OVERVIEW
TopBuild, headquartered in Daytona Beach, Florida, is a leading installer and
distributor of insulation and other building products to the U.S. construction
industry. We trade on the NYSE under the ticker symbol "BLD."
We operate in two segments: Installation (TruTeam) and Distribution (Service
Partners). Our Installation segment installs insulation and other building
products nationwide through our TruTeam contractor services business, which, as
of March 31, 2020, had approximately 200 branches located across the United
States. We install various insulation applications, including fiberglass batts
and rolls, blown-in loose fill fiberglass, blown-in loose fill cellulose, and
polyurethane spray foam. Additionally, we install other building products
including gutters, glass and windows, afterpaint products, fireproofing, garage
doors, fireplaces, shower enclosures, and closet shelving. We handle every
stage of the installation process, including material procurement supplied by
leading manufacturers, project scheduling and logistics, multi-phase
professional installation, and installation quality assurance.
Our Distribution segment sells and distributes insulation and other building
products, including gutters, fireplaces, closet shelving, and roofing materials
through our Service Partners business, which, as of March 31, 2020, had
approximately 75 branches located across the United States. Our Service
Partners customer base consists of thousands of insulation contractors of all
sizes, gutter contractors, weatherization contractors, other contractors,
dealers, metal building erectors, and modular home builders.
We believe that having both TruTeam and Service Partners provides us with a
number of distinct competitive advantages. First, the combined buying power of
our two business segments, along with our national scale, strengthens our ties
to the major manufacturers of insulation and other building products. This
helps to ensure we are buying competitively and ensures the availability of
supply to our local branches and distribution centers. The overall effect is
driving efficiencies through our supply chain. Second, being a leader in both
installation and distribution allows us to more effectively reach a broader set
of builder customers, regardless of their size or geographic location in the
U.S., and leverage housing growth wherever it occurs. Third, during industry
downturns, many insulation contractors who buy directly from manufacturers
during industry peaks return to purchasing through distributors. As a result,
this helps to reduce our exposure to cyclical swings in our business.
For additional details pertaining to our operating results by segment, see Note
7 - Segment Information to our unaudited condensed consolidated financial
statements contained in Part I, Item 1 of this Quarterly Report, which is
incorporated herein by reference. For additional details regarding our strategy,
material trends in our business and seasonality, please refer to Part II, Item
7, "Management's Discussion and Analysis of Financial Condition and Results of
Operations" in our Annual Report for the year ended December 31, 2019, as filed
with the SEC on February 25, 2020, which discussion is hereby incorporated
herein by reference.
COVID-19 BUSINESS UPDATE
We continue to monitor the COVID-19 pandemic and its impact on macroeconomic and
local economic conditions. To date, with the exception of a few states,
residential and commercial construction has been deemed an essential service.
In those locations, the Company continues to operate; however, while net sales
during the quarter ended March 31, 2020 increased compared to the prior year
period, sales volume was down marginally due to the pandemic. There can be no
guarantee that the services we provide will continue to be deemed essential or
that other events making the provision of our services challenging or
impossible, will not occur. We are taking efforts to ensure the safety of our
employees, including increasing our cleaning and sanitizing practices at all
locations and for all company vehicles and limiting travel. Additionally, we
are not able to predict whether our customers will continue to operate at their
current or typical volumes, and such decreases in their operations would have a
negative impact on our business. For additional discussion of the potential
impact of the COVID-19 pandemic on our business, see the sections entitled
"Outlook" and "Risk Factors" included in this Quarterly Report.
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FIRST QUARTER 2020 VERSUS FIRST QUARTER 2019
The following discussion and analysis contains forward-looking statements and
should be read in conjunction with the unaudited condensed consolidated
financial statements, the notes thereto, and the section entitled
"Forward-Looking Statements" included in this Quarterly Report.
The following table sets forth our net sales, gross profit, operating profit,
and margins, as reported in our condensed consolidated statements of operations,
in thousands:
Three Months Ended March 31,
2020 2019
Net sales $ 653,228 $ 619,330
Cost of sales 481,272 463,635
Cost of sales ratio 73.7 % 74.9 %
Gross profit 171,956 155,695
Gross profit margin 26.3 % 25.1 %
Selling, general, and administrative expense 101,967 99,077
Selling, general, and administrative expense to sales ratio 15.6 % 16.0 %
Operating profit 69,989 56,618
Operating profit margin 10.7 % 9.1 %
Other expense, net (8,503) (9,269)
Income tax expense (10,715) (9,366)
Net income $ 50,771 $ 37,983
Net margin 7.8 % 6.1 %
Sales and Operations
Net sales increased 5.5 percent for the three months ended March 31, 2020, from
the comparable period of 2019. The increase was primarily driven by increased
sales volume, increased selling prices, and acquisitions. Sales volume was down
marginally due to the reduction in activities since the onset of the COVID-19
pandemic.
Gross profit margins were 26.3 percent and 25.1 percent for the three months
ended March 31, 2020 and 2019, respectively. Gross profit margin improved
primarily due to favorable fixed cost leverage on higher sales volumes,
increased selling prices, and operational efficiencies, partially offset by
higher material costs.
Selling, general, and administrative expense, as a percent of sales, was 15.6
percent and 16.0 percent for the three months ended March 31, 2020 and 2019,
respectively. Decreased selling, general, and administrative expense as a
percent of sales was primarily the result of favorable fixed cost leverage on
higher sales volumes and lower acquisition and closure costs.
Operating margins were 10.7 percent and 9.1 percent for the three months ended
March 31, 2020 and 2019, respectively. The increase in operating margins was due
to favorable fixed cost leverage on higher sales volumes, increased selling
prices, operational efficiencies, and lower acquisition and closure costs,
partially offset by higher material costs.
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Business Segment Results
The following table sets forth our net sales and operating profit margins by
business segment, in thousands:
Three Months Ended March 31,
2020 2019 Percent Change
Sales by business segment:
Installation $ 475,873 $ 449,383 5.9 %
Distribution 214,223 204,464 4.8 %
Intercompany eliminations (36,868) (34,517)
Net sales $ 653,228 $ 619,330 5.5 %
Operating profit by business segment:
Installation $ 60,351 $ 51,299 17.6 %
Distribution 24,669 20,597 19.8 %
Intercompany eliminations and other
adjustments (5,833) (5,674)
Operating profit before general corporate
expense 79,187 66,222 19.6 %
General corporate expense, net (9,198) (9,604)
Operating profit $ 69,989 $ 56,618 23.6 %
Operating profit margins:
Installation 12.7 % 11.4 %
Distribution 11.5 % 10.1 %
Operating profit margin before general
corporate expense 12.1 % 10.7 %
Operating profit margin 10.7 % 9.1 %
Installation
Sales
Sales in the Installation segment increased $26.5 million, or 5.9 percent, for
the three months ended March 31, 2020, as compared to the same period in 2019.
Sales increased 2.7 percent due to volume, 2.2 percent due to increased selling
prices, and 1.1 percent due to acquisitions. Sales volume was down marginally
due to the reduction in activities since the onset of the COVID-19 pandemic.
Operating margins
Operating margins in the Installation segment were 12.7 percent and 11.4 percent
for the three months ended March 31, 2020 and 2019, respectively. The increase
in operating margins was due to favorable fixed cost leverage on higher sales
volumes, increased selling prices, and operational efficiencies, partially
offset by higher material costs.
Distribution
Sales
Sales in the Distribution segment increased $9.8 million, or 4.8 percent, for
the three months ended March 31, 2020, as compared to the same period in 2019.
Sales increased 3.8 percent due to volume and 0.9 percent due to increased
selling prices. Sales volume was down marginally due to the reduction in
activities since the onset of the COVID-19 pandemic.
Operating margins
Operating margins in the Distribution segment were 11.5 percent and 10.1 percent
for the three months ended March 31, 2020 and 2019, respectively. The increase
in operating margins was due to favorable fixed cost leverage on higher sales
volumes, increased selling prices, and operational efficiencies, partially
offset by higher material costs.
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OTHER ITEMS
Other expense, net
Other expense, net, which primarily consisted of interest expense, was $8.5
million and $9.3 million for the three months ended March 31, 2020 and 2019,
respectively. The decrease was primarily driven by lower LIBOR rates and a
lower balance due on our term loan.
Income tax expense
Income tax expense was $10.7 million, an effective tax rate of 17.4 percent, for
the three months ended March 31, 2020, compared to $9.4 million, an effective
tax rate of 19.8 percent, for the comparable period in 2019. The lower 2020
effective tax rate was due to a larger benefit in 2020 related to share-based
compensation.
Cash Flows and Liquidity
Significant sources (uses) of cash and cash equivalents are summarized for the
periods indicated, in thousands:
Three Months Ended March 31,
2020 2019
Changes in cash and cash equivalents:
Net cash provided by operating activities $ 72,930 $ 23,522
Net cash used in investing activities
(36,224) (10,122)
Net cash used in financing activities (34,474) (16,051)
Increase (decrease) for the period $ 2,232 $ (2,651)
Net cash flows provided by operating activities increased $49.4 million for the
three months ended March 31, 2020, as compared to the prior year period. The
change was primarily due to an increase in net income, the timing of accounts
receivable collections and inventory expenditures.
Net cash used in investing activities was $36.2 million for the three months
ended March 31, 2020, primarily composed of $15.9 million for purchases of
property and equipment, primarily vehicles, and $20.5 million for the
acquisitions of Cooper and Hunter. Net cash used in investing activities was
$10.1 million for the three months ended March 31, 2019, primarily composed of
$10.2 million for purchases of property and equipment, primarily vehicles.
Net cash used in financing activities was $34.5 million for the three months
ended March 31, 2020. During the three months ended March 31, 2020, we used
$14.1 million for the repurchase of common stock pursuant to the 2019 Repurchase
Program, $10.3 million on purchases of common stock for tax withholding
obligations related to the vesting and exercise of share-based incentive awards,
$7.7 million for payments on our term loan under our Amended Credit Agreement
and on our equipment notes, and $2.3 million in debt issuance costs as a result
of entering into a new term loan and revolving credit facility. Net cash used in
financing activities was $16.1 million for the three months ended March 31,
2019. During the three months ended March 31, 2019, we used $5.6 million for
payments on our term loan under our Original Credit Agreement and on our
equipment notes, $5.6 million on purchases of common stock for tax withholding
obligations related to the vesting and exercise of share-based incentive awards,
and $4.6 million for the repurchase of common stock pursuant to the 2019
Repurchase Program. We also made a payment of $0.3 million of contingent
consideration for Santa Rosa.
We are closely managing our balance sheet, including maximizing our cash flow,
to maintain our strong foundation and provide stabilization as we continue to
work through the impacts of the COVID-19 pandemic. We had solid liquidity
available to us at March 31, 2020, with $187.0 million of cash and $388.6
million available borrowing capacity under our Revolving Facility. We believe
that our cash flows from operations, combined with our current cash levels and
available borrowing capacity, will be adequate to support our ongoing operations
and working capital needs, despite the current reductions in economic activity
due to COVID-19.
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The following table summarizes our liquidity, in thousands:
As of
March 31, December 31,
2020 2019
Cash and cash equivalents (a) $ 187,039 $ 184,807
Revolving Facility 450,000 250,000
Less: standby letters of credit (61,382) (61,382)
Availability under Revolving Facility 388,618 188,618
Total liquidity $ 575,657 $ 373,425
(a) Our cash and cash equivalents consist of AAA-rated money market funds as
well as cash held in our demand deposit accounts.
We occasionally use performance bonds to ensure completion of our work on
certain larger customer contracts that can span multiple accounting periods.
Performance bonds generally do not have stated expiration dates; rather, we are
released from the bonds as the contractual performance is completed. We also
have bonds outstanding for license and insurance. Information regarding our
outstanding bonds as March 31, 2020 is incorporated by reference from Note 15 -
Other Commitments and Contingencies to our unaudited condensed consolidated
financial statements contained in Part I, Item 1 of this Quarterly Report.
OUTLOOK
The United States economy has seen a widespread reduction in activities since
the onset of the COVID-19 pandemic. While construction activities are generally
deemed an essential service in various municipalities, uncertainty continues to
persist since the declaration of a public health emergency. Management
continues to evaluate every aspect of the business, and is working to continue
operations in locations where installation and distribution services are
permitted and can be carried out safely. The extent to which the COVID-19
pandemic impacts our business, results of operations and financial condition
will depend on future developments, which are highly uncertain and cannot be
predicted, including, but not limited to, the duration and spread of the
pandemic, its severity, the actions to contain the virus or address its impact,
and how quickly and to what extent normal economic and operating activities can
resume. Even after the COVID-19 pandemic has subsided, we may continue to
experience an adverse impact to our business as a result of its global economic
impact, including any recession that has occurred or may occur in the future.
OFF-BALANCE SHEET ARRANGEMENTS
We had no material off-balance sheet arrangements during the quarter ended March
31, 2020, other than short-term leases, letters of credit, and performance and
license bonds, which have been disclosed in Part 1, Item 1 of this Quarterly
report.
CONTRACTUAL OBLIGATIONS
There have been no material changes to our contractual obligations from those
previously disclosed in our Annual Report for the year ended December 31, 2019,
as filed with the SEC on February 25, 2020, except for the amendment to our
Original Credit Agreement on March 20, 2020. See further information as
disclosed in Note 5 - Long Term Debt in our unaudited condensed consolidated
financial statements contained in Part 1, Item 1 of this Quarterly Report.
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CRITICAL ACCOUNTING POLICIES
We prepare our condensed consolidated financial statements in conformity with
GAAP. The preparation of these financial statements requires us to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, and disclosure of contingent assets and liabilities, at the date of
the financial statements, and the reported amounts of sales and expenses during
the reporting period. Actual results could differ from those estimates. Our
critical accounting policies have not changed from those previously reported in
our Annual Report for year ended December 31, 2019, as filed with the SEC on
February 25, 2020, except as required by the adoption of ASU 2016-13. See
further information as disclosed in Note 2 - Accounting Policies in our
unaudited condensed consolidated financial statements contained in Part 1, Item
1 of this Quarterly Report.
APPLICATION OF NEW ACCOUNTING STANDARDS
Information regarding application of new accounting standards is incorporated by
reference from Note 2 - Accounting Policies to our unaudited condensed
consolidated financial statements contained in Part I, Item 1 of this Quarterly
Report.
FORWARD-LOOKING STATEMENTS
Statements contained in this report that reflect our views about future periods,
including our future plans and performance, constitute "forward-looking
statements" under the Private Securities Litigation Reform Act of 1995.
Forward-looking statements can be identified by words such as "will," "would,"
"anticipate," "expect," "believe," "designed," "plan," or "intend," the negative
of these terms, and similar references to future periods. These views involve
risks and uncertainties that are difficult to predict and, accordingly, our
actual results may differ materially from the results discussed in our
forward-looking statements. We caution you against unduly relying on any of
these forward-looking statements. Our future performance may be affected by the
duration and impact of the COVID-19 pandemic on the United States economy,
specifically with respect to residential and commercial construction; our
ability to continue operations in markets affected by the COVID-19 pandemic and
our ability to collect receivables from our customers; our reliance on
residential new construction, residential repair/remodel, and commercial
construction; our reliance on third-party suppliers and manufacturers; our
ability to attract, develop, and retain talented personnel and our sales and
labor force; our ability to maintain consistent practices across our locations;
and our ability to maintain our competitive position. We discuss the material
risks we face under the caption entitled "Risk Factors" in our Annual Report for
the year ended December 31, 2019, as filed with the SEC on February 25, 2020, as
well as under the caption entitled "Risk Factors" in subsequent reports that we
file with the SEC. Our forward-looking statements in this filing speak only as
of the date of this filing. Factors or events that could cause our actual
results to differ may emerge from time to time and it is not possible for us to
predict all of them. Unless required by law, we undertake no obligation to
update publicly any forward-looking statements as a result of new information,
future events, or otherwise.
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