Boise Cascade(BCC) - 2023 Q2 - Quarterly Report

PART I—FINANCIAL INFORMATION Financial Statements This section presents the unaudited Consolidated Statements of Operations, Comprehensive Income, Balance Sheets, Cash Flows, and Stockholders' Equity for the quarterly and six-month periods ended June 30, 2023, with comparative data for the corresponding periods in 2022 Consolidated Statements of Operations Highlights (Three Months Ended June 30) | Metric | 2023 (thousands) | 2022 (thousands) | Change | | :--- | :--- | :--- | :--- | | Sales | $1,815,219 | $2,278,072 | -20.3% | | Income from operations | $189,975 | $297,075 | -36.0% | | Net income | $146,320 | $218,111 | -32.9% | | Diluted EPS | $3.67 | $5.49 | -33.1% | Consolidated Balance Sheet Highlights | Metric | June 30, 2023 (thousands) | Dec 31, 2022 (thousands) | | :--- | :--- | :--- | | Total Current Assets | $2,298,645 | $2,064,052 | | Total Assets | $3,476,388 | $3,240,514 | | Total Current Liabilities | $667,344 | $545,828 | | Total Stockholders' Equity | $2,168,524 | $2,057,975 | Nature of Operations and Consolidation Boise Cascade operates as a manufacturer of engineered wood products (EWP) and plywood, and a wholesale distributor of building materials, structured into Wood Products and Building Materials Distribution segments - The company is one of the largest producers of EWP and plywood in North America and a leading U.S. wholesale distributor of building products[27] - The business operates through two reportable segments: Wood Products (manufacturing) and Building Materials Distribution (BMD, wholesale distribution)[27] Summary of Significant Accounting Policies This note outlines key accounting policies including estimates, revenue recognition, rebates, leases, and fair value, highlighting a concentration of credit risk with two major customers - At June 30, 2023, receivables from two customers accounted for approximately 19% and 13% of total receivables, indicating a concentration of credit risk[49] - The company uses an interest rate swap with a notional amount of $50.0 million to mitigate variable interest rate exposure on its term loan, fixing the rate at 0.41% until June 2025[47] - As of June 30, 2023, the company had $97.0 million in rebates payable to customers and $8.5 million in rebates receivable from vendors[34][35] Income Taxes The company's effective tax rate was 25.3% for Q2 2023, consistent with the prior year, primarily differing from the federal statutory rate due to state taxes Income Tax Provision | Period | Income Tax Expense (millions) | Effective Tax Rate | | :--- | :--- | :--- | | Q2 2023 | $49.4 | 25.3% | | Q2 2022 | $73.9 | 25.3% | | YTD 2023 | $82.7 | 25.4% | | YTD 2022 | $172.8 | 24.9% | Net Income Per Common Share This note provides the calculation of basic and diluted net income per common share, with diluted EPS for Q2 2023 at $3.67, a decrease from $5.49 in Q2 2022 Net Income Per Common Share (Diluted) | Period | Diluted EPS | | :--- | :--- | | Q2 2023 | $3.67 | | Q2 2022 | $5.49 | | YTD 2023 | $6.10 | | YTD 2022 | $13.10 | Acquisition On July 25, 2022, the company acquired Coastal Plywood for $515.2 million, adding plywood manufacturing operations in Florida and Alabama, with purchase price accounting finalized by March 31, 2023 - The company acquired 100% of Coastal Plywood on July 25, 2022, for $515.2 million, adding two plywood manufacturing facilities[55] Goodwill and Intangible Assets As of June 30, 2023, the company held $138.0 million in goodwill, mainly in Wood Products, and $152.8 million in net intangible assets, primarily customer relationships Goodwill by Segment (June 30, 2023) | Segment | Goodwill (thousands) | | :--- | :--- | | Building Materials Distribution | $11,792 | | Wood Products | $126,166 | | Total | $137,958 | Debt The company's long-term debt totaled $444.8 million as of June 30, 2023, primarily comprising a $50.0 million term loan and $400.0 million in senior notes, with significant revolving credit facility availability Long-Term Debt Composition (June 30, 2023) | Instrument | Amount (thousands) | | :--- | :--- | | Asset-based credit facility term loan due 2027 | $50,000 | | 4.875% senior notes due 2030 | $400,000 | | Deferred financing costs | ($5,164) | | Total Long-term debt | $444,836 | - At June 30, 2023, availability under the revolving credit facility was $395.9 million[62] Leases Total lease cost for Q2 2023 was $7.2 million, with total lease obligations of $56.7 million for operating leases and $31.0 million for finance leases as of June 30, 2023 Lease Costs (Three Months Ended June 30) | Lease Type | 2023 (thousands) | 2022 (thousands) | | :--- | :--- | :--- | | Operating lease cost | $3,264 | $3,585 | | Finance lease cost | $1,179 | $1,208 | | Variable & Short-term lease cost | $2,855 | $2,427 | | Total lease cost (net of sublease income) | $7,187 | $7,108 | Stock-Based Compensation Total stock-based compensation expense for Q2 2023 was $4.2 million, increasing from $3.0 million in Q2 2022, with $25.8 million in unrecognized expense remaining as of June 30, 2023 Stock-Based Compensation Expense (Three Months Ended June 30) | Award Type | 2023 (thousands) | 2022 (thousands) | | :--- | :--- | :--- | | PSUs | $2,577 | $1,695 | | RSUs | $1,617 | $1,317 | | Total | $4,194 | $3,012 | Stockholders' Equity This note details the company's dividend policy and stock repurchase program, including a declared quarterly dividend of $0.20 per share and 25,678 shares repurchased in the first six months of 2023 - A quarterly dividend of $0.20 per share was declared on July 27, 2023, payable on September 15, 2023[86] - During the first six months of 2023, the company repurchased 25,678 shares at an average price of $59.91 per share As of June 30, 2023, 1,971,311 shares remained authorized for repurchase[88] Transactions With Related Party The company engages in transactions with Louisiana Timber Procurement Company, L.L.C. (LTP), a 50%-owned unconsolidated entity, with significant sales to and purchases from LTP in Q2 2023 - For the three months ended June 30, 2023, the company had sales of $3.1 million to and purchases of $21.1 million from its 50%-owned joint venture, LTP[89][90] Segment Information This note provides a breakdown of sales and operating income by the two reportable segments, showing declines in operating income for both Wood Products and Building Materials Distribution in Q2 2023 compared to Q2 2022 Segment Operating Income (Three Months Ended June 30) | Segment | 2023 (thousands) | 2022 (thousands) | Change | | :--- | :--- | :--- | :--- | | Wood Products | $104,035 | $154,101 | -32.5% | | Building Materials Distribution | $98,550 | $154,308 | -36.1% | | Total Segment Operating Income | $202,585 | $308,409 | -34.3% | Commitments, Legal Proceedings and Contingencies, and Guarantees The company reports no material changes to its commitments, legal proceedings, contingencies, or guarantees since its 2022 Form 10-K, expecting no material adverse effects from current legal actions - There have been no material changes to commitments, legal proceedings, or guarantees since the 2022 Form 10-K was filed[97][99] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial performance for Q2 2023, attributing declines to lower commodity prices and reduced housing starts, while maintaining a strong liquidity position Executive Overview Income from operations for Q2 2023 significantly decreased to $190.0 million from $297.1 million in Q2 2022, with the company ending the quarter with strong liquidity of $1.48 billion - Q2 2023 income from operations was $190.0 million, down from $297.1 million in Q2 2022[104] - The company ended Q2 2023 with $1,476.8 million in total available liquidity, consisting of $1,080.9 million in cash and $395.9 million in undrawn credit availability[105] - The outlook for the remainder of 2023 remains uncertain, with industry forecasts for U.S. housing starts ranging from 1.3 million to 1.4 million units, down from 1.55 million in 2022[107] Factors That Affect Our Operating Results and Trends The company's performance is primarily influenced by commodity product prices, general economic conditions including housing starts, industry competition, and raw material and transportation costs - Key operational drivers include: - Commodity product price movements - General economic conditions, especially housing starts and repair-and-remodeling activity - The highly competitive nature of the industry - Cost and availability of raw materials (wood fiber, glues) and transportation[109] Our Operating Results Total sales for Q2 2023 decreased 20% to $1.82 billion, driven by lower sales prices and volumes amid a slowdown in housing starts, leading to a 36% decline in income from operations to $190.0 million Segment Sales (Three Months Ended June 30) | Segment | 2023 (thousands) | 2022 (thousands) | Change | | :--- | :--- | :--- | :--- | | Wood Products | $530,273 | $536,030 | -1.1% | | Building Materials Distribution | $1,636,538 | $2,131,200 | -23.2% | - The decrease in sales was driven by an 11% decline in total U.S. housing starts in Q2 2023 compared to Q2 2022, and significantly lower composite lumber and panel prices[120] - Depreciation and amortization expenses increased 48% in Q2 2023, primarily due to the Coastal Plywood acquisition in July 2022[127] Liquidity and Capital Resources The company maintains a strong liquidity position with $1.48 billion available at the end of Q2 2023 Cash from operations was $290.2 million for the first six months of 2023, down from $436.1 million in the prior year due to lower income Capital expenditures for 2023 are projected to be between $120 million and $140 million Cash Flow Summary (Six Months Ended June 30) | Activity | 2023 (thousands) | 2022 (thousands) | | :--- | :--- | :--- | | Net cash provided by operations | $290,218 | $436,056 | | Net cash used for investment | ($66,369) | ($37,944) | | Net cash used for financing | ($141,336) | ($114,032) | - Capital expenditures for 2023 are expected to total approximately $120 million to $140 million, funding projects including new distribution centers and EWP capacity expansion[145] Other MD&A Disclosures This section confirms no material changes to guarantees, financial market risks, or environmental issues since the 2022 Form 10-K, and reiterates the business's seasonal nature - The business is subject to seasonal influences, with higher sales volumes typically occurring in the second and third quarters, and lower volumes in the first and fourth quarters due to weather impacting construction[150] - As of July 23, 2023, approximately 20% of the company's 6,820 employees work under collective bargaining agreements[152] Quantitative and Qualitative Disclosures About Market Risk The company states that there have been no material changes in its exposure to market risk, such as changes in commodity prices, interest rates, and foreign currency exchange rates, from those disclosed in its 2022 Form 10-K - As of June 30, 2023, there have been no material changes in the company's exposure to market risk since the 2022 Form 10-K[157] Controls and Procedures Based on an evaluation as of June 30, 2023, the CEO and CFO concluded that the company's disclosure controls and procedures were effective There were no material changes in internal control over financial reporting during the quarter - The CEO and CFO concluded that as of June 30, 2023, the company's disclosure controls and procedures were effective[159] - No changes occurred in internal control over financial reporting during Q2 2023 that have materially affected, or are reasonably likely to materially affect, internal controls[160] PART II—OTHER INFORMATION Legal Proceedings The company is not party to any legal proceedings that are reasonably expected to have a material adverse effect on its financial position, results of operations, or cash flows - The company does not believe it is party to any legal action that could reasonably be expected to have a material adverse effect on its financials[162] Risk Factors This section directs readers to the detailed risk factors listed in the company's 2022 Form 10-K and other SEC filings, emphasizing no obligation to update forward-looking statements - For a comprehensive understanding of risks, readers are directed to review the risk factors detailed in the company's 2022 Form 10-K[163] Unregistered Sales of Equity Securities and Use of Proceeds The company provides details on its stock repurchase program During the second quarter of 2023, 951 shares were repurchased at an average price of $60.00 per share As of June 30, 2023, 1,971,311 shares remained authorized for repurchase Share Repurchases (Q2 2023) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | April 2023 | 951 | $60.00 | | May 2023 | 0 | N/A | | June 2023 | 0 | N/A | | Total | 951 | $60.00 | Other Items (Items 3, 4, 5, 6) This section covers several standard disclosure items The company reports no defaults upon senior securities Mine safety disclosures are not applicable No directors or officers adopted or modified a Rule 10b5-1 trading arrangement during the quarter A list of exhibits filed with the report is also provided - Item 3: There were no defaults upon senior securities[166] - Item 5: No directors or officers adopted, terminated, or modified a Rule 10b5-1 trading arrangement during the quarter[167]