of tax | 3,289 | 2,844 | 5,251 | 3,803 |
Comprehensive income | $ 81,764 | $ 34,472 | $ 136,695 | $ 78,931 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning balance (in shares) at Apr. 30, 2020 | 42,554 | ||||
Beginning balance at Apr. 30, 2020 | $ 633,981 | $ 426 | $ 529,662 | $ 168,975 | $ (65,082) |
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 27,219 | 27,219 | |||
Foreign currency translation adjustments | 16,281 | 16,281 | |||
Other comprehensive income, net of tax | 959 | 959 | |||
Equity-based compensation | 1,575 | 1,575 | |||
Exercise of stock options (in shares) | 54 | ||||
Exercise of stock options | 691 | 691 | |||
Vesting of restricted stock units (in shares) | 7 | ||||
Tax withholding related to net share settlements of equity awards | (105) | (105) | |||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 58 | ||||
Issuance of common stock pursuant to employee stock purchase plan | 1,270 | $ 1 | 1,269 | ||
Ending balance (in shares) at Jul. 31, 2020 | 42,673 | ||||
Ending balance at Jul. 31, 2020 | 681,871 | $ 427 | 533,092 | 196,194 | (47,842) |
Beginning balance (in shares) at Apr. 30, 2020 | 42,554 | ||||
Beginning balance at Apr. 30, 2020 | 633,981 | $ 426 | 529,662 | 168,975 | (65,082) |
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 55,688 | ||||
Foreign currency translation adjustments | 19,440 | ||||
Other comprehensive income, net of tax | 3,803 | ||||
Ending balance (in shares) at Oct. 31, 2020 | 42,690 | ||||
Ending balance at Oct. 31, 2020 | 717,897 | $ 427 | 534,646 | 224,663 | (41,839) |
Beginning balance (in shares) at Jul. 31, 2020 | 42,673 | ||||
Beginning balance at Jul. 31, 2020 | 681,871 | $ 427 | 533,092 | 196,194 | (47,842) |
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 28,469 | 28,469 | |||
Repurchase and retirement of common stock (in shares) | (50) | ||||
Repurchase and retirement of common stock | (1,222) | $ (1) | (1,221) | ||
Foreign currency translation adjustments | 3,159 | 3,159 | |||
Other comprehensive income, net of tax | 2,844 | 2,844 | |||
Equity-based compensation | 3,253 | 3,253 | |||
Exercise of stock options (in shares) | 5 | ||||
Exercise of stock options | 172 | 172 | |||
Vesting of restricted stock units (in shares) | 62 | ||||
Vesting of restricted stock units | 0 | $ 1 | (1) | ||
Tax withholding related to net share settlements of equity awards | (649) | (649) | |||
Ending balance (in shares) at Oct. 31, 2020 | 42,690 | ||||
Ending balance at Oct. 31, 2020 | $ 717,897 | $ 427 | 534,646 | 224,663 | (41,839) |
Beginning balance (in shares) at Apr. 30, 2021 | 43,073 | 43,073 | |||
Beginning balance at Apr. 30, 2021 | $ 822,462 | $ 431 | 542,737 | 274,535 | 4,759 |
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 61,202 | 61,202 | |||
Repurchase and retirement of common stock (in shares) | (85) | ||||
Repurchase and retirement of common stock | (3,855) | $ (1) | (3,854) | ||
Foreign currency translation adjustments | (8,233) | (8,233) | |||
Other comprehensive income, net of tax | 1,962 | 1,962 | |||
Equity-based compensation | 1,958 | 1,958 | |||
Exercise of stock options (in shares) | 44 | ||||
Exercise of stock options | 863 | $ 1 | 862 | ||
Vesting of restricted stock units (in shares) | 8 | ||||
Tax withholding related to net share settlements of equity awards | (256) | (256) | |||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 43 | ||||
Issuance of common stock pursuant to employee stock purchase plan | 1,140 | 1,140 | |||
Ending balance (in shares) at Jul. 31, 2021 | 43,083 | ||||
Ending balance at Jul. 31, 2021 | $ 877,243 | $ 431 | 542,587 | 335,737 | (1,512) |
Beginning balance (in shares) at Apr. 30, 2021 | 43,073 | 43,073 | |||
Beginning balance at Apr. 30, 2021 | $ 822,462 | $ 431 | 542,737 | 274,535 | 4,759 |
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 135,563 | ||||
Foreign currency translation adjustments | (4,119) | ||||
Other comprehensive income, net of tax | $ 5,251 | ||||
Ending balance (in shares) at Oct. 31, 2021 | 43,052 | 43,052 | |||
Ending balance at Oct. 31, 2021 | $ 951,351 | $ 431 | 534,931 | 410,098 | 5,891 |
Beginning balance (in shares) at Jul. 31, 2021 | 43,083 | ||||
Beginning balance at Jul. 31, 2021 | 877,243 | $ 431 | 542,587 | 335,737 | (1,512) |
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 74,361 | 74,361 | |||
Repurchase and retirement of common stock (in shares) | (195) | ||||
Repurchase and retirement of common stock | (9,269) | $ (2) | (9,267) | ||
Foreign currency translation adjustments | 4,114 | 4,114 | |||
Other comprehensive income, net of tax | 3,289 | 3,289 | |||
Equity-based compensation | 3,215 | 3,215 | |||
Exercise of stock options (in shares) | 52 | ||||
Exercise of stock options | 977 | $ 1 | 976 | ||
Vesting of restricted stock units (in shares) | 112 | ||||
Vesting of restricted stock units | 0 | $ 1 | (1) | ||
Tax withholding related to net share settlements of equity awards | $ (2,579) | (2,579) | |||
Ending balance (in shares) at Oct. 31, 2021 | 43,052 | 43,052 | |||
Ending balance at Oct. 31, 2021 | $ 951,351 | $ 431 | $ 534,931 | $ 410,098 | $ 5,891 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 135,563 | $ 55,688 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 57,117 | 54,342 |
Amortization of debt discount and debt issuance costs | 1,392 | 1,505 |
Equity-based compensation | 7,951 | 6,370 |
(Gain) loss on disposal and impairment of assets | (222) | 875 |
Deferred income taxes | (718) | (9,296) |
Other items, net | 1,682 | (1,057) |
Changes in assets and liabilities net of effects of acquisitions: | ||
Trade accounts and notes receivable | (147,359) | (57,106) |
Inventories | (168,519) | (950) |
Prepaid expenses and other assets | (216) | (4,776) |
Accounts payable | 16,608 | (19,898) |
Accrued compensation and employee benefits | (3,561) | (23,889) |
Other accrued expenses and liabilities | 23,187 | 22,240 |
Cash (used in) provided by operating activities | (77,095) | 24,048 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (16,119) | (11,845) |
Proceeds from sale of assets | 466 | 720 |
Acquisition of businesses, net of cash acquired | (124,976) | (51) |
Cash used in investing activities | (140,629) | (11,176) |
Cash flows from financing activities: | ||
Repayments on revolving credit facilities | (442,442) | (102,189) |
Borrowings from revolving credit facilities | 583,233 | 14,750 |
Payments of principal on long-term debt | (2,555) | (4,984) |
Payments of principal on finance lease obligations | (15,154) | (14,629) |
Repurchases of common stock | (13,124) | (1,222) |
Proceeds from exercises of stock options | 1,840 | 863 |
Payments for taxes related to net share settlement of equity awards | (2,835) | (754) |
Other financing activities | 1,140 | 1,270 |
Cash provided by (used in) financing activities | 110,103 | (106,895) |
Effect of exchange rates on cash and cash equivalents | (81) | 1,282 |
Decrease in cash and cash equivalents | (107,702) | (92,741) |
Cash and cash equivalents, beginning of period | 167,012 | 210,909 |
Cash and cash equivalents, end of period | 59,310 | 118,168 |
Supplemental cash flow disclosures: | ||
Cash paid for income taxes | 37,784 | 20,224 |
Cash paid for interest | $ 17,596 | $ 25,726 |
Business, Basis of Presentation
Business, Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business, Basis of Presentation and Summary of Significant Accounting Policies | Business, Basis of Presentation and Summary of Significant Accounting Policies Business Founded in 1971, GMS Inc. (“we,” “our,” “us,” or the “Company”), through its wholly-owned operating subsidiaries, is a distributor of specialty building products including wallboard, suspended ceilings systems, or ceilings, steel framing and other complementary building products. We purchase products from many manufacturers and then distribute these goods to a customer base consisting of wallboard and ceilings contractors and homebuilders and, to a lesser extent, general contractors and individuals. We operate a network of more than 280 distribution centers across the United States and Canada. Basis of Presentation The condensed consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) that permit reduced disclosure for interim periods. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all normal and recurring adjustments necessary for a fair presentation of the results of operations, financial position and cash flows. All adjustments are of a normal recurring nature unless otherwise disclosed. The results of operations for interim periods are not necessarily indicative of results for any other interim period or the entire fiscal year. The unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended April 30, 2021. Principles of Consolidation The condensed consolidated financial statements present the results of operations, financial position, stockholders’ equity and cash flows of the Company and its subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation. The results of operations of businesses acquired are included from their respective dates of acquisition. Use of Estimates The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Foreign Currency Translation Assets and liabilities of the Company’s Canadian subsidiaries are translated at the exchange rate prevailing at the balance sheet date, while income and expenses are translated at average rates for the period. Translation gains and losses are reported as a separate component of stockholders’ equity and other comprehensive income (loss). Gains and losses on foreign currency transactions are recognized in the Condensed Consolidated Statements of Operations and Comprehensive Income within other income, net. Insurance Liabilities The Company is self-insured for certain losses related to medical claims. The Company has stop-loss coverage to limit the exposure arising from medical claims. In addition, the Company has deductible-based insurance policies for certain losses related to general liability, automobile and workers’ compensation. The expected ultimate cost for claims incurred as of the balance sheet date is not discounted and is recognized as a liability. Insurance losses for claims filed and claims incurred but not reported are accrued based upon estimates of the aggregate liability for uninsured claims using historical loss development factors and actuarial assumptions followed in the insurance industry. The following table presents the Company’s aggregate liabilities for medical self-insurance, reserves for general liability, automobile and workers’ compensation and the expected recoveries for medical self-insurance, general liability, automobile and workers’ compensation. Liabilities for medical self-insurance are included in other accrued expenses and current liabilities. Reserves for general liability, automobile and workers’ compensation are included in other accrued expenses and current liabilities and other liabilities. Expected recoveries for insurance liabilities are included in prepaid expenses and other current assets and other assets in the Condensed Consolidated Balance Sheets. October 31, April 30, (in thousands) Medical self‑insurance $ 3,526 $ 3,852 General liability, automobile and workers’ compensation 19,145 19,807 Expected recoveries for insurance liabilities (5,048) (3,209) Revenue Recognition Revenue is recognized upon transfer of control of promised goods to customers at an amount that reflects the consideration the Company expects to receive in exchange for those goods. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company includes shipping and handling costs billed to customers in net sales. These costs are recognized as a component of selling, general and administrative expenses. See Note 13, “Segments,” for information regarding disaggregation of revenue, including revenue by product and by geographic area. Income Taxes The Company considers each interim period an integral part of the annual period and measures tax expense (benefit) using an estimated annual effective income tax rate. Estimates of the annual effective income tax rate at the end of interim periods are, out of necessity, based on evaluation of possible future events and transactions and may be subject to subsequent refinement or revision. The Company forecasts its estimated annual effective income tax rate and then applies that rate to its year-to-date pre-tax ordinary income (loss), subject to certain loss limitation provisions. In addition, certain specific transactions are excluded from the Company’s estimated annual effective tax rate computation, but are discretely recognized within income tax expense (benefit) in their respective interim period. Future changes in the forecasted annual income (loss) projections, tax rate changes, or discrete tax items could result in significant adjustments to quarterly income tax expense (benefit) in future periods. The Company evaluates its deferred tax assets quarterly to determine if valuation allowances are required. In this evaluation, the Company considers both positive and negative evidence in determining whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The primary negative evidence considered includes the cumulative operating losses generated in prior periods. The primary positive evidence considered includes the reversal of deferred tax liabilities primarily related to depreciation and amortization that would occur within the same jurisdiction and during the carryforward period necessary to absorb the federal and state net operating losses and other deferred tax assets. Deferred tax assets and liabilities are computed by applying the federal, provincial and state income tax rates in effect to the gross amounts of temporary differences and other tax attributes, such as net operating loss carry-forwards. In assessing if the deferred tax assets will be realized, the Company considers whether it is more likely than not that some or all of these deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which these deductible temporary differences reverse. Earnings Per Share Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of outstanding shares of common stock for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, including stock options and restricted stock units (collectively “Common Stock Equivalents”), were exercised or converted into common stock. The dilutive effect of outstanding stock options and restricted stock units is reflected in diluted earnings per share by application of the treasury stock method. In applying the treasury stock method for stock-based compensation arrangements, the assumed proceeds are computed as the sum of the amount the employee must pay upon exercise and the amount of compensation cost attributed to future services and not yet recognized. Diluted earnings per share is computed by increasing the weighted-average number of outstanding shares of common stock computed in basic earnings per share to include the dilutive effect of Common Stock Equivalents for the period. In periods of net loss, the number of shares used to calculate diluted loss per share is the same as basic net loss per share. Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to the current year presentation. Recently Issued Accounting Pronouncements Reference Rate Reform – In March 2020, the Financial Accounting Standards Board (“FASB”) issued new guidance to temporarily ease the potential burden in accounting for reference rate reform. The guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rates that are expected to be discontinued, such as the London Interbank Offered Rate (“LIBOR”). The guidance was effective upon issuance and generally can be applied through December 31, 2022. However, the new guidance is not applicable to contract modifications made, and hedging relationships entered into or evaluated after, December 31, 2022. The Company will adopt this guidance when its relevant contracts are modified upon transition to alternative reference rates. The Company does not expect the adoption to have a material impact on its consolidated financial statements. |
Business Combinations
Business Combinations | 6 Months Ended |
Oct. 31, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations The Company accounts for business combinations by recognizing the assets acquired and liabilities assumed at the acquisition date fair value. In valuing certain acquired assets and liabilities, fair value estimates use Level 3 inputs, including future expected cash flows and discount rates. Goodwill is measured as the excess of consideration transferred over the fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to value assets acquired and liabilities assumed at the acquisition date, the Company’s estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments arising from new facts and circumstances are recorded to the Consolidated Statements of Operations and Comprehensive Income. The results of operations of acquisitions are reflected in the Company’s Consolidated Financial Statements from the date of acquisition. Westside Acquisition On July 1, 2021, the Company acquired substantially all the assets of Westside Building Material (“Westside”), one of the largest independent distributors of interior building products in the U.S., for preliminary consideration of $139.6 million. Westside is a leading supplier of steel framing, wallboard, acoustical ceilings, insulation and related building products serving commercial and residential markets. Westside’s distribution network comprises ten locations, including nine across California (Anaheim, Hesperia, Oakland, Chatsworth, Fresno, Lancaster, Santa Maria, San Diego and National City) and one in Las Vegas, Nevada. The primary purpose of the transaction was to expand the geographical coverage of the Company and grow the business. The assets acquired and liabilities assumed were recognized at their acquisition date fair values. Due to the limited amount of time since the acquisition of Westside, the acquisition accounting is subject to change as the Company obtains additional information during the measurement period about the facts and circumstances that existed as of the acquisition date. The primary areas of the preliminary acquisition accounting that are not yet finalized relate to working capital adjustments, the finalization of preliminary fair value estimates and residual goodwill. The following table summarizes the components of the preliminary consideration: (in thousands) Cash consideration $ 122,635 Holdback liability 17,000 Total preliminary consideration transferred $ 139,635 Included in the total preliminary consideration is a $17.0 million holdback liability, of which $3.5 million is for working capital adjustments that will be settled 150 days after the acquisition date and $13.5 million is for general representations and warranties of the sellers that will be settled 15 months after the acquisition date. The following table summarizes the preliminary acquisition accounting for this acquisition based on currently available information: Preliminary (in thousands) Trade accounts and notes receivable $ 27,081 Inventories 28,900 Prepaid and other current assets 228 Property and equipment 16,687 Operating lease right-of-use assets 20,782 Customer relationships 51,500 Tradenames 11,300 Goodwill 13,351 Accounts payable and accrued expenses (14,375) Operating lease liabilities (15,819) Fair value of consideration transferred $ 139,635 Goodwill recognized is attributable to synergies achieved through the streamlining of operations combined with improved margins attainable through increased market presence and is all attributable to the Company's geographic divisions reportable segment. Goodwill is expected to be deductible for U.S. federal income tax purposes. The estimated useful life for the customer relationships is 12 years and the estimated useful life for the tradenames is 15 years. The pro forma impact of this acquisition is not presented as it is not considered material to the Company's Consolidated Financial Statements. Other Acquisitions On June 3, 2021, the Company acquired the assets of Architectural Coatings Distributors, Inc. (“Architectural Coating”). Architectural Coating is an interior building products distributor in Cleveland, Ohio. The impact of this acquisition is not material to the Company’s Consolidated Financial Statements. On August 2, 2021, the Company acquired certain assets of DK&B Construction Specialties, Inc. (“DK&B”). DK&B is a distributor of External Insulation and Finishing Systems (“EIFS”) and stucco products through one location in Omaha, Nebraska. The impact of this acquisition is not material to the Company’s Consolidated Financial Statements. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Oct. 31, 2021 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable The Company’s trade accounts and notes receivable consisted of the following: October 31, April 30, (in thousands) Trade receivables $ 614,309 $ 488,002 Other receivables 125,337 76,941 Allowance for expected credit losses (3,403) (3,254) Other allowances (3,971) (3,028) Trade accounts and notes receivable $ 732,272 $ 558,661 The following table presents the change in the allowance for expected credit losses during the six months ended October 31, 2021: (in thousands) Balance as of April 30, 2021 $ 3,254 Provision 213 Other (64) Balance as of October 31, 2021 $ 3,403 Receivables from contracts with customers, net of allowances, were $606.9 million and $481.7 million as of October 31, 2021 and April 30, 2021, respectively. The Company did not have material amounts of contract assets or liabilities as of October 31, 2021 or April 30, 2021. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table presents changes in the carrying amount of goodwill: Gross Accumulated Net Carrying Amount Impairment Loss Carrying Amount (in thousands) Balance as of April 30, 2021 $ 645,377 $ (69,047) $ 576,330 Goodwill recognized from acquisitions 14,839 — 14,839 Acquisition accounting adjustments (476) — (476) Translation adjustment (1,617) 485 (1,132) Balance as of October 31, 2021 $ 658,123 $ (68,562) $ 589,561 Intangible Assets The following tables present the components of the Company’s definite-lived intangible assets: Estimated Weighted October 31, 2021 Gross Accumulated Net (dollars in thousands) Customer relationships 5-16 12.7 $ 619,335 $ (357,083) $ 262,252 Definite-lived tradenames 5-20 15.8 73,078 (17,049) 56,029 Vendor agreements 8-10 8.3 6,644 (5,775) 869 Developed technology 5 4.9 5,649 (3,925) 1,724 Other 3-5 3.8 1,278 (1,187) 91 Totals $ 705,984 $ (385,019) $ 320,965 Estimated Weighted April 30, 2021 Gross Accumulated Net (dollars in thousands) Customer relationships 5-16 13.3 $ 569,255 $ (330,880) $ 238,375 Definite-lived tradenames 5-20 16.8 62,084 (14,842) 47,242 Vendor agreements 8-10 8.3 6,644 (5,372) 1,272 Developed technology 5 4.9 5,699 (3,381) 2,318 Other 3-5 3.3 4,291 (3,996) 295 Totals $ 647,973 $ (358,471) $ 289,502 Amortization expense related to definite-lived intangible assets was $15.7 million and $14.5 million for the three months ended October 31, 2021 and 2020, respectively, and $30.5 million and $28.8 million for the six months ended October 31, 2021 and 2020, respectively. The following table summarizes the estimated future amortization expense for definite-lived intangible assets. Actual amortization expense to be reported in future periods could differ materially from these estimates as a result of acquisitions, changes in useful lives, foreign currency exchange rate fluctuations and other relevant factors. Year Ending April 30, (in thousands) 2022 (remaining six months) $ 29,806 2023 53,692 2024 44,225 2025 36,566 2026 30,728 Thereafter 125,948 Total $ 320,965 The Company’s indefinite-lived intangible assets consist of tradenames that had a carrying amount of $61.4 million as of October 31, 2021 and April 30, 2021. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Oct. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt The Company’s long-term debt consisted of the following: October 31, April 30, (in thousands) Term Loan Facility $ 507,168 $ 509,722 Unamortized discount and deferred financing costs on Term Loan Facility (4,152) (4,735) Senior Notes 350,000 350,000 Unamortized discount and deferred financing costs on Senior Notes (5,152) (5,485) ABL Facility 140,600 — Finance lease obligations 112,274 117,948 Installment notes at fixed rates up to 5.0%, due in monthly and annual installments through 2025 8,188 11,716 Unamortized discount on installment notes (553) (739) Carrying value of debt 1,108,373 978,427 Less current portion 46,082 46,018 Long-term debt $ 1,062,291 $ 932,409 Term Loan Facility The Company has a senior secured first lien term loan facility (the “Term Loan Facility”). The Company is required to make scheduled quarterly payments of $1.3 million, or 0.25% of the aggregate principal amount of the Term Loan Facility, with the balance due in June 2025. The Term Loan Facility bears interest at a floating rate based on LIBOR plus 2.50%, with a 0% floor. As of October 31, 2021, the applicable rate of interest was 2.59%. Senior Notes The Company has senior unsecured notes due May 2029 (the "Senior Notes"). The Senior Notes bear interest at 4.625% per annum and mature on May 1, 2029. Interest is payable semi-annually in arrears on May 1 and November 1. Asset Based Lending Facility The Company has an asset based revolving credit facility (the “ABL Facility”) that provided for aggregate revolving commitments of $445.0 million as of October 31, 2021. Extensions of credit under the ABL Facility are limited by a borrowing base calculated periodically based on specified percentages of the value of eligible inventory and eligible accounts receivable, subject to certain reserves and other adjustments. As of October 31, 2021, at the Company’s option, the interest rates applicable to the loans under the ABL Facility were based on LIBOR or base rate plus, in each case, an applicable margin. The margins applicable for each elected interest rate are subject to a pricing grid, as defined in the ABL Facility agreement, based on average daily availability for the most recent fiscal quarter. The ABL Facility also contains an unused commitment fee. As of October 31, 2021, the applicable base rate of interest was 3.50%. As of October 31, 2021, the Company had available borrowing capacity of approximately $278.0 million under the ABL Facility. The ABL Facility matures on September 30, 2024 unless the individual affected lenders agree to extend the maturity of their respective loans under the ABL Facility upon the Company’s request and without the consent of any other lender. The ABL Facility contains a cross default provision with the Term Loan Facility. Debt Covenants The Term Loan Facility and the indenture governing the Senior Notes contain a number of covenants that limit our ability and the ability of our restricted subsidiaries, as described in the respective credit agreement and the indenture, to: incur more indebtedness; pay dividends, redeem or repurchase stock or make other distributions; make investments; create restrictions on the ability of our restricted subsidiaries to pay dividends to us or make other intercompany transfers; create liens securing indebtedness; transfer or sell assets; merge or consolidate; enter into certain transactions with our affiliates; and prepay or amend the terms of certain indebtedness. Such covenants are subject to several important exceptions and qualifications set forth in the Term Loan Facility and the indenture governing the Senior Notes. The Company was in compliance with all covenants contained in the Term Loan Facility and the indenture governing the Senior Notes as of October 31, 2021. The ABL Facility contains certain affirmative covenants, including financial and other reporting requirements. The Company was in compliance with all such covenants as of October 31, 2021. Canadian Revolving Credit Facility Through its WSB Titan (“Titan”) subsidiary, the Company has a revolving credit facility (the “Canadian Facility”) that provides for aggregate revolving commitments of $24.2 million ($30.0 million Canadian dollars). The Canadian Facility bears interest at the Canadian prime rate plus a marginal rate based on the level determined by Titan’s total debt to EBITDA ratio at the end of the most recently completed fiscal quarter or year. As of October 31, 2021, the Company had available borrowing capacity of approximately $24.2 million under the Canadian Facility. The Canadian Facility matures on January 12, 2026. Debt Maturities As of October 31, 2021, the maturities of long-term debt were as follows Term Loan Senior Notes ABL Facility Finance Installment Total Year Ending April 30, (in thousands) 2022 (remaining six months) $ 2,556 $ — $ — $ 19,844 $ 857 $ 23,257 2023 5,110 — — 33,479 4,505 43,094 2024 5,110 — — 26,763 1,881 33,754 2025 5,110 — 140,600 17,028 921 163,659 2026 489,282 — — 9,823 24 499,129 Thereafter — 350,000 — 5,337 — 355,337 $ 507,168 $ 350,000 $ 140,600 $ 112,274 $ 8,188 $ 1,118,230 |
Leases
Leases | 6 Months Ended |
Oct. 31, 2021 | |
Lessee Disclosure [Abstract] | |
Leases | Leases The components of lease expense were as follows: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) Finance lease cost: Amortization of right-of-use assets $ 5,564 $ 5,960 $ 11,156 $ 12,099 Interest on lease liabilities 2,123 2,863 4,424 5,925 Operating lease cost 11,314 10,630 22,327 21,329 Variable lease cost 4,629 3,157 8,552 6,132 Total lease cost $ 23,630 $ 22,610 $ 46,459 $ 45,485 Supplemental cash flow information related to leases was as follows: Six Months Ended 2021 2020 (in thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 22,727 $ 21,479 Operating cash flows from finance leases 4,424 5,925 Financing cash flows from finance leases 15,154 14,629 Right-of-use assets obtained in exchange for lease obligations Operating leases 29,145 17,216 Finance leases 13,034 12,342 Other information related to leases was as follows: October 31, April 30, (in thousands) Finance leases included in property and equipment Property and equipment $ 179,682 $ 176,591 Accumulated depreciation (56,127) (51,869) Property and equipment, net $ 123,555 $ 124,722 Weighted-average remaining lease term (years) Operating leases 4.6 4.7 Finance leases 3.2 3.5 Weighted-average discount rate Operating leases 5.1 % 5.5 % Finance leases 4.5 % 4.6 % Future minimum lease payments under non-cancellable leases as of October 31, 2021 were as follows: Finance Operating Year Ending April 30, (in thousands) 2022 (remaining six months) $ 23,303 $ 21,974 2023 37,836 39,457 2024 28,700 33,557 2025 17,840 23,528 2026 10,126 13,513 Thereafter 5,420 18,738 Total lease payments 123,225 150,767 Less imputed interest 10,951 17,252 Total $ 112,274 $ 133,515 |
Leases | Leases The components of lease expense were as follows: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) Finance lease cost: Amortization of right-of-use assets $ 5,564 $ 5,960 $ 11,156 $ 12,099 Interest on lease liabilities 2,123 2,863 4,424 5,925 Operating lease cost 11,314 10,630 22,327 21,329 Variable lease cost 4,629 3,157 8,552 6,132 Total lease cost $ 23,630 $ 22,610 $ 46,459 $ 45,485 Supplemental cash flow information related to leases was as follows: Six Months Ended 2021 2020 (in thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 22,727 $ 21,479 Operating cash flows from finance leases 4,424 5,925 Financing cash flows from finance leases 15,154 14,629 Right-of-use assets obtained in exchange for lease obligations Operating leases 29,145 17,216 Finance leases 13,034 12,342 Other information related to leases was as follows: October 31, April 30, (in thousands) Finance leases included in property and equipment Property and equipment $ 179,682 $ 176,591 Accumulated depreciation (56,127) (51,869) Property and equipment, net $ 123,555 $ 124,722 Weighted-average remaining lease term (years) Operating leases 4.6 4.7 Finance leases 3.2 3.5 Weighted-average discount rate Operating leases 5.1 % 5.5 % Finance leases 4.5 % 4.6 % Future minimum lease payments under non-cancellable leases as of October 31, 2021 were as follows: Finance Operating Year Ending April 30, (in thousands) 2022 (remaining six months) $ 23,303 $ 21,974 2023 37,836 39,457 2024 28,700 33,557 2025 17,840 23,528 2026 10,126 13,513 Thereafter 5,420 18,738 Total lease payments 123,225 150,767 Less imputed interest 10,951 17,252 Total $ 112,274 $ 133,515 |
Income Taxes
Income Taxes | 6 Months Ended |
Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes General. The Company’s effective income tax rate on continuing operations was 24.4% and 24.3% for the six months ended October 31, 2021 and 2020, respectively. The difference in the effective income tax rate over the U.S. federal statutory rate of 21.0% for the six months ended October 31, 2021 was primarily due to the impact of state and foreign taxes, as well as equity compensation. The difference in the effective income tax rate over the U.S. federal statutory rate for the six months ended October 31, 2020 was primarily due to the impact of state taxes, foreign tax rates and a change in the valuation allowance. Valuation allowance . The Company had a valuation allowance of $12.2 million and $11.8 million against its deferred tax assets related to certain U.S. tax jurisdictions as of October 31, 2021 and April 30, 2021, respectively. To the extent the Company generates sufficient taxable income in the future to utilize the tax benefits of the net deferred tax assets on which a valuation allowance is recorded, the effective tax rate may decrease as the valuation allowance is reversed. Uncertain tax positions . The Company had no reserve for uncertain tax positions as of October 31, 2021 or April 30, 2021. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Oct. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The Company's Board of Directors has authorized a common stock repurchase program to repurchase up to $75.0 million of outstanding common stock. The Company may conduct repurchases under the share repurchase program through open market transactions, under trading plans in accordance with SEC Rule 10b5-1 and/or in privately negotiated transactions, in compliance with Rule 10b-18 under the Exchange Act of 1934, as amended. These repurchases are subject to a variety of factors, including, but not limited to, our liquidity, credit availability, general business and market conditions, our debt covenant restrictions and the availability of alternative investment opportunities. The share repurchase program does not obligate the Company to acquire any particular amount of common stock, and it may be suspended or terminated at any time at the Company’s discretion. The Company repurchased approximately 280,000 shares of its common stock for $13.1 million during the six months ended October 31, 2021. The Company repurchased approximately 50,000 shares of its common stock for $1.2 million during the six months ended October 31, 2020. As of October 31, 2021, the Company had $41.2 million of remaining repurchase authorization under the stock repurchase program. Accumulated Other Comprehensive Income The following table sets forth the changes to accumulated other comprehensive income (loss), net of tax, by component for the six months ended October 31, 2021: Foreign Derivative Accumulated (in thousands) Balance as of April 30, 2021 $ 20,764 $ (16,005) $ 4,759 Other comprehensive (loss) income before reclassification (4,119) 738 (3,381) Reclassification to earnings from accumulated other comprehensive income — 4,513 4,513 Balance as of October 31, 2021 $ 16,645 $ (10,754) $ 5,891 Other comprehensive income on derivative instruments for the six months ended October 31, 2021 is net of $0.2 million of tax. Reclassification to earnings from accumulated other comprehensive income is net of $1.5 million of tax. |
Equity-Based Compensation
Equity-Based Compensation | 6 Months Ended |
Oct. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation General Equity-based compensation expense related to stock options and restricted stock units was $4.8 million and $4.6 million during the six months ended October 31, 2021 and 2020, respectively, and is included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income. Stock Option Awards The following table presents stock option activity for the six months ended October 31, 2021: Number of Weighted Weighted Aggregate (shares and dollars in thousands) Outstanding as of April 30, 2021 1,289 $ 20.86 6.8 $ 29,465 Options granted 188 49.13 Options exercised (96) 19.37 Options forfeited (12) 23.06 Outstanding as of October 31, 2021 1,369 $ 24.84 6.8 $ 33,798 Exercisable as of October 31, 2021 856 $ 20.27 5.6 $ 25,055 Vested and Expected to vest as of October 31, 2021 1,364 $ 24.81 6.8 $ 33,723 The aggregate intrinsic value represents the excess of the Company’s closing stock price on the last trading day of the period over the weighted average exercise price multiplied by the number of options outstanding, exercisable or expected to vest. Options expected to vest are unvested shares net of expected forfeitures. The total intrinsic value of options exercised during the six months ended October 31, 2021 and 2020 was $2.8 million and $0.3 million, respectively. As of October 31, 2021, there was $5.9 million of total unrecognized compensation cost related to stock options. That cost is expected to be recognized over a weighted-average period of 2.2 years. The fair value of stock options granted during the six months ended October 31, 2021 and 2020 was estimated using the Black-Scholes option-pricing model with the following assumptions and resulting weighted average grant date fair value: Six Months Ended 2021 2020 Volatility 42.42 % 51.28 % Expected life (years) 6.0 6.0 Risk-free interest rate 0.85 % 0.30 % Dividend yield — % — % Grant date fair value $ 20.24 $ 11.13 The expected volatility was based on historical and implied volatility. The expected life of stock options was based on previous history of exercises. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant for the expected term of the stock option. The expected dividend yield was 0% as we have not declared any common stock dividends to date and do not expect to declare common stock dividends in the near future. The fair value of the underlying common stock at the date of grant was determined based on the value of the Company’s closing stock price on the date of the grant. Restricted Stock Units The following table presents restricted stock unit activity for the six months ended October 31, 2021: Number of Weighted (shares in thousands) Outstanding as of April 30, 2021 361 $ 22.92 Granted 155 49.13 Vested (179) 23.05 Forfeited (6) 23.02 Outstanding as of October 31, 2021 331 $ 35.12 As of October 31, 2021, there was $8.6 million of total unrecognized compensation cost related to nonvested restricted stock units. That cost is expected to be recognized over a weighted-average period of 2.1 years. Employee Stock Purchase Plan The Company has an employee stock purchase plan (“ESPP”), the terms of which allow for qualified employees to participate in the purchase of shares of the Company’s common stock at a price equal to 90% of the lower of the closing price at the beginning or end of the purchase period, which is a six-month period ending on December 31 and June 30 of each year. During the six months ended October 31, 2021, 43,000 shares of the Company’s common stock were purchased under the ESPP at a price of $26.36 per share. During the six months ended October 31, 2020, 58,000 shares of the Company’s common stock were purchased under the ESPP at a price of $22.13 per share. The Company recognized $0.4 million and $0.3 million of stock-based compensation expense during the six months ended October 31, 2021 and 2020, respectively, related to the ESPP. |
Stock Appreciation Rights, Defe
Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests | 6 Months Ended |
Oct. 31, 2021 | |
Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests | |
Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests | Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests The following table presents a summary of changes to the liabilities for stock appreciation rights, deferred compensation and redeemable noncontrolling interests: Stock Deferred Redeemable (in thousands) Balance as of April 30, 2021 $ 26,795 $ 1,875 $ 9,373 Amounts redeemed (320) — — Change in fair value 1,875 123 780 Balance as of October 31, 2021 $ 28,350 $ 1,998 $ 10,153 Classified as current as of April 30, 2021 $ 1,305 $ — $ — Classified as long-term as of April 30, 2021 25,490 1,875 9,373 Classified as current as of October 31, 2021 $ 1,248 $ — $ — Classified as long-term as of October 31, 2021 27,102 1,998 10,153 Total expense related to these instruments was $2.8 million and $1.5 million during the six months ended October 31, 2021 and 2020, respectively, and was included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income. Current and long-term liabilities for stock appreciation rights, deferred compensation and redeemable noncontrolling interests are included in other accrued expenses and liabilities and other liabilities, respectively, in the Condensed Consolidated Balance Sheets. See Note 13, "Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests," in the Company's Annual Report on Form 10-K for the year ended April 30, 2021 for more information regarding stock appreciation rights, deferred compensation and redeemable noncontrolling interests. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents the estimated carrying amount and fair value of the Company’s liabilities measured at fair value on a recurring basis: October 31, April 30, (in thousands) Interest rate swaps (Level 2) $ 14,049 $ 21,004 The Company has interest rate swap agreements with a notional amount of $500.0 million to convert the variable interest rate on a portion of its Term Loan Facility to a fixed 1-month LIBOR interest rate of 2.46%. The contracts were effective on February 28, 2019 and terminate on February 28, 2023. The objective of the interest rate swap agreements is to eliminate the variability of interest payment cash flows associated with variable interest rates. The Company believes there have been no material changes in the creditworthiness of the counterparty to this interest rate swap and believes the risk of nonperformance by such party is minimal. The Company designated the interest rate swaps as cash flow hedges. As of October 31, 2021, $11.2 million of the interest rate swap liability was classified in other accrued expenses and current liabilities and $2.9 million was classified in other liabilities in the Condensed Consolidated Balance Sheet. The Company recognized losses, net of tax, of $2.3 million and $2.2 million in earnings during the three months ended October 31, 2021 and 2020, respectively, related to its interest rate swaps, and $4.5 million and $4.3 million during the six months ended October 31, 2021 and 2020, respectively. These losses are included in interest expense in the Condensed Consolidated Statements of Operations and Comprehensive Income and within cash flows from operating activities within the Condensed Consolidated Statements of Cash Flows. As of October 31, 2021, the Company expects that approximately $11.2 million of pre-tax net losses will be reclassified from accumulated other comprehensive income (loss) into earnings during the next twelve months. The fair value of interest rate swaps is determined using Level 2 inputs. Generally, the Company obtains the Level 2 inputs from its counterparties. Substantially all of the inputs throughout the full term of the instruments can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. The fair value of the Company’s interest rate swap was determined using widely accepted valuation techniques including a discounted cash flow analysis on the expected cash flows of the derivative. This analysis reflected the contractual terms of the derivatives, including the period to maturity, and used observable market-based inputs, including interest rate curves and implied volatilities. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Disclosures are required for certain assets and liabilities that are measured at fair value on a nonrecurring basis in periods subsequent to initial recognition. Such measurements of fair value relate primarily to assets and liabilities measured at fair value in connection with business combinations and long-lived asset impairments. For more information on business combinations, see Note 2, “Business Combinations.” There were no material long-lived asset impairments during the six months ended October 31, 2021 or 2020. Fair Value of Debt The estimated fair value of the Company’s Senior Notes was determined based on Level 2 input using observable market prices in less active markets. The carrying amount of the Company’s Term Loan Facility and ABL Facility approximates its fair value as the interest rates are variable and reflective of market rates. The following table presents the carrying value and fair value of the Company’s Senior Notes: October 31, 2021 April 30, 2021 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Senior Notes $ 350,000 $ 347,375 $ 350,000 $ 350,000 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Oct. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesThe Company is a defendant in various lawsuits and administrative actions associated with personal injuries, property damage, product liability claims, claims of former employees and other events arising in the normal course of business. As discussed in Note 1 “—Insurance Liabilities”, the Company records liabilities for these claims, and assets for amounts recoverable from the insurer, for claims covered by insurance. |
Segments
Segments | 6 Months Ended |
Oct. 31, 2021 | |
Segment Reporting [Abstract] | |
Segments | Segments There have been no changes to the Company's reportable segments during the six months ended October 31, 2021. For more information regarding the Company's reportable segments, see Note 17, "Segments," in the Company's Annual Report on Form 10-K for the year ended April 30, 2021. Segment Results The following tables present segment results: Three Months Ended October 31, 2021 Net Sales Gross Profit Depreciation and Adjusted (in thousands) Geographic divisions $ 1,140,652 $ 367,920 $ 28,990 $ 147,923 Other 9,899 3,950 88 1,616 Corporate — — 325 — $ 1,150,551 $ 371,870 $ 29,403 $ 149,539 Three Months Ended October 31, 2020 Net Sales Gross Profit Depreciation and Adjusted (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 Six Months Ended October 31, 2021 Net Sales Gross Profit Depreciation and Adjusted (in thousands) Geographic divisions $ 2,173,040 $ 700,605 $ 56,418 $ 274,940 Other 19,587 7,098 176 2,678 Corporate — — 523 — $ 2,192,627 $ 707,703 $ 57,117 $ 277,618 Six Months Ended October 31, 2020 Net Sales Gross Profit Depreciation and Adjusted (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 The following table presents a reconciliation of Adjusted EBITDA to net income: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) Net income $ 74,361 $ 28,469 $ 135,563 $ 55,688 Interest expense 14,744 13,525 28,401 27,606 Interest income (27) (14) (27) (51) Provision for income taxes 23,769 8,277 43,740 17,881 Depreciation expense 13,703 12,710 26,628 25,537 Amortization expense 15,700 14,535 30,489 28,805 Stock appreciation rights(a) 983 314 1,875 1,106 Redeemable noncontrolling interests(b) 593 186 903 438 Equity-based compensation(c) 3,215 3,252 5,173 4,857 Severance and other permitted costs(d) 249 762 396 2,709 Transaction costs (acquisitions and other)(e) 2,393 25 2,968 125 (Gain) loss on disposal and impairment of assets(f) (144) 481 (222) 875 Effects of fair value adjustments to inventory(g) — — 1,731 — Adjusted EBITDA $ 149,539 $ 82,522 $ 277,618 $ 165,576 __________________________________________ (a) Represents changes in the fair value of stock appreciation rights. (b) Represents 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 and credits due to COVID-19. (e) Represents costs related to acquisitions paid to third parties. (f) Includes gains from the sale of assets and impairment of assets resulting from restructuring plans to close certain facilities. (g) Represents the non-cash cost of sales impact of acquisition accounting adjustments to increase inventory to its estimated fair value. 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 2021 2020 2021 2020 (in thousands) Wallboard $ 414,522 $ 330,515 $ 804,657 $ 658,600 Ceilings 140,866 112,126 278,937 226,769 Steel framing 272,000 111,293 468,276 221,825 Complementary products 323,163 258,922 640,757 508,235 Total net sales $ 1,150,551 $ 812,856 $ 2,192,627 $ 1,615,429 Geographic Information The following table presents the Company’s net sales by major geographic area: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) United States $ 988,103 $ 684,131 $ 1,850,893 $ 1,363,452 Canada 162,448 128,725 341,734 251,977 Total net sales $ 1,150,551 $ 812,856 $ 2,192,627 $ 1,615,429 The following table presents the Company’s property and equipment, net, by major geographic area: October 31, April 30, (in thousands) United States $ 284,763 $ 271,346 Canada 41,727 39,980 Total property and equipment, net $ 326,490 $ 311,326 |
Earnings Per Common Share
Earnings Per Common Share | 6 Months Ended |
Oct. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share The following table sets forth the computation of basic and diluted earnings per share of common stock: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands, except per share data) Net income $ 74,361 $ 28,469 $ 135,563 $ 55,688 Basic earnings per common share: Basic weighted average common shares outstanding 43,135 42,723 43,112 42,674 Basic earnings per common share $ 1.72 $ 0.67 $ 3.14 $ 1.30 Diluted earnings per common share: Basic weighted average common shares outstanding 43,135 42,723 43,112 42,674 Add: Common Stock Equivalents 759 451 821 422 Diluted weighted average common shares outstanding 43,894 43,174 43,933 43,096 Diluted earnings per common share $ 1.69 $ 0.66 $ 3.09 $ 1.29 During the three and six months ended October 31, 2021, no Common Stock Equivalents were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive. During the three and six months ended October 31, 2020, approximately 0.5 million and 0.4 million, respectively, Common Stock Equivalents were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive. Anti-dilutive securities could be dilutive in future periods. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Oct. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On December 1, 2021, the Company acquired AMES Taping Tools Holding LLC (“AMES”) for a preliminary purchase price of $212.5 million in cash. AMES is the leading provider of automatic taping and finishing (“ATF”) tools and related products to the professional drywall finishing industry. The acquisition of AMES was primarily funded with borrowings under the Company's ABL Facility. Also on December 1, 2021, the Company acquired the assets of Kimco Supply Company (“Kimco”). Kimco is an interior building products distributor through two locations in the Tampa, Florida area. On November 30, 2021, the Company amended its ABL Facility to, among other things, increase the commitments thereunder by $100.0 million from $445.0 million to $545.0 million and change the LIBOR interest rate provisions to SOFR interest rate provisions. After giving effect to the amendment to the ABL Facility and borrowings under the ABL Facility to finance the acquisition of AMES, the Company had available borrowing capacity of approximately $149.5 million as of December 1, 2021 under the ABL Facility. |
Business, Basis of Presentati_2
Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) that permit reduced disclosure for interim periods. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all normal and recurring adjustments necessary for a fair presentation of the results of operations, financial position and cash flows. All adjustments are of a normal recurring nature unless otherwise disclosed. The results of operations for interim periods are not necessarily indicative of results for any other interim period or the entire fiscal year. The unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended April 30, 2021. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements present the results of operations, financial position, stockholders’ equity and cash flows of the Company and its subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation. The results of operations of businesses acquired are included from their respective dates of acquisition. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of the Company’s Canadian subsidiaries are translated at the exchange rate prevailing at the balance sheet date, while income and expenses are translated at average rates for the period. Translation gains and losses are reported as a separate component of stockholders’ equity and other comprehensive income (loss). Gains and losses on foreign currency transactions are recognized in the Condensed Consolidated Statements of Operations and Comprehensive Income within other income, net. |
Insurance Liabilities | Insurance Liabilities The Company is self-insured for certain losses related to medical claims. The Company has stop-loss coverage to limit the exposure arising from medical claims. In addition, the Company has deductible-based insurance policies for certain losses related to general liability, automobile and workers’ compensation. The expected ultimate cost for claims incurred as of the balance sheet date is not discounted and is recognized as a liability. Insurance losses for claims filed and claims incurred but not reported are accrued based upon estimates of the aggregate liability for uninsured claims using historical loss development factors and actuarial assumptions followed in the insurance industry. |
Revenue Recognition | Revenue Recognition Revenue is recognized upon transfer of control of promised goods to customers at an amount that reflects the consideration the Company expects to receive in exchange for those goods. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company includes shipping and handling costs billed to customers in net sales. These costs are recognized as a component of selling, general and administrative expenses. |
Income Taxes | Income Taxes The Company considers each interim period an integral part of the annual period and measures tax expense (benefit) using an estimated annual effective income tax rate. Estimates of the annual effective income tax rate at the end of interim periods are, out of necessity, based on evaluation of possible future events and transactions and may be subject to subsequent refinement or revision. The Company forecasts its estimated annual effective income tax rate and then applies that rate to its year-to-date pre-tax ordinary income (loss), subject to certain loss limitation provisions. In addition, certain specific transactions are excluded from the Company’s estimated annual effective tax rate computation, but are discretely recognized within income tax expense (benefit) in their respective interim period. Future changes in the forecasted annual income (loss) projections, tax rate changes, or discrete tax items could result in significant adjustments to quarterly income tax expense (benefit) in future periods. The Company evaluates its deferred tax assets quarterly to determine if valuation allowances are required. In this evaluation, the Company considers both positive and negative evidence in determining whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The primary negative evidence considered includes the cumulative operating losses generated in prior periods. The primary positive evidence considered includes the reversal of deferred tax liabilities primarily related to depreciation and amortization that would occur within the same jurisdiction and during the carryforward period necessary to absorb the federal and state net operating losses and other deferred tax assets. Deferred tax assets and liabilities are computed by applying the federal, provincial and state income tax rates in effect to the gross amounts of temporary differences and other tax attributes, such as net operating loss carry-forwards. In assessing if the deferred tax assets will be realized, the Company considers whether it is more likely than not that some or all of these deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which these deductible temporary differences reverse. |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of outstanding shares of common stock for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, including stock options and restricted stock units (collectively “Common Stock Equivalents”), were exercised or converted into common stock. The dilutive effect of outstanding stock options and restricted stock units is reflected in diluted earnings per share by application of the treasury stock method. In applying the treasury stock method for stock-based compensation arrangements, the assumed proceeds are computed as the sum of the amount the employee must pay upon exercise and the amount of compensation cost attributed to future services and not yet recognized. Diluted earnings per share is computed by increasing the weighted-average number of outstanding shares of |
Reclassifications | ReclassificationsCertain amounts in the prior period financial statements have been reclassified to conform to the current year presentation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Reference Rate Reform – In March 2020, the Financial Accounting Standards Board (“FASB”) issued new guidance to temporarily ease the potential burden in accounting for reference rate reform. The guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rates that are expected to be discontinued, such as the London Interbank Offered Rate (“LIBOR”). The guidance was effective upon issuance and generally can be applied through December 31, 2022. However, the new guidance is not applicable to contract modifications made, and hedging relationships entered into or evaluated after, December 31, 2022. The Company will adopt this guidance when its relevant contracts are modified upon transition to alternative reference rates. The Company does not expect the adoption to have a material impact on its consolidated financial statements. |
Business, Basis of Presentati_3
Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of medical self-insurance liabilities and recoveries | The following table presents the Company’s aggregate liabilities for medical self-insurance, reserves for general liability, automobile and workers’ compensation and the expected recoveries for medical self-insurance, general liability, automobile and workers’ compensation. Liabilities for medical self-insurance are included in other accrued expenses and current liabilities. Reserves for general liability, automobile and workers’ compensation are included in other accrued expenses and current liabilities and other liabilities. Expected recoveries for insurance liabilities are included in prepaid expenses and other current assets and other assets in the Condensed Consolidated Balance Sheets. October 31, April 30, (in thousands) Medical self‑insurance $ 3,526 $ 3,852 General liability, automobile and workers’ compensation 19,145 19,807 Expected recoveries for insurance liabilities (5,048) (3,209) |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Business Combinations [Abstract] | |
Summary of the components of the preliminary consideration | The following table summarizes the components of the preliminary consideration: (in thousands) Cash consideration $ 122,635 Holdback liability 17,000 Total preliminary consideration transferred $ 139,635 |
Schedule of preliminary allocation of the consideration transferred | The following table summarizes the preliminary acquisition accounting for this acquisition based on currently available information: Preliminary (in thousands) Trade accounts and notes receivable $ 27,081 Inventories 28,900 Prepaid and other current assets 228 Property and equipment 16,687 Operating lease right-of-use assets 20,782 Customer relationships 51,500 Tradenames 11,300 Goodwill 13,351 Accounts payable and accrued expenses (14,375) Operating lease liabilities (15,819) Fair value of consideration transferred $ 139,635 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Receivables [Abstract] | |
Schedule of trade accounts and notes receivable | The Company’s trade accounts and notes receivable consisted of the following: October 31, April 30, (in thousands) Trade receivables $ 614,309 $ 488,002 Other receivables 125,337 76,941 Allowance for expected credit losses (3,403) (3,254) Other allowances (3,971) (3,028) Trade accounts and notes receivable $ 732,272 $ 558,661 |
Schedule of change in allowance for expected credit losses | The following table presents the change in the allowance for expected credit losses during the six months ended October 31, 2021: (in thousands) Balance as of April 30, 2021 $ 3,254 Provision 213 Other (64) Balance as of October 31, 2021 $ 3,403 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in the carrying amount of goodwill | The following table presents changes in the carrying amount of goodwill: Gross Accumulated Net Carrying Amount Impairment Loss Carrying Amount (in thousands) Balance as of April 30, 2021 $ 645,377 $ (69,047) $ 576,330 Goodwill recognized from acquisitions 14,839 — 14,839 Acquisition accounting adjustments (476) — (476) Translation adjustment (1,617) 485 (1,132) Balance as of October 31, 2021 $ 658,123 $ (68,562) $ 589,561 |
Schedule of components of definite-lived intangible assets | The following tables present the components of the Company’s definite-lived intangible assets: Estimated Weighted October 31, 2021 Gross Accumulated Net (dollars in thousands) Customer relationships 5-16 12.7 $ 619,335 $ (357,083) $ 262,252 Definite-lived tradenames 5-20 15.8 73,078 (17,049) 56,029 Vendor agreements 8-10 8.3 6,644 (5,775) 869 Developed technology 5 4.9 5,649 (3,925) 1,724 Other 3-5 3.8 1,278 (1,187) 91 Totals $ 705,984 $ (385,019) $ 320,965 Estimated Weighted April 30, 2021 Gross Accumulated Net (dollars in thousands) Customer relationships 5-16 13.3 $ 569,255 $ (330,880) $ 238,375 Definite-lived tradenames 5-20 16.8 62,084 (14,842) 47,242 Vendor agreements 8-10 8.3 6,644 (5,372) 1,272 Developed technology 5 4.9 5,699 (3,381) 2,318 Other 3-5 3.3 4,291 (3,996) 295 Totals $ 647,973 $ (358,471) $ 289,502 |
Schedule of estimated future aggregate amortization expense | The following table summarizes the estimated future amortization expense for definite-lived intangible assets. Actual amortization expense to be reported in future periods could differ materially from these estimates as a result of acquisitions, changes in useful lives, foreign currency exchange rate fluctuations and other relevant factors. Year Ending April 30, (in thousands) 2022 (remaining six months) $ 29,806 2023 53,692 2024 44,225 2025 36,566 2026 30,728 Thereafter 125,948 Total $ 320,965 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | The Company’s long-term debt consisted of the following: October 31, April 30, (in thousands) Term Loan Facility $ 507,168 $ 509,722 Unamortized discount and deferred financing costs on Term Loan Facility (4,152) (4,735) Senior Notes 350,000 350,000 Unamortized discount and deferred financing costs on Senior Notes (5,152) (5,485) ABL Facility 140,600 — Finance lease obligations 112,274 117,948 Installment notes at fixed rates up to 5.0%, due in monthly and annual installments through 2025 8,188 11,716 Unamortized discount on installment notes (553) (739) Carrying value of debt 1,108,373 978,427 Less current portion 46,082 46,018 Long-term debt $ 1,062,291 $ 932,409 |
Scheduled of maturities of long-term debt | As of October 31, 2021, the maturities of long-term debt were as follows Term Loan Senior Notes ABL Facility Finance Installment Total Year Ending April 30, (in thousands) 2022 (remaining six months) $ 2,556 $ — $ — $ 19,844 $ 857 $ 23,257 2023 5,110 — — 33,479 4,505 43,094 2024 5,110 — — 26,763 1,881 33,754 2025 5,110 — 140,600 17,028 921 163,659 2026 489,282 — — 9,823 24 499,129 Thereafter — 350,000 — 5,337 — 355,337 $ 507,168 $ 350,000 $ 140,600 $ 112,274 $ 8,188 $ 1,118,230 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Lessee Disclosure [Abstract] | |
Summary of components of lease expense | The components of lease expense were as follows: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) Finance lease cost: Amortization of right-of-use assets $ 5,564 $ 5,960 $ 11,156 $ 12,099 Interest on lease liabilities 2,123 2,863 4,424 5,925 Operating lease cost 11,314 10,630 22,327 21,329 Variable lease cost 4,629 3,157 8,552 6,132 Total lease cost $ 23,630 $ 22,610 $ 46,459 $ 45,485 |
Summary of components of supplemental cash flow information related to leases | Supplemental cash flow information related to leases was as follows: Six Months Ended 2021 2020 (in thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 22,727 $ 21,479 Operating cash flows from finance leases 4,424 5,925 Financing cash flows from finance leases 15,154 14,629 Right-of-use assets obtained in exchange for lease obligations Operating leases 29,145 17,216 Finance leases 13,034 12,342 |
Summary of other lease information | Other information related to leases was as follows: October 31, April 30, (in thousands) Finance leases included in property and equipment Property and equipment $ 179,682 $ 176,591 Accumulated depreciation (56,127) (51,869) Property and equipment, net $ 123,555 $ 124,722 Weighted-average remaining lease term (years) Operating leases 4.6 4.7 Finance leases 3.2 3.5 Weighted-average discount rate Operating leases 5.1 % 5.5 % Finance leases 4.5 % 4.6 % |
Schedule of maturities for finance leases | Future minimum lease payments under non-cancellable leases as of October 31, 2021 were as follows: Finance Operating Year Ending April 30, (in thousands) 2022 (remaining six months) $ 23,303 $ 21,974 2023 37,836 39,457 2024 28,700 33,557 2025 17,840 23,528 2026 10,126 13,513 Thereafter 5,420 18,738 Total lease payments 123,225 150,767 Less imputed interest 10,951 17,252 Total $ 112,274 $ 133,515 |
Schedule of maturities for operating leases | Future minimum lease payments under non-cancellable leases as of October 31, 2021 were as follows: Finance Operating Year Ending April 30, (in thousands) 2022 (remaining six months) $ 23,303 $ 21,974 2023 37,836 39,457 2024 28,700 33,557 2025 17,840 23,528 2026 10,126 13,513 Thereafter 5,420 18,738 Total lease payments 123,225 150,767 Less imputed interest 10,951 17,252 Total $ 112,274 $ 133,515 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Equity [Abstract] | |
Schedule of changes to accumulated other comprehensive loss, net of tax, by component | The following table sets forth the changes to accumulated other comprehensive income (loss), net of tax, by component for the six months ended October 31, 2021: Foreign Derivative Accumulated (in thousands) Balance as of April 30, 2021 $ 20,764 $ (16,005) $ 4,759 Other comprehensive (loss) income before reclassification (4,119) 738 (3,381) Reclassification to earnings from accumulated other comprehensive income — 4,513 4,513 Balance as of October 31, 2021 $ 16,645 $ (10,754) $ 5,891 |
Equity-Based Compensation - (Ta
Equity-Based Compensation - (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of stock option activity | The following table presents stock option activity for the six months ended October 31, 2021: Number of Weighted Weighted Aggregate (shares and dollars in thousands) Outstanding as of April 30, 2021 1,289 $ 20.86 6.8 $ 29,465 Options granted 188 49.13 Options exercised (96) 19.37 Options forfeited (12) 23.06 Outstanding as of October 31, 2021 1,369 $ 24.84 6.8 $ 33,798 Exercisable as of October 31, 2021 856 $ 20.27 5.6 $ 25,055 Vested and Expected to vest as of October 31, 2021 1,364 $ 24.81 6.8 $ 33,723 |
Schedule of the fair value of stock options assumptions | The fair value of stock options granted during the six months ended October 31, 2021 and 2020 was estimated using the Black-Scholes option-pricing model with the following assumptions and resulting weighted average grant date fair value: Six Months Ended 2021 2020 Volatility 42.42 % 51.28 % Expected life (years) 6.0 6.0 Risk-free interest rate 0.85 % 0.30 % Dividend yield — % — % Grant date fair value $ 20.24 $ 11.13 |
Summary of restricted stock unit activity | The following table presents restricted stock unit activity for the six months ended October 31, 2021: Number of Weighted (shares in thousands) Outstanding as of April 30, 2021 361 $ 22.92 Granted 155 49.13 Vested (179) 23.05 Forfeited (6) 23.02 Outstanding as of October 31, 2021 331 $ 35.12 |
Stock Appreciation Rights, De_2
Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests | |
Summary of changes to the liabilities for stock appreciation rights, deferred compensation and redeemable noncontrolling interests | The following table presents a summary of changes to the liabilities for stock appreciation rights, deferred compensation and redeemable noncontrolling interests: Stock Deferred Redeemable (in thousands) Balance as of April 30, 2021 $ 26,795 $ 1,875 $ 9,373 Amounts redeemed (320) — — Change in fair value 1,875 123 780 Balance as of October 31, 2021 $ 28,350 $ 1,998 $ 10,153 Classified as current as of April 30, 2021 $ 1,305 $ — $ — Classified as long-term as of April 30, 2021 25,490 1,875 9,373 Classified as current as of October 31, 2021 $ 1,248 $ — $ — Classified as long-term as of October 31, 2021 27,102 1,998 10,153 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of liabilities measured at fair value on a recurring basis | The following table presents the estimated carrying amount and fair value of the Company’s liabilities measured at fair value on a recurring basis: October 31, April 30, (in thousands) Interest rate swaps (Level 2) $ 14,049 $ 21,004 |
Schedule of carrying value and fair value of the Senior Notes | The following table presents the carrying value and fair value of the Company’s Senior Notes: October 31, 2021 April 30, 2021 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Senior Notes $ 350,000 $ 347,375 $ 350,000 $ 350,000 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of segment results | The following tables present segment results: Three Months Ended October 31, 2021 Net Sales Gross Profit Depreciation and Adjusted (in thousands) Geographic divisions $ 1,140,652 $ 367,920 $ 28,990 $ 147,923 Other 9,899 3,950 88 1,616 Corporate — — 325 — $ 1,150,551 $ 371,870 $ 29,403 $ 149,539 Three Months Ended October 31, 2020 Net Sales Gross Profit Depreciation and Adjusted (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 Six Months Ended October 31, 2021 Net Sales Gross Profit Depreciation and Adjusted (in thousands) Geographic divisions $ 2,173,040 $ 700,605 $ 56,418 $ 274,940 Other 19,587 7,098 176 2,678 Corporate — — 523 — $ 2,192,627 $ 707,703 $ 57,117 $ 277,618 Six Months Ended October 31, 2020 Net Sales Gross Profit Depreciation and Adjusted (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 |
Reconciliation of Adjusted EBITDA to net income | The following table presents a reconciliation of Adjusted EBITDA to net income: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) Net income $ 74,361 $ 28,469 $ 135,563 $ 55,688 Interest expense 14,744 13,525 28,401 27,606 Interest income (27) (14) (27) (51) Provision for income taxes 23,769 8,277 43,740 17,881 Depreciation expense 13,703 12,710 26,628 25,537 Amortization expense 15,700 14,535 30,489 28,805 Stock appreciation rights(a) 983 314 1,875 1,106 Redeemable noncontrolling interests(b) 593 186 903 438 Equity-based compensation(c) 3,215 3,252 5,173 4,857 Severance and other permitted costs(d) 249 762 396 2,709 Transaction costs (acquisitions and other)(e) 2,393 25 2,968 125 (Gain) loss on disposal and impairment of assets(f) (144) 481 (222) 875 Effects of fair value adjustments to inventory(g) — — 1,731 — Adjusted EBITDA $ 149,539 $ 82,522 $ 277,618 $ 165,576 __________________________________________ (a) Represents changes in the fair value of stock appreciation rights. (b) Represents 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 and credits due to COVID-19. (e) Represents costs related to acquisitions paid to third parties. (f) Includes gains from the sale of assets and impairment of assets resulting from restructuring plans to close certain facilities. (g) Represents the non-cash cost of sales impact of acquisition accounting adjustments to increase inventory to its estimated fair value. |
Schedule of net sales to external customers by main product lines | The following table presents the Company’s net sales to external customers by main product lines: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) Wallboard $ 414,522 $ 330,515 $ 804,657 $ 658,600 Ceilings 140,866 112,126 278,937 226,769 Steel framing 272,000 111,293 468,276 221,825 Complementary products 323,163 258,922 640,757 508,235 Total net sales $ 1,150,551 $ 812,856 $ 2,192,627 $ 1,615,429 |
Schedule of net sales by major geographic area | The following table presents the Company’s net sales by major geographic area: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands) United States $ 988,103 $ 684,131 $ 1,850,893 $ 1,363,452 Canada 162,448 128,725 341,734 251,977 Total net sales $ 1,150,551 $ 812,856 $ 2,192,627 $ 1,615,429 |
Schedule of property and equipment by major geographic area | The following table presents the Company’s property and equipment, net, by major geographic area: October 31, April 30, (in thousands) United States $ 284,763 $ 271,346 Canada 41,727 39,980 Total property and equipment, net $ 326,490 $ 311,326 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 6 Months Ended |
Oct. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of computation of basic and diluted earnings per share of common stock | The following table sets forth the computation of basic and diluted earnings per share of common stock: Three Months Ended Six Months Ended 2021 2020 2021 2020 (in thousands, except per share data) Net income $ 74,361 $ 28,469 $ 135,563 $ 55,688 Basic earnings per common share: Basic weighted average common shares outstanding 43,135 42,723 43,112 42,674 Basic earnings per common share $ 1.72 $ 0.67 $ 3.14 $ 1.30 Diluted earnings per common share: Basic weighted average common shares outstanding 43,135 42,723 43,112 42,674 Add: Common Stock Equivalents 759 451 821 422 Diluted weighted average common shares outstanding 43,894 43,174 43,933 43,096 Diluted earnings per common share $ 1.69 $ 0.66 $ 3.09 $ 1.29 |
Business, Basis of Presentati_4
Business, Basis of Presentation and Summary of Significant Accounting Policies - Business (Details) | 6 Months Ended |
Oct. 31, 2021center | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of distribution centers (more than) | 280 |
Business, Basis of Presentati_5
Business, Basis of Presentation and Summary of Significant Accounting Policies - Insurance Liabilities (Details) - General liability, workers' compensation and automobile - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Loss contingencies | ||
Medical self‑insurance | $ 3,526 | $ 3,852 |
General liability, automobile and workers’ compensation | 19,145 | 19,807 |
Expected recoveries for insurance liabilities | $ (5,048) | $ (3,209) |
Business Combinations - Narrati
Business Combinations - Narrative (Details) $ in Thousands | Jul. 01, 2021USD ($)location | Oct. 31, 2021 | Apr. 30, 2021 |
Customer relationships | |||
Business Acquisition [Line Items] | |||
Estimated useful life (in years) | 12 years 8 months 12 days | 13 years 3 months 18 days | |
Tradenames | |||
Business Acquisition [Line Items] | |||
Estimated useful life (in years) | 15 years 9 months 18 days | 16 years 9 months 18 days | |
Westside Building Material | |||
Business Acquisition [Line Items] | |||
Preliminary consideration transferred | $ 139,635 | ||
Number of distribution network locations | location | 10 | ||
Holdback liability | $ 17,000 | ||
Working capital adjustments | $ 3,500 | ||
Working capital adjustments, settlement period (in days) | 150 days | ||
Liability related to general representations and warranties | $ 13,500 | ||
Liability related to general representations and warranties, settlement period (in months) | 15 months | ||
Westside Building Material | Customer relationships | |||
Business Acquisition [Line Items] | |||
Estimated useful life (in years) | 12 years | ||
Westside Building Material | Tradenames | |||
Business Acquisition [Line Items] | |||
Estimated useful life (in years) | 15 years | ||
Westside Building Material | California | |||
Business Acquisition [Line Items] | |||
Number of distribution network locations | location | 9 | ||
Westside Building Material | Nevada | |||
Business Acquisition [Line Items] | |||
Number of distribution network locations | location | 1 |
Business Combinations - Compone
Business Combinations - Components of the Preliminary Consideration (Details) - Westside Building Material $ in Thousands | Jul. 01, 2021USD ($) |
Business Acquisition [Line Items] | |
Cash consideration | $ 122,635 |
Holdback liability | 17,000 |
Total preliminary consideration transferred | $ 139,635 |
Business Combinations - Prelimi
Business Combinations - Preliminary Acquisition Accounting (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jul. 01, 2021 | Apr. 30, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 589,561 | $ 576,330 | |
Westside Building Material | |||
Business Acquisition [Line Items] | |||
Trade accounts and notes receivable | $ 27,081 | ||
Inventories | 28,900 | ||
Prepaid and other current assets | 228 | ||
Property and equipment | 16,687 | ||
Operating lease right-of-use assets | 20,782 | ||
Goodwill | 13,351 | ||
Accounts payable and accrued expenses | (14,375) | ||
Operating lease liabilities | (15,819) | ||
Fair value of consideration transferred | 139,635 | ||
Westside Building Material | Customer relationships | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets | 51,500 | ||
Westside Building Material | Tradenames | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets | $ 11,300 |
Accounts Receivable - Trade Acc
Accounts Receivable - Trade Accounts And Notes Receivable (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Receivables [Abstract] | ||
Trade receivables | $ 614,309 | $ 488,002 |
Other receivables | 125,337 | 76,941 |
Allowance for expected credit losses | (3,403) | (3,254) |
Other allowances | (3,971) | (3,028) |
Trade accounts and notes receivable | $ 732,272 | $ 558,661 |
Accounts Receivable - Change In
Accounts Receivable - Change In Allowance (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Oct. 31, 2021 | Apr. 30, 2021 | |
Change in allowance | ||
Beginning balance | $ 3,254 | |
Provision | 213 | |
Other | (64) | |
Ending balance | 3,403 | |
Receivables from contracts with customers | $ 606,900 | $ 481,700 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands | 6 Months Ended |
Oct. 31, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill gross | $ 645,377 |
Goodwill, accumulated impairment loss | (69,047) |
Goodwill balance | 576,330 |
Goodwill recognized from acquisitions | 14,839 |
Acquisition accounting adjustments | (476) |
Translation adjustment, gross | (1,617) |
Translation adjustment, impairment loss | 485 |
Translation adjustment, net | (1,132) |
Goodwill gross | 658,123 |
Goodwill, accumulated impairment loss | (68,562) |
Goodwill balance | $ 589,561 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Definite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Oct. 31, 2021 | Apr. 30, 2021 | |
Definite-lived intangible assets | ||
Gross Carrying Amount | $ 705,984 | $ 647,973 |
Accumulated Amortization | (385,019) | (358,471) |
Total | $ 320,965 | $ 289,502 |
Customer relationships | ||
Definite-lived intangible assets | ||
Weighted Average Amortization Period (years) | 12 years 8 months 12 days | 13 years 3 months 18 days |
Gross Carrying Amount | $ 619,335 | $ 569,255 |
Accumulated Amortization | (357,083) | (330,880) |
Total | $ 262,252 | $ 238,375 |
Customer relationships | Minimum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 5 years | 5 years |
Customer relationships | Maximum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 16 years | 16 years |
Definite-lived tradenames | ||
Definite-lived intangible assets | ||
Weighted Average Amortization Period (years) | 15 years 9 months 18 days | 16 years 9 months 18 days |
Gross Carrying Amount | $ 73,078 | $ 62,084 |
Accumulated Amortization | (17,049) | (14,842) |
Total | $ 56,029 | $ 47,242 |
Definite-lived tradenames | Minimum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 5 years | 5 years |
Definite-lived tradenames | Maximum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 20 years | 20 years |
Vendor agreements | ||
Definite-lived intangible assets | ||
Weighted Average Amortization Period (years) | 8 years 3 months 18 days | 8 years 3 months 18 days |
Gross Carrying Amount | $ 6,644 | $ 6,644 |
Accumulated Amortization | (5,775) | (5,372) |
Total | $ 869 | $ 1,272 |
Vendor agreements | Minimum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 8 years | 8 years |
Vendor agreements | Maximum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 10 years | 10 years |
Developed technology | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 5 years | 5 years |
Weighted Average Amortization Period (years) | 4 years 10 months 24 days | 4 years 10 months 24 days |
Gross Carrying Amount | $ 5,649 | $ 5,699 |
Accumulated Amortization | (3,925) | (3,381) |
Total | $ 1,724 | $ 2,318 |
Other intangible assets | ||
Definite-lived intangible assets | ||
Weighted Average Amortization Period (years) | 3 years 9 months 18 days | 3 years 3 months 18 days |
Gross Carrying Amount | $ 1,278 | $ 4,291 |
Accumulated Amortization | (1,187) | (3,996) |
Total | $ 91 | $ 295 |
Other intangible assets | Minimum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 3 years | 3 years |
Other intangible assets | Maximum | ||
Definite-lived intangible assets | ||
Estimated Useful Lives (years) | 5 years | 5 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Apr. 30, 2021 | |
Intangible assets | |||||
Amortization expense | $ 15,700 | $ 14,535 | $ 30,489 | $ 28,805 | |
Tradenames | 61,400 | 61,400 | $ 61,400 | ||
Depreciation and amortization expense | |||||
Intangible assets | |||||
Amortization expense | $ 15,700 | $ 14,500 | $ 30,500 | $ 28,800 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Aggregate Amortization Expense (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 (remaining six months) | $ 29,806 | |
2023 | 53,692 | |
2024 | 44,225 | |
2025 | 36,566 | |
2026 | 30,728 | |
Thereafter | 125,948 | |
Total | $ 320,965 | $ 289,502 |
Long-Term Debt - Components (De
Long-Term Debt - Components (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Long-term debt | ||
Long-term debt, gross | $ 1,118,230 | |
Finance lease obligations | 112,274 | $ 117,948 |
Carrying value of debt | 1,108,373 | 978,427 |
Less current portion | 46,082 | 46,018 |
Long-term debt | 1,062,291 | 932,409 |
Term Loan Facility | ||
Long-term debt | ||
Long-term debt, gross | 507,168 | 509,722 |
Unamortized discount and deferred financing costs | (4,152) | (4,735) |
Senior Notes | ||
Long-term debt | ||
Long-term debt, gross | 350,000 | 350,000 |
Unamortized discount and deferred financing costs | $ (5,152) | (5,485) |
Interest rate | 4.625% | |
ABL Facility | ||
Long-term debt | ||
Long-term debt, gross | $ 140,600 | 0 |
Installment Notes | ||
Long-term debt | ||
Long-term debt, gross | 8,188 | 11,716 |
Unamortized discount | $ (553) | $ (739) |
Interest rate | 5.00% |
Long-Term Debt - Term Loan Faci
Long-Term Debt - Term Loan Facility (Details) - Term Loan Facility $ in Millions | 6 Months Ended |
Oct. 31, 2021USD ($) | |
Long-term debt | |
Loan quarterly payments | $ 1.3 |
Loan quarterly payments of the principal amount (as a percent) | 0.25% |
Borrowing interest rate (as a percent) | 2.59% |
LIBOR | |
Long-term debt | |
Margin added to variable rate (as a percent) | 2.50% |
Variable rate floor (as a percent) | 0.00% |
Long-Term Debt - Senior Notes (
Long-Term Debt - Senior Notes (Details) | Oct. 31, 2021 |
Senior Notes | |
Long-term debt | |
Interest rate | 4.625% |
Long-Term Debt - Asset-Based Le
Long-Term Debt - Asset-Based Lending Facility (Details) - ABL Facility $ in Millions | Oct. 31, 2021USD ($) |
Long-term debt | |
Maximum amount under the facility | $ 445 |
Borrowing interest rate (as a percent) | 3.50% |
Available borrowing capacity under the facility | $ 278 |
Long-Term Debt - Canadian Revol
Long-Term Debt - Canadian Revolving Credit Facility (Details) - Oct. 31, 2021 - Canadian Facility $ in Millions, $ in Millions | USD ($) | CAD ($) |
Long-term debt | ||
Maximum amount under the facility | $ 24.2 | $ 30 |
Available borrowing capacity under the facility | $ 24.2 |
Long-Term Debt - Maturities (De
Long-Term Debt - Maturities (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Long-term debt | ||
2022 (remaining six months) | $ 23,257 | |
2023 | 43,094 | |
2024 | 33,754 | |
2025 | 163,659 | |
2026 | 499,129 | |
Thereafter | 355,337 | |
Total | 1,118,230 | |
Term Loan Facility | ||
Long-term debt | ||
2022 (remaining six months) | 2,556 | |
2023 | 5,110 | |
2024 | 5,110 | |
2025 | 5,110 | |
2026 | 489,282 | |
Thereafter | 0 | |
Total | 507,168 | $ 509,722 |
Senior Notes | ||
Long-term debt | ||
2022 (remaining six months) | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 350,000 | |
Total | 350,000 | 350,000 |
ABL Facility | ||
Long-term debt | ||
2022 (remaining six months) | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 | 140,600 | |
2026 | 0 | |
Thereafter | 0 | |
Total | 140,600 | 0 |
Finance lease obligations | ||
Long-term debt | ||
2022 (remaining six months) | 19,844 | |
2023 | 33,479 | |
2024 | 26,763 | |
2025 | 17,028 | |
2026 | 9,823 | |
Thereafter | 5,337 | |
Total | 112,274 | |
Installment Notes | ||
Long-term debt | ||
2022 (remaining six months) | 857 | |
2023 | 4,505 | |
2024 | 1,881 | |
2025 | 921 | |
2026 | 24 | |
Thereafter | 0 | |
Total | $ 8,188 | $ 11,716 |
Leases - Components of lease ex
Leases - Components of lease expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Finance lease cost: | ||||
Amortization of right-of-use assets | $ 5,564 | $ 5,960 | $ 11,156 | $ 12,099 |
Interest on lease liabilities | 2,123 | 2,863 | 4,424 | 5,925 |
Operating lease cost | 11,314 | 10,630 | 22,327 | 21,329 |
Variable lease cost | 4,629 | 3,157 | 8,552 | 6,132 |
Total lease cost | $ 23,630 | $ 22,610 | $ 46,459 | $ 45,485 |
Leases - Supplemental cash flow
Leases - Supplemental cash flow information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows from operating leases | $ 22,727 | $ 21,479 |
Operating cash flows from finance leases | 4,424 | 5,925 |
Financing cash flows from finance leases | 15,154 | 14,629 |
Right-of-use assets obtained in exchange for lease obligations | ||
Operating leases | 29,145 | 17,216 |
Finance leases | $ 13,034 | $ 12,342 |
Leases - Other information (Det
Leases - Other information (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Finance leases included in property and equipment | ||
Property and equipment | $ 179,682 | $ 176,591 |
Accumulated depreciation | (56,127) | (51,869) |
Property and equipment, net | $ 123,555 | $ 124,722 |
Finance lease, right-of-use asset, balance sheet location [Extensible List] | Property and equipment, net of accumulated depreciation of $211,543 and $193,364, respectively | Property and equipment, net of accumulated depreciation of $211,543 and $193,364, respectively |
Weighted-average remaining lease term (years) | ||
Operating leases | 4 years 7 months 6 days | 4 years 8 months 12 days |
Finance leases | 3 years 2 months 12 days | 3 years 6 months |
Weighted-average discount rate | ||
Operating leases | 5.10% | 5.50% |
Finance leases | 4.50% | 4.60% |
Leases - Future minimum lease p
Leases - Future minimum lease payments under non-cancellable leases (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Finance | ||
2022 (remaining six months) | $ 23,303 | |
2023 | 37,836 | |
2024 | 28,700 | |
2025 | 17,840 | |
2026 | 10,126 | |
Thereafter | 5,420 | |
Total lease payments | 123,225 | |
Less imputed interest | 10,951 | |
Total | 112,274 | $ 117,948 |
Operating | ||
2022 (remaining six months) | 21,974 | |
2023 | 39,457 | |
2024 | 33,557 | |
2025 | 23,528 | |
2026 | 13,513 | |
Thereafter | 18,738 | |
Total lease payments | 150,767 | |
Less imputed interest | 17,252 | |
Total | $ 133,515 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Apr. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate (as a percent) | 24.40% | 24.30% | |
Valuation allowance | $ 12,200,000 | $ 11,800,000 | |
Reserve for uncertain tax positions | $ 0 | $ 0 |
Stockholders' Equity - Exchange
Stockholders' Equity - Exchangeable Shares, Share Repurchase Program and Secondary Public Offering (Details) - USD ($) shares in Thousands | 6 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Equity, Class of Treasury Stock [Line Items] | ||
Number of shares repurchased (in shares) | 280 | 50 |
Shares repurchased, cost | $ 13,100,000 | $ 1,200,000 |
Remaining amount under repurchase program | 41,200,000 | |
Maximum | ||
Equity, Class of Treasury Stock [Line Items] | ||
Stock repurchase program, authorized amount | $ 75,000,000 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Loss (Details) $ in Thousands | 6 Months Ended |
Oct. 31, 2021USD ($) | |
Accumulated other comprehensive (loss) income [Roll Forward] | |
Beginning balance | $ 822,462 |
Other comprehensive (loss) income before reclassification | (3,381) |
Reclassification to earnings from accumulated other comprehensive income | 4,513 |
Ending balance | 951,351 |
Other comprehensive income on derivative instruments before reclassification, tax | 200 |
Amount expected to be reclassified to earnings during next twelve months | 1,500 |
Accumulated Other Comprehensive Income | |
Accumulated other comprehensive (loss) income [Roll Forward] | |
Beginning balance | 4,759 |
Ending balance | 5,891 |
Foreign Currency Translation | |
Accumulated other comprehensive (loss) income [Roll Forward] | |
Beginning balance | 20,764 |
Other comprehensive (loss) income before reclassification | (4,119) |
Reclassification to earnings from accumulated other comprehensive income | 0 |
Ending balance | 16,645 |
Derivative Financial Instruments | |
Accumulated other comprehensive (loss) income [Roll Forward] | |
Beginning balance | (16,005) |
Other comprehensive (loss) income before reclassification | 738 |
Reclassification to earnings from accumulated other comprehensive income | 4,513 |
Ending balance | $ (10,754) |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 3,215 | $ 3,252 | $ 5,173 | $ 4,857 |
Selling, general and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 4,800 | 4,600 | ||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Intrinsic value of options exercised | 2,800 | $ 300 | ||
Unrecognized compensation cost, options | 5,900 | $ 5,900 | ||
Weighted-average period for recognition of unrecognized compensation expense (in years) | 2 years 2 months 12 days | |||
Dividend yield (as a percent) | 0.00% | 0.00% | ||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average period for recognition of unrecognized compensation expense (in years) | 2 years 1 month 6 days | |||
Unrecognized compensation cost, RSUs | $ 8,600 | $ 8,600 | ||
ESPP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 400 | $ 300 | ||
Percentage of common stock price based on closing price at the beginning or end of the last day of the purchase period | 90.00% | |||
Purchase period (in months) | 6 months | |||
Number of shares purchased under ESPP (in shares) | 43 | 58 | ||
Average price per share (in dollars per share) | $ 26.36 | $ 22.13 | $ 26.36 | $ 22.13 |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock Option Activity (Details) - Stock Options $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended |
Oct. 31, 2021USD ($)$ / sharesshares | Apr. 30, 2021USD ($)$ / sharesshares | |
Number of Options | ||
Outstanding, beginning of the period (in shares) | shares | 1,289 | |
Options granted (in shares) | shares | 188 | |
Options exercised (in shares) | shares | (96) | |
Options forfeited (in shares) | shares | (12) | |
Outstanding, end of the period (in shares) | shares | 1,369 | 1,289 |
Exercisable at end of period (in shares) | shares | 856 | |
Vested and expected to vest at end of period (in shares) | shares | 1,364 | |
Weighted Average Exercise Price | ||
Outstanding, beginning of period (in dollars per share) | $ / shares | $ 20.86 | |
Options granted (in dollars per share) | $ / shares | 49.13 | |
Options exercised (in dollars per share) | $ / shares | 19.37 | |
Options forfeited (in dollars per share) | $ / shares | 23.06 | |
Outstanding, end of the period (in dollars per share) | $ / shares | 24.84 | $ 20.86 |
Exercisable at end of period (in dollars per share) | $ / shares | 20.27 | |
Vested and expected to vest at end of period (in dollars per share) | $ / shares | $ 24.81 | |
Other disclosures | ||
Weighted Average Remaining Contractual Life, Outstanding (in years) | 6 years 9 months 18 days | 6 years 9 months 18 days |
Weighted Average Remaining Contractual Life, Exercisable at end of period (in years) | 5 years 7 months 6 days | |
Weighted Average Remaining Contractual Life, Vested and expected to vest at end of period (in years) | 6 years 9 months 18 days | |
Aggregate Intrinsic Value, Outstanding | $ | $ 33,798 | $ 29,465 |
Aggregate Intrinsic Value, Exercisable at end of period | $ | 25,055 | |
Aggregate Intrinsic Value, Vested and expected to vest at end of period | $ | $ 33,723 |
Equity-Based Compensation - Bla
Equity-Based Compensation - Black Scholes Options - Pricing Model (Details) - Stock Options - $ / shares | 6 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility (as a percent) | 42.42% | 51.28% |
Expected life (years) | 6 years | 6 years |
Risk-free interest rate (as a percent) | 0.85% | 0.30% |
Dividend yield (as a percent) | 0.00% | 0.00% |
Grant date fair value (in dollars per share) | $ 20.24 | $ 11.13 |
Equity-Based Compensation - Res
Equity-Based Compensation - Restricted Stock Units (Details) - Restricted stock units shares in Thousands | 6 Months Ended |
Oct. 31, 2021$ / sharesshares | |
Number of Restricted Stock Units | |
Outstanding, beginning of the period (in shares) | shares | 361 |
Granted (in shares) | shares | 155 |
Vested (in shares) | shares | (179) |
Forfeited (in shares) | shares | (6) |
Outstanding, end of the period (in shares) | shares | 331 |
Weighted Average Exercise Price | |
Outstanding, beginning of period (in dollars per share) | $ / shares | $ 22.92 |
Granted (in dollars per share) | $ / shares | 49.13 |
Vested (in dollars per share) | $ / shares | 23.05 |
Forfeited (in dollars per share) | $ / shares | 23.02 |
Outstanding, end of the period (in dollars per share) | $ / shares | $ 35.12 |
Stock Appreciation Rights, De_3
Stock Appreciation Rights, Deferred Compensation and Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Apr. 30, 2021 | |
Selling, general and administrative expenses | |||
Deferred Compensation Liability, Current and Noncurrent [Roll Forward] | |||
Expense related to equity based compensation arrangements | $ 2,800 | $ 1,500 | |
Stock Appreciation Rights | |||
Deferred Compensation Liability, Current and Noncurrent [Roll Forward] | |||
Award liability as of beginning of period | 26,795 | ||
Amounts redeemed | (320) | ||
Change in fair value | 1,875 | ||
Award liability as of end of period | 28,350 | ||
Current liabilities related to plans | 1,248 | $ 1,305 | |
Long-term liabilities related to plans | 27,102 | 25,490 | |
Deferred Compensation | |||
Deferred Compensation Liability, Current and Noncurrent [Roll Forward] | |||
Award liability as of beginning of period | 1,875 | ||
Amounts redeemed | 0 | ||
Change in fair value | 123 | ||
Award liability as of end of period | 1,998 | ||
Current liabilities related to plans | 0 | 0 | |
Long-term liabilities related to plans | 1,998 | 1,875 | |
Redeemable Noncontrolling Interests | |||
Deferred Compensation Liability, Current and Noncurrent [Roll Forward] | |||
Award liability as of beginning of period | 9,373 | ||
Amounts redeemed | 0 | ||
Change in fair value | 780 | ||
Award liability as of end of period | 10,153 | ||
Current liabilities related to plans | 0 | 0 | |
Long-term liabilities related to plans | $ 10,153 | $ 9,373 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Derivative Liabilities (Details) - Interest rate swap agreements - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Fair Value Measurements | ||
Derivative liabilities | $ 11,200 | |
Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value Measurements | ||
Derivative liabilities | $ 14,049 | $ 21,004 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - Interest rate swap agreements - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Feb. 28, 2019 | |
Fair Value Measurements | |||||
Derivative liabilities | $ 11.2 | $ 11.2 | |||
Interest rate swap gains (losses) | (2.3) | $ (2.2) | (4.5) | $ (4.3) | |
Term Loan Facility | |||||
Fair Value Measurements | |||||
Notional amount | $ 500 | ||||
LIBOR | Term Loan Facility | |||||
Fair Value Measurements | |||||
Fixed interest rate | 2.46% | ||||
Other liabilities | |||||
Fair Value Measurements | |||||
Derivative liabilities | $ 2.9 | 2.9 | |||
Other accrued expenses and current liabilities | |||||
Fair Value Measurements | |||||
Expected amount of pre-tax net losses will be reclassified from accumulated other comprehensive income (loss) into earnings during the next twelve months | $ 11.2 |
Fair Value Measurements - Fai_2
Fair Value Measurements - Fair Value of Debt (Details) - Level 2 - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Carrying Amount | ||
Fair Value Measurements | ||
Senior Notes | $ 350,000 | $ 350,000 |
Fair Value | ||
Fair Value Measurements | ||
Senior Notes | $ 347,375 | $ 350,000 |
Segments - Net Sales, Adjusted
Segments - Net Sales, Adjusted EBITDA and Certain Other Measures (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Segment information | ||||
Net sales | $ 1,150,551 | $ 812,856 | $ 2,192,627 | $ 1,615,429 |
Gross Profit | 371,870 | 265,071 | 707,703 | 525,529 |
Depreciation and Amortization | 29,403 | 27,245 | 57,117 | 54,342 |
Adjusted EBITDA | 149,539 | 82,522 | 277,618 | 165,576 |
Geographic divisions | ||||
Segment information | ||||
Net sales | 1,140,652 | 805,074 | 2,173,040 | 1,599,546 |
Gross Profit | 367,920 | 262,534 | 700,605 | 520,372 |
Depreciation and Amortization | 28,990 | 26,783 | 56,418 | 53,565 |
Adjusted EBITDA | 147,923 | 82,169 | 274,940 | 164,673 |
Other | ||||
Segment information | ||||
Net sales | 9,899 | 7,782 | 19,587 | 15,883 |
Gross Profit | 3,950 | 2,537 | 7,098 | 5,157 |
Depreciation and Amortization | 88 | 91 | 176 | 182 |
Adjusted EBITDA | 1,616 | 353 | 2,678 | 903 |
Corporate | ||||
Segment information | ||||
Net sales | 0 | 0 | 0 | 0 |
Gross Profit | 0 | 0 | 0 | 0 |
Depreciation and Amortization | 325 | 371 | 523 | 595 |
Adjusted EBITDA | $ 0 | $ 0 | $ 0 | $ 0 |
Segments - Reconciliation of Ne
Segments - Reconciliation of Net Income to Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Oct. 31, 2021 | Jul. 31, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Segment Reporting [Abstract] | ||||||
Net income | $ 74,361 | $ 61,202 | $ 28,469 | $ 27,219 | $ 135,563 | $ 55,688 |
Interest expense | 14,744 | 13,525 | 28,401 | 27,606 | ||
Interest income | (27) | (14) | (27) | (51) | ||
Provision for income taxes | 23,769 | 8,277 | 43,740 | 17,881 | ||
Depreciation expense | 13,703 | 12,710 | 26,628 | 25,537 | ||
Amortization expense | 15,700 | 14,535 | 30,489 | 28,805 | ||
Stock appreciation rights | 983 | 314 | 1,875 | 1,106 | ||
Redeemable noncontrolling interests | 593 | 186 | 903 | 438 | ||
Equity-based compensation | 3,215 | 3,252 | 5,173 | 4,857 | ||
Severance and other permitted costs | 249 | 762 | 396 | 2,709 | ||
Transaction costs (acquisitions and other) | 2,393 | 25 | 2,968 | 125 | ||
(Gain) loss on disposal and impairment of assets | (144) | 481 | (222) | 875 | ||
Effects of fair value adjustments to inventory | 0 | 0 | 1,731 | 0 | ||
Adjusted EBITDA | $ 149,539 | $ 82,522 | $ 277,618 | $ 165,576 |
Segments - Net Sales by Main Pr
Segments - Net Sales by Main Product Lines (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Revenue from external customers | ||||
Total net sales | $ 1,150,551 | $ 812,856 | $ 2,192,627 | $ 1,615,429 |
Wallboard | ||||
Revenue from external customers | ||||
Total net sales | 414,522 | 330,515 | 804,657 | 658,600 |
Ceilings | ||||
Revenue from external customers | ||||
Total net sales | 140,866 | 112,126 | 278,937 | 226,769 |
Steel framing | ||||
Revenue from external customers | ||||
Total net sales | 272,000 | 111,293 | 468,276 | 221,825 |
Complementary products | ||||
Revenue from external customers | ||||
Total net sales | $ 323,163 | $ 258,922 | $ 640,757 | $ 508,235 |
Segments - Net sales by major g
Segments - Net sales by major geographic area (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | $ 1,150,551 | $ 812,856 | $ 2,192,627 | $ 1,615,429 |
United States | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | 988,103 | 684,131 | 1,850,893 | 1,363,452 |
Canada | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | $ 162,448 | $ 128,725 | $ 341,734 | $ 251,977 |
Segments - Property and equipme
Segments - Property and equipment, net, by major geographic area (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Apr. 30, 2021 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 326,490 | $ 311,326 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 284,763 | 271,346 |
Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 41,727 | $ 39,980 |
Earnings Per Common Share (Deta
Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Oct. 31, 2021 | Jul. 31, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Computation of basic and diluted earnings per share of common stock | ||||||
Net income | $ 74,361 | $ 61,202 | $ 28,469 | $ 27,219 | $ 135,563 | $ 55,688 |
Basic earnings per common share: | ||||||
Basic weighted average common shares outstanding (in shares) | 43,135,000 | 42,723,000 | 43,112,000 | 42,674,000 | ||
Basic earnings per common share (in dollars per share) | $ 1.72 | $ 0.67 | $ 3.14 | $ 1.30 | ||
Diluted earnings per common share: | ||||||
Basic weighted average common shares outstanding (in shares) | 43,135,000 | 42,723,000 | 43,112,000 | 42,674,000 | ||
Add: Common Stock Equivalents (in shares) | 759,000 | 451,000 | 821,000 | 422,000 | ||
Diluted weighted average common shares outstanding (in shares) | 43,894,000 | 43,174,000 | 43,933,000 | 43,096,000 | ||
Diluted earnings per common share (in dollars per share) | $ 1.69 | $ 0.66 | $ 3.09 | $ 1.29 | ||
Shares were not included in the calculation of Diluted loss per common share | ||||||
Anti-dilutive shares (in shares) | 0 | 500,000 | 0 | 400,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | Dec. 01, 2021 | Nov. 30, 2021 | Oct. 31, 2021 |
ABL Facility | |||
Subsequent Events | |||
Maximum amount under the facility | $ 445 | ||
Available borrowing capacity under the facility | $ 278 | ||
Subsequent Events. | Amended ABL Facility | |||
Subsequent Events | |||
Amount of commitments increased under the facility | $ 100 | ||
Maximum amount under the facility | $ 545 | ||
Available borrowing capacity under the facility | $ 149.5 | ||
Subsequent Events. | AMES Taping Tools Holding LLC | |||
Subsequent Events | |||
Cash consideration | $ 212.5 |