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BMC Stock Holdings, Inc. Announces 2018 Second Quarter Results

Atlanta, GA - July 30, 2018 - BMC Stock Holdings, Inc. (Nasdaq: BMCH) (“BMC” or the “Company”), one of the leading providers of diversified building products, services and innovative solutions in the U.S. residential construction market, today announced its financial results for the second quarter ended June 30, 2018. A reconciliation of non-GAAP financial measures to comparable GAAP financial measures is provided in the “Reconciliation of GAAP to Non-GAAP Measures” section of this press release.

Second Quarter 2018 Highlights (Comparisons are to Prior Year Period)
Net sales of $998.5 million, an increase of 12.6%, including significant growth in Structural Components and Ready-Frame® sales
Net income of $40.4 million, an increase of $22.8 million
Adjusted EBITDA (non-GAAP) of $78.8 million, an increase of $19.3 million or 32.3%
Adjusted EBITDA margin (non-GAAP) of 7.9%, an increase of 120 basis points
Diluted earnings per share of $0.60, an increase of $0.34
Adjusted net income per diluted share (non-GAAP) of $0.64, an increase of $0.30
Cash provided by operating activities of $27.7 million, an increase of $12.6 million

Commenting on BMC’s second quarter performance, Dave Keltner, Interim President and Chief Executive Officer of BMC, stated, “Based on the strength of our innovative product offerings combined with the team’s solid execution and commitment to the BMC Operating System, we delivered strong results for the second quarter, including significant year-over-year growth in net income, diluted earnings per share, Adjusted EBITDA and cash provided by operating activities. In addition, Adjusted EBITDA margin improved 120 basis points to 7.9% for the quarter.”

Keltner continued, “Within the organization, the team is energized and we are driving an expectation of continuous improvement. We are making key investments in automation and are continuing to implement the BMC Operating System to improve our processes and increase our efficiency, capacity and customer service levels. We are pleased with the success recorded to date, and through these efforts, we expect to drive sustainable growth and value for all of our stakeholders.”

Second Quarter 2018 Summary of Financial Results
During the three months ended June 30, 2018, the Company generated strong improvements in net sales, net income, diluted earnings per share, Adjusted EBITDA and operating cash flow.


1


 
Three Months Ended June 30,
(in thousands, except per share data)
2018
 
2017
 
Variance
Net sales
 
 
 
 
 
Reported net sales (GAAP)
$
998,461

 
$
886,375

 
$
112,086

 
 
 
 
 
 
Net income and EPS
 
 
 
 
 
Net income (GAAP)
$
40,405

 
$
17,596

 
$
22,809

Diluted earnings per share (GAAP)
$
0.60

 
$
0.26

 
$
0.34

Adjusted net income (non-GAAP)
$
43,410

 
$
22,956

 
$
20,454

Adjusted net income per diluted share (non-GAAP)
$
0.64

 
$
0.34

 
$
0.30

 
 
 
 
 
 
Adjusted EBITDA (non-GAAP)
$
78,829

 
$
59,577

 
$
19,252

Adjusted EBITDA margin (non-GAAP)
7.9
%
 
6.7
%
 
1.2
%
 
 
 
 
 
 
Net cash provided by operating activities
$
27,737

 
$
15,130

 
$
12,607

Second Quarter 2018 Financial Results Compared to Prior Year Period
Net sales increased 12.6% to $998.5 million, driven in part by strong 21.2% growth in the Company’s Structural Components product category. The Company estimates that net sales increased 7.9% from higher selling prices of lumber & lumber sheet goods, 2.4% from other organic growth and 2.3% from the acquisition of W.E. Shone Co. (“Shone Lumber”). The Company also estimates that net sales to single-family homebuilders and remodeling contractors increased 15.7% while net sales to multi-family, commercial and other contractors declined 4.8%. Net sales of Ready-Frame® were $60.1 million, an increase of 32.7%.
Gross profit increased 13.2% to $239.6 million. Gross profit as a percentage of sales (“gross margin”) was 24.0%, as compared to 23.9% for the second quarter of 2017.
Selling, general and administrative (“SG&A”) expenses increased 7.6% to $169.8 million. Approximately $3.4 million of this increase related to SG&A expenses at Shone Lumber, which was acquired earlier this year. Approximately $7.4 million of the increase related to higher employee compensation, benefits and other employee-related costs, and the remaining increase related primarily to a $0.7 million increase in diesel fuel costs. SG&A expenses as a percent of net sales improved 80 basis points to 17.0%, compared with 17.8% for the second quarter of 2017.
Depreciation expense, including the portion reported within cost of sales, decreased to $12.4 million, compared to $13.5 million in the second quarter of 2017.
Merger and integration costs decreased to $0.5 million, consisting primarily of system integration costs, partially offset by a gain from disposition of property due to the integration. This compared to $6.3 million in the second quarter of 2017. During the three months ended June 30, 2017, the Company recognized $2.8 million of expense related to the discontinuance of the ERP system previously utilized by Building Materials Holding Corporation prior to the December 2015 merger.
Amortization expense was $3.8 million, compared to $4.1 million in the second quarter of 2017.
Interest expense decreased to $6.0 million, compared to $6.5 million in the second quarter of 2017.
Other income, net, increased to $2.9 million, which was derived primarily from state and local tax incentives and customer service charges, compared to $1.0 million in the second quarter of 2017. This increase was primarily due to an increase in income from state and local tax incentive programs.
Net income increased to $40.4 million, or $0.60 per diluted share, compared to $17.6 million, or $0.26 per diluted share, in the second quarter of 2017.

2


Adjusted net income (non-GAAP) increased to $43.4 million, or $0.64 per diluted share (non-GAAP), compared to Adjusted net income of $23.0 million, or $0.34 per diluted share, in the second quarter of 2017.
Adjusted EBITDA (non-GAAP) increased 32.3% to $78.8 million, compared to $59.6 million in the second quarter of 2017.
Adjusted EBITDA margin (non-GAAP), defined as Adjusted EBITDA as a percentage of net sales, expanded 120 basis points to 7.9%.
Cash provided by operating activities increased $12.6 million to $27.7 million.

Liquidity and Capital Resources
Total liquidity as of June 30, 2018 was approximately $328.2 million, which included cash and cash equivalents of $14.3 million and $313.9 million of borrowing availability under the Company’s asset-backed revolver. Capital expenditures during the second quarter of 2018 totaled $16.0 million. These expenditures were primarily used to fund purchases of vehicles and equipment to replace aged assets and support increased sales volume, and facility, technology and automation investments to support our operations. 

CEO Search
On January 10, 2018, the Company announced that President and CEO, Peter C. Alexander left the Company under mutual agreement with the Board of Directors. David L. Keltner assumed the role of Interim President and CEO while the Board conducts a formal search for a permanent replacement. Since that time, the Board of Directors engaged a leading executive search firm and launched a broad search effort to find the best candidate who will continue to cultivate the Company’s strong culture and drive the growth strategy forward. The Board of Directors is confident in its ability to attract a proven, experienced executive and is entering its final round of interviews with a strong slate of candidates. During the search, BMC is aggressively moving forward with the execution of its growth strategies.

Conference Call Information
BMC will host a conference call on Monday, July 30, 2018 at 8:30 a.m. Eastern Time and will simultaneously broadcast it live over the Internet. Prior to the call, an earnings release presentation will be posted on the Company’s investor relations website - ir.buildwithbmc.com - in the “Events and Presentations” tab under the heading “Presentation Archive.” The conference call can be accessed by dialing 877-407-0784 (domestic) or 201-689-8560 (international). A telephonic replay will be available approximately three hours after the call and can be accessed by dialing 844-512-2921, or for international callers, 412-317-6671. The passcode for both the live call and the replay is 13681483. The telephonic replay will be available until 11:59 p.m. (Eastern Time) on August 6, 2018. The live webcast of the conference call can be accessed on the Company’s investor relations website at ir.buildwithbmc.com and will be available for approximately 90 days.

Non-GAAP Financial Measures
This press release presents Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share, which are non-GAAP financial measures within the meaning of applicable SEC rules and regulations. For a reconciliation of Adjusted EBITDA and Adjusted net income to the most comparable GAAP measures and a discussion of the reasons why the Company believes that these non-GAAP financial measures provide information that is useful to investors, see the tables included in this press release under "Reconciliation of GAAP to Non-GAAP Measures."


3


About BMC Stock Holdings, Inc.
With $3.4 billion in 2017 net sales, BMC is a leading provider of diversified building products, services and innovative solutions to builders, contractors and professional remodelers in the U.S. residential housing market. Headquartered in Atlanta, Georgia, the Company's comprehensive portfolio of products and solutions spans building materials, including millwork and structural component manufacturing capabilities, consultative showrooms and design centers, value-added installation management services and an innovative eBusiness platform. BMC serves 45 metropolitan areas across 19 states, principally in the South and West regions.

Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this document may include, without limitation, statements regarding sales growth, price changes, earnings performance, strategic direction and the demand for our products. Forward-looking statements are typically identified by words or phrases such as "may," "might," "predict," "future," "seek to," "assume," "goal," "objective," "continue," "will," "could," "should," "would," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "target," "prospects," "guidance," "possible," "predict," "propose," "potential" and "forecast," or the negative of such terms and other words, terms and phrases of similar meaning. Forward-looking statements involve estimates, expectations, projections, goals, forecasts, assumptions, risks and uncertainties, many of which are outside BMC's control. BMC cautions readers that any forward-looking statement is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statement; therefore, investors and shareholders should not place undue reliance on such statement. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this communication. These factors include without limitation:
the state of the homebuilding industry and repair and remodeling activity, the economy and the credit markets;
the impact of potential changes in our customer or product sales mix;
our concentration of business in the Texas, California and Georgia markets;
the potential loss of significant customers or a reduction in the quantity of products they purchase;
seasonality and cyclicality of the building products supply and services industry;
competitive industry pressures and competitive pricing pressure from our customers and competitors;
fluctuation of commodity prices and prices of our products;
our exposure to product liability, warranty, casualty, construction defect, contract, tort, employment and other claims and legal proceedings;
our ability to maintain profitability;
our ability to retain our key employees and to attract and retain new qualified employees, while controlling our labor costs;
product shortages, loss of key suppliers or failure to develop relationships with qualified suppliers, and our dependence on third-party suppliers and manufacturers;
the implementation of our supply chain and technology initiatives;
the impact of long-term non-cancelable leases at our facilities;
our ability to effectively manage inventory and working capital;
the credit risk from our customers;

4


the impact of pricing pressure from our customers;
our ability to identify or respond effectively to consumer needs, expectations, market conditions or trends;
our ability to successfully implement our growth strategy;
the impact of federal, state, local and other laws and regulations;
the impact of changes in legislation and government policy;
the impact of unexpected changes in our tax provisions and adoption of new tax legislation;
our ability to utilize our net operating loss carryforwards;
natural or man-made disruptions to our distribution and manufacturing facilities;
our exposure to environmental liabilities and subjection to environmental laws and regulation;
the impact of health and safety laws and regulations;
the impact of disruptions to our information technology systems;
cybersecurity risks;
our exposure to losses if our insurance coverage is insufficient;
our ability to operate on multiple Enterprise Resource Planning ("ERP") information systems and convert multiple systems to a single system;
the impact of our indebtedness;
the various financial covenants in our secured credit agreement and senior secured notes indenture; and
other factors discussed or referred to in the "Risk Factors" section of BMC's most recent Annual Report on Form 10-K filed with the SEC on March 1, 2018.
Certain of these and other factors are discussed in more detail in the “Risk Factors” section of BMC’s 2017 Annual Report on Form 10-K, as supplemented by BMC’s Quarterly Reports on Form 10-Q. All such factors are difficult to predict and are beyond BMC's control. All forward-looking statements attributable to BMC or persons acting on BMC's behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and BMC undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, unless otherwise required by law.



Investor Relations Contact
BMC Stock Holdings, Inc.
Carey Phelps
(678) 222-1228

5



BMC STOCK HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(in thousands, except per share amounts)
2018
 
2017
 
2018
 
2017
Net sales
 
 
 
 
 
 
 
Building products
$
782,122

 
$
676,487

 
$
1,428,076

 
$
1,248,607

Construction services
216,339

 
209,888

 
404,587

 
395,468

 
998,461

 
886,375

 
1,832,663

 
1,644,075

Cost of sales
 
 
 
 
 
 
 
Building products
582,008

 
501,988

 
1,062,309

 
928,071

Construction services
176,854

 
172,700

 
331,671

 
326,120

 
758,862

 
674,688

 
1,393,980

 
1,254,191

Gross profit
239,599

 
211,687

 
438,683

 
389,884

 
 
 
 
 
 
 
 
Selling, general and administrative expenses
169,828

 
157,815

 
330,032

 
306,703

Depreciation expense
9,758

 
10,941

 
19,264

 
21,502

Amortization expense
3,816

 
4,100

 
7,473

 
7,921

Merger and integration costs
481

 
6,324

 
2,168

 
10,765

 
183,883

 
179,180

 
358,937

 
346,891

Income from operations
55,716

 
32,507

 
79,746

 
42,993

Other income (expense)
 
 
 
 
 
 
 
Interest expense
(6,008
)
 
(6,495
)
 
(11,990
)
 
(12,583
)
Other income, net
2,927

 
964

 
4,877

 
1,283

Income before income taxes
52,635

 
26,976

 
72,633

 
31,693

Income tax expense
12,230

 
9,380

 
16,869

 
10,353

Net income
$
40,405

 
$
17,596

 
$
55,764

 
$
21,340

 
 
 
 
 
 
 
 
Weighted average common shares outstanding
 
 
 
 
 
 
 
Basic
67,269

 
66,927

 
67,204

 
66,810

Diluted
67,667

 
67,394

 
67,666

 
67,290

 
 
 
 
 
 
 
 
Net income per common share
 
 
 
 
 
 
 
Basic
$
0.60

 
$
0.26

 
$
0.83

 
$
0.32

Diluted
$
0.60

 
$
0.26

 
$
0.82

 
$
0.32


6



BMC STOCK HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(unaudited)
(in thousands, except share and per share amounts)
June 30, 
 2018
 
December 31, 
 2017
Assets
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
14,347

 
$
11,750

Accounts receivable, net of allowances
385,067

 
322,892

Inventories, net
364,514

 
309,060

Contract assets
38,065

 

Costs in excess of billings on uncompleted contracts

 
28,738

Income taxes receivable

 
3,748

Prepaid expenses and other current assets
72,208

 
57,949

Total current assets
874,201

 
734,137

Property and equipment, net of accumulated depreciation
296,827

 
295,820

Customer relationship intangible assets, net of accumulated amortization
166,000

 
166,306

Other intangible assets, net of accumulated amortization
1,139

 
1,306

Goodwill
264,318

 
261,792

Other long-term assets
13,392

 
13,989

Total assets
$
1,615,877

 
$
1,473,350

Liabilities and Stockholders' Equity
 
 
 
Current liabilities
 
 
 
Accounts payable
$
240,144

 
$
174,583

Accrued expenses and other liabilities
95,045

 
96,262

Contract liabilities
29,515

 

Billings in excess of costs on uncompleted contracts

 
18,428

Income taxes payable
13,167

 

Interest payable
4,784

 
4,769

Current portion:
 
 
 
Long-term debt and capital lease obligations
7,216

 
7,739

Insurance reserves
13,309

 
13,496

Total current liabilities
403,180

 
315,277

Insurance reserves
38,489

 
38,470

Long-term debt
344,962

 
349,059

Long-term portion of capital lease obligations
12,173

 
14,838

Deferred income taxes
3,345

 
1,768

Other long-term liabilities
6,666

 
7,039

Total liabilities
808,815

 
726,451

Commitments and contingencies
 
 
 
Stockholders' equity
 
 
 
Preferred stock, $0.01 par value, 50.0 million shares authorized, no shares issued and outstanding at June 30, 2018 and December 31, 2017

 

Common stock, $0.01 par value, 300.0 million shares authorized, 67.6 million and 67.3 million shares issued, and 67.3 million and 67.1 million outstanding at June 30, 2018 and December 31, 2017, respectively
676

 
673

Additional paid-in capital
665,002

 
659,440

Retained earnings
146,371

 
90,607

Treasury stock, at cost, 0.3 million and 0.2 million shares at June 30, 2018 and December 31, 2017, respectively
(4,987
)
 
(3,821
)
Total stockholders' equity
807,062

 
746,899

Total liabilities and stockholders' equity
$
1,615,877

 
$
1,473,350


7



BMC STOCK HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(unaudited)
 
Six Months Ended June 30,
(in thousands)
2018
 
2017
Cash flows from operating activities
 
 
 
Net income
$
55,764

 
$
21,340

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation expense
24,461

 
26,450

Amortization of intangible assets
7,473

 
7,921

Amortization of debt issuance costs
842

 
842

Deferred income taxes
1,577

 
4,155

Non-cash stock compensation expense
4,916

 
3,385

(Gain) loss on sale of property, equipment and real estate
(1,571
)
 
280

Other non-cash adjustments
665

 
445

Change in assets and liabilities, net of effects of acquisitions
 
 
 
Accounts receivable, net of allowances
(64,648
)
 
(51,197
)
Inventories, net
(49,789
)
 
(39,017
)
Accounts payable
60,153

 
37,088

Other assets and liabilities
11,106

 
(468
)
Net cash provided by operating activities
50,949

 
11,224

Cash flows from investing activities
 
 
 
Purchases of property, equipment and real estate
(26,287
)
 
(34,782
)
Purchases of businesses, net of cash acquired
(20,970
)
 
(38,737
)
Insurance proceeds
1,991

 

Proceeds from sale of property, equipment and real estate
6,731

 
1,038

Net cash used in investing activities
(38,535
)
 
(72,481
)
Cash flows from financing activities
 
 
 
Proceeds from revolving line of credit
543,460

 
485,388

Repayments of proceeds from revolving line of credit
(547,922
)
 
(418,666
)
Payments on capital lease obligations
(4,012
)
 
(5,259
)
Principal payments on other notes
(50
)
 
(2,580
)
Other financing activities, net
(1,293
)
 
798

Net cash (used in) provided by financing activities
(9,817
)
 
59,681

Net increase (decrease) in cash and cash equivalents
2,597

 
(1,576
)
Cash and cash equivalents
 
 
 
Beginning of period
11,750

 
8,917

End of period
$
14,347

 
$
7,341



8



BMC STOCK HOLDINGS, INC. AND SUBSIDIARIES
Net Sales by Product Category
(unaudited)
 
Three Months Ended 
 June 30, 2018
 
Three Months Ended 
 June 30, 2017
 
 
(in thousands)
Net Sales
 
% of Sales
 
Net Sales
 
% of Sales
 
% Change
Structural components
$
167,617

 
16.8
%
 
$
138,306

 
15.6
%
 
21.2
 %
Lumber & lumber sheet goods
368,123

 
36.9
%
 
290,499

 
32.8
%
 
26.7
 %
Millwork, doors & windows
249,194

 
25.0
%
 
240,999

 
27.2
%
 
3.4
 %
Other building products & services
213,527

 
21.3
%
 
216,571

 
24.4
%
 
(1.4
)%
Total net sales
$
998,461

 
100.0
%
 
$
886,375

 
100.0
%
 
12.6
 %
 
Six Months Ended 
 June 30, 2018
 
Six Months Ended 
 June 30, 2017
 
 
(in thousands)
Net Sales
 
% of Sales
 
Net Sales
 
% of Sales
 
% Change
Structural components
$
303,446

 
16.6
%
 
$
248,197

 
15.1
%
 
22.3
 %
Lumber & lumber sheet goods
656,209

 
35.8
%
 
534,935

 
32.5
%
 
22.7
 %
Millwork, doors & windows
478,712

 
26.1
%
 
451,750

 
27.5
%
 
6.0
 %
Other building products & services
394,296

 
21.5
%
 
409,193

 
24.9
%
 
(3.6
)%
Total net sales
$
1,832,663

 
100.0
%
 
$
1,644,075

 
100.0
%
 
11.5
 %

Net Sales by Customer Type
(unaudited)
 
Three Months Ended 
 June 30, 2018
 
Three Months Ended 
 June 30, 2017
 
 
(in thousands)
Net Sales
 
% of Sales
 
Net Sales
 
% of Sales
 
% Change
Single-family homebuilders
$
757,059

 
75.8
%
 
$
657,815

 
74.2
%
 
15.1
 %
Remodeling contractors
117,405

 
11.8
%
 
98,255

 
11.1
%
 
19.5
 %
Multi-family, commercial & other contractors
123,997

 
12.4
%
 
130,305

 
14.7
%
 
(4.8
)%
Total net sales
$
998,461

 
100.0
%
 
$
886,375

 
100.0
%
 
12.6
 %
 
Six Months Ended 
 June 30, 2018
 
Six Months Ended 
 June 30, 2017
 
 
(in thousands)
Net Sales
 
% of Sales
 
Net Sales
 
% of Sales
 
% Change
Single-family homebuilders
$
1,394,367

 
76.1
%
 
$
1,217,404

 
74.0
%
 
14.5
 %
Remodeling contractors
212,856

 
11.6
%
 
180,330

 
11.0
%
 
18.0
 %
Multi-family, commercial & other contractors
225,440

 
12.3
%
 
246,341

 
15.0
%
 
(8.5
)%
Total net sales
$
1,832,663

 
100.0
%
 
$
1,644,075

 
100.0
%
 
11.5
 %






9



BMC STOCK HOLDINGS, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Measures
(unaudited)

Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share are intended as supplemental measures of the Company’s performance that are not required by, or presented in accordance with, GAAP. The Company believes that Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and operating results.
Adjusted EBITDA is defined as net income plus interest expense, income tax expense, depreciation and amortization, merger and integration costs, non-cash stock compensation expense, acquisition costs and other items.
Adjusted EBITDA margin is defined as Adjusted EBITDA divided by net sales.
Adjusted net income is defined as net income plus merger and integration costs, non-cash stock compensation expense, acquisition costs, other items and after tax effecting those items.
Adjusted net income per diluted share is defined as Adjusted net income divided by diluted weighted average shares.
Company management uses Adjusted EBITDA and Adjusted net income for trend analyses, for purposes of determining management incentive compensation and for budgeting and planning purposes. Adjusted EBITDA is used in monthly financial reports prepared for management and the board of directors. The Company believes that the use of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share provides additional tools for investors to use in evaluating ongoing operating results and trends and in comparing the Company’s financial measures with other distribution and retail companies, which may present similar non-GAAP financial measures to investors. However, the Company’s calculation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share are not necessarily comparable to similarly titled measures reported by other companies. Company management does not consider Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share in isolation or as alternatives to financial measures determined in accordance with GAAP. The principal limitation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements. Some of these limitations are: (i) Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share do not reflect changes in, or cash requirements for, working capital needs; (ii) Adjusted EBITDA and Adjusted EBITDA margin do not reflect interest expense, or the requirements necessary to service interest or principal payments on debt; (iii) Adjusted EBITDA and Adjusted EBITDA margin do not reflect income tax expenses or the cash requirements to pay taxes; (iv) Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share do not reflect historical cash expenditures or future requirements for capital expenditures or contractual commitments; (v) although depreciation and amortization charges are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share do not reflect any cash requirements for such replacements and (vi) Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share do not consider the potentially dilutive impact of issuing non-cash stock-based compensation. In order to compensate for these limitations, management presents Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income and Adjusted net income per diluted share in conjunction with GAAP results. Readers should review the reconciliations of net income to Adjusted EBITDA and Adjusted net income below, and should not rely on any single financial measure to evaluate the Company’s business.

10



BMC STOCK HOLDINGS, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Measures (continued)
(unaudited)

The following is a reconciliation of net income to Adjusted EBITDA and Adjusted net income.
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2018
 
2017
 
2018
 
2017
Net income
$
40,405

 
$
17,596

 
$
55,764

 
$
21,340

Interest expense
6,008

 
6,495

 
11,990

 
12,583

Income tax expense
12,230

 
9,380

 
16,869

 
10,353

Depreciation and amortization
16,253

 
17,558

 
31,934

 
34,371

Merger and integration costs
481

 
6,324

 
2,168

 
10,765

Non-cash stock compensation expense
3,141

 
2,154

 
4,916

 
3,385

Acquisition costs (a)
33

 
44

 
267

 
317

Other items (b)
278

 
26

 
2,101

 
26

Adjusted EBITDA
$
78,829

 
$
59,577

 
$
126,009

 
$
93,140

Adjusted EBITDA margin
7.9
%
 
6.7
%
 
6.9
%
 
5.7
%
 
 
 
 
 
 
 
 
Net income
$
40,405

 
$
17,596

 
$
55,764

 
$
21,340

Merger and integration costs
481

 
6,324

 
2,168

 
10,765

Non-cash stock compensation expense
3,141

 
2,154

 
4,916

 
3,385

Acquisition costs (a)
33

 
44

 
267

 
317

Other items (b)
278

 
26

 
2,101

 
26

Tax effect of adjustments to net income (c)
(928
)
 
(3,188
)
 
(2,232
)
 
(5,227
)
Adjusted net income
$
43,410

 
$
22,956

 
$
62,984

 
$
30,606

 
 
 
 
 
 
 
 
Diluted weighted average shares
67,667

 
67,394

 
67,666

 
67,290

Adjusted net income per diluted share
$
0.64

 
$
0.34

 
$
0.93

 
$
0.45


(a)
For the three and six months ended June 30, 2018, represents costs incurred related to the acquisition of W.E. Shone Co. For the three and six months ended June 30, 2017, represents costs incurred related to the acquisitions of Code Plus Components, LLC and Texas Plywood and Lumber Company, Inc.
(b)
For the three and six months ended June 30, 2018, represents severance and executive search costs incurred in connection with the departure of the Company’s former chief executive officer and the search for his permanent replacement. For the three and six months ended June 30, 2017, represents asset impairment charges related to real estate held for sale.
(c)
The tax effect of adjustments to net income was based on the respective transactions’ income tax rate, which was 23.6%, 37.3%, 23.6% and 37.3% for the three months ended June 30, 2018 and 2017 and the six months ended June 30, 2018 and 2017, respectively. The tax effect of adjustments to net income exclude non-deductible Merger and integration costs of $0.5 million for the six months ended June 30, 2017.

11