Item 7.01. Regulation FD Disclosure.
On
In connection with the offering of the Notes, the Company provided certain
information to prospective investors in a preliminary offering memorandum dated
· The Company believes it is the largest pure play "two-step" wholesale distributor of residential and commercial building products inthe United States and the second largest of all "two-step" wholesale distributors of residential and commercial building products in the country, in each case, based on 2020 sales. · The Company has a longstanding relationship with Ply Gem, the top manufacturer of vinyl siding inNorth America , and is the exclusive distributor of Georgia-Pacific® Vinyl Siding manufactured by Ply Gem for the Company in all of the markets where the Company operates. Georgia-Pacific® Vinyl Siding has been particularly successful with Lowe's Home Improvement, which is the Company's largest customer for this product and carries Georgia-Pacific® Vinyl Siding as the only vinyl siding brand for its in-store stocking positions in the markets where the Company operates. · The Company is the single largest supplier of MoistureShield® Composite Decking and related products in a majority of the regions in which it operates. · The Company's revenue base is well diversified by suppliers and customers, with no single supplier or customer accounting for more than approximately 8% of annual purchases or net sales, respectively. Further, the Company's top-10 suppliers accounted for approximately 39% of annual purchases and its top-10 customers accounted for approximately 41% of annual net sales. · The end markets that the Company serves are a mix of repair and remodel, residential new construction and commercial construction. The Company estimates that based on the end market mix of 2019 addressable building material market served via two-step distribution, approximately 45% is from residential repair and remodel activity, approximately 40% is from residential new construction and approximately 15% is from commercial construction.
There can be no assurances that the offering of the Notes will be completed as described herein or at all.
The information furnished pursuant to this Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference into any filing under the Securities Act or in the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
The information furnished pursuant to this Item 7.01 shall not constitute an offer to sell or a solicitation of an offer to purchase the Notes and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which, or to any person to whom, such an offer, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements. Forward-looking statements include, without limitation, any statement that predicts, forecasts, indicates or implies future results, performance, liquidity levels or achievements, and may contain the words "believe," "anticipate," "expect," "estimate," "intend," "project," "plan," "will be," "will likely continue," "will likely result" or words or phrases of similar meaning. Forward-looking statements involve risks and uncertainties that may cause our business, strategy, or actual results to differ materially from the forward-looking statements.
Forward-looking statements are based on estimates and assumptions made by our
management that, although believed by us to be reasonable, are inherently
uncertain. Forward-looking statements involve risks and uncertainties that may
cause our business, strategy, or actual results to differ materially from the
forward-looking statements. These risks and uncertainties include those
discussed under the heading "Risk Factors" in Item 1A of our Annual Report on
Form 10-K for the year ended
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release datedOctober 12, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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