PART I—FINANCIAL INFORMATION This part details Boise Cascade Company's unaudited quarterly financial statements, including operations, balance sheets, cash flows, and comprehensive notes, along with management's discussion and analysis of financial condition and results of operations ITEM 1. FINANCIAL STATEMENTS This section presents Boise Cascade Company's unaudited quarterly consolidated financial statements, including statements of operations, comprehensive income, balance sheets, cash flows, and stockholders' equity, along with detailed condensed notes explaining significant accounting policies, debt, leases, and segment performance for the periods ended June 30, 2021 and 2020 Consolidated Statements of Operations This section provides the consolidated statements of operations, detailing sales, income from operations, net income, and earnings per share for the three and six months ended June 30, 2021 and 2020 Consolidated Statements of Operations (Three Months Ended June 30) | Metric | 2021 (thousands) | 2020 (thousands) | Change (%) | | :------------------------------------------ | :--------------- | :--------------- | :--------- | | Sales | $2,443,161 | $1,242,760 | 96.6% | | Income from operations | $409,775 | $51,770 | 691.5% | | Income before income taxes | $403,582 | $44,920 | 798.4% | | Income tax provision | $(101,026) | $(11,334) | 791.4% | | Net income | $302,556 | $33,586 | 799.3% | | Basic Net income per common share | $7.67 | $0.85 | 796.5% | | Diluted Net income per common share | $7.62 | $0.85 | 796.5% | | Dividends declared per common share | $2.10 | $0.10 | 2000.0% | Consolidated Statements of Operations (Six Months Ended June 30) | Metric | 2021 (thousands) | 2020 (thousands) | Change (%) | | :------------------------------------------ | :--------------- | :--------------- | :--------- | | Sales | $4,264,477 | $2,413,294 | 76.7% | | Income from operations | $615,036 | $77,317 | 695.5% | | Income before income taxes | $604,186 | $61,127 | 888.4% | | Income tax provision | $(152,474) | $(15,341) | 894.0% | | Net income | $451,712 | $45,786 | 886.5% | | Basic Net income per common share | $11.47 | $1.17 | 879.5% | | Diluted Net income per common share | $11.40 | $1.16 | 882.8% | | Dividends declared per common share | $2.20 | $0.20 | 1000.0% | Consolidated Statements of Comprehensive Income This section presents the consolidated statements of comprehensive income, including net income and other comprehensive income (loss), for the three and six months ended June 30, 2021 and 2020 Consolidated Statements of Comprehensive Income (Three Months Ended June 30) | Metric | 2021 (thousands) | 2020 (thousands) | Change (%) | | :----------------------- | :--------------- | :--------------- | :--------- | | Net income | $302,556 | $33,586 | 799.3% | | Other comprehensive income (loss), net of tax | $(3) | $150 | -102.0% | | Comprehensive income | $302,553 | $33,736 | 796.8% | Consolidated Statements of Comprehensive Income (Six Months Ended June 30) | Metric | 2021 (thousands) | 2020 (thousands) | Change (%) | | :----------------------- | :--------------- | :--------------- | :--------- | | Net income | $451,712 | $45,786 | 886.5% | | Other comprehensive income (loss), net of tax | $(7) | $365 | -101.9% | | Comprehensive income | $451,705 | $46,151 | 878.8% | Consolidated Balance Sheets This section provides the consolidated balance sheets, detailing assets, liabilities, and stockholders' equity as of June 30, 2021, and December 31, 2020 Consolidated Balance Sheets (June 30, 2021 vs December 31, 2020) | Metric | June 30, 2021 (thousands) | December 31, 2020 (thousands) | Change (%) | | :------------------------------------------ | :------------------------ | :-------------------------- | :--------- | | ASSETS | | | | | Cash and cash equivalents | $653,767 | $405,382 | 61.3% | | Total current assets | $2,007,430 | $1,308,855 | 53.4% | | Total assets | $2,647,440 | $1,965,718 | 34.7% | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | Total current liabilities | $854,257 | $524,002 | 63.0% | | Long-term debt | $444,210 | $443,792 | 0.1% | | Total stockholders' equity | $1,215,710 | $850,799 | 42.9% | | Total liabilities and stockholders' equity | $2,647,440 | $1,965,718 | 34.7% | Consolidated Statements of Cash Flows This section outlines the consolidated statements of cash flows, categorizing cash activities into operations, investment, and financing for the six months ended June 30, 2021 and 2020 Consolidated Statements of Cash Flows (Six Months Ended June 30) | Metric | 2021 (thousands) | 2020 (thousands) | Change (%) | | :------------------------------------------ | :--------------- | :--------------- | :--------- | | Net cash provided by operations | $291,179 | $118,276 | 146.2% | | Net cash used for investment | $(31,002) | $(28,443) | 9.0% | | Net cash used for financing | $(11,792) | $(13,634) | -13.4% | | Net increase in cash and cash equivalents | $248,385 | $76,199 | 226.0% | | Balance at end of the period | $653,767 | $361,436 | 80.9% | Consolidated Statements of Stockholders' Equity This section details changes in stockholders' equity, including common stock, retained earnings, and accumulated other comprehensive loss, for the periods ended June 30, 2021, and December 31, 2020 Consolidated Statements of Stockholders' Equity (June 30, 2021 vs December 31, 2020) | Metric | June 30, 2021 (thousands) | December 31, 2020 (thousands) | Change (%) | | :------------------------------------------ | :------------------------ | :-------------------------- | :--------- | | Common stock, $0.01 par value per share | $447 | $446 | 0.2% | | Treasury stock | $(138,909) | $(138,909) | 0.0% | | Additional paid-in capital | $538,841 | $538,006 | 0.2% | | Accumulated other comprehensive loss | $(1,085) | $(1,078) | 0.6% | | Retained earnings | $816,416 | $452,334 | 80.5% | | Total stockholders' equity | $1,215,710 | $850,799 | 42.9% | - Common stock dividends declared for the six months ended June 30, 2021, totaled $83,514 thousand24 Condensed Notes to Unaudited Quarterly Consolidated Financial Statements This section provides condensed notes explaining significant accounting policies, debt, leases, and segment performance for the unaudited quarterly consolidated financial statements 1. Nature of Operations and Consolidation This note describes Boise Cascade Company's business segments, Wood Products and Building Materials Distribution, and its operational headquarters - Boise Cascade Company is a building products company headquartered in Boise, Idaho, operating two reportable segments: Wood Products (manufactures EWP and plywood) and Building Materials Distribution (wholesale distributor)30 2. Summary of Significant Accounting Policies This note outlines the company's key accounting policies, including revenue recognition, rebates, derivative instruments, credit risk, and the impact of new accounting standards - Revenue is recognized when control of promised goods or services is transferred to customers34 - Customer rebates are estimated and recorded as a decrease in 'Sales', while vendor rebates reduce 'Materials, labor, and other operating expenses' or 'Selling and distribution expenses'3637 - The company uses interest rate swaps to mitigate variable interest rate exposure, not for speculation, with changes in fair value recognized in the Consolidated Statements of Operations4951 - Receivables from two customers accounted for approximately 18% and 10% of total receivables at June 30, 2021, indicating a concentration of credit risk52 - The adoption of ASU 2020-04 and 2021-01 related to Reference Rate Reform is not expected to have a material effect on financial statements53 3. Income Taxes This note details the income tax provision and effective tax rates, explaining the primary drivers of differences from the federal statutory rate and cash taxes paid Income Tax Provision and Effective Rate (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (millions) | 3 Months 2020 (millions) | 6 Months 2021 (millions) | 6 Months 2020 (millions) | | :----------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | Income tax provision | $101.0 | $11.3 | $152.5 | $15.3 | | Effective rate | 25.0% | 25.2% | 25.2% | 25.1% | - The primary reason for the difference between the federal statutory income tax rate of 21% and the effective tax rate was the effect of state taxes55 - Cash paid for taxes, net of refunds, for the six months ended June 30, 2021, was $155.5 million, significantly up from $8.9 million in 202056 4. Net Income Per Common Share This note presents the basic and diluted net income per common share for the three and six months ended June 30, 2021 and 2020 Net Income Per Common Share (Three and Six Months Ended June 30) | Metric | 3 Months 2021 | 3 Months 2020 | 6 Months 2021 | 6 Months 2020 | | :------------------------------------------ | :------------ | :------------ | :------------ | :------------ | | Basic Net income per common share | $7.67 | $0.85 | $11.47 | $1.17 | | Diluted Net income per common share | $7.62 | $0.85 | $11.40 | $1.16 | 5. Curtailment of Manufacturing Facility This note describes the permanent curtailment of I-joist production at the Roxboro facility in 2020 and the associated accelerated depreciation and closure costs - On February 20, 2020, the company decided to permanently curtail I-joist production at its Roxboro, North Carolina facility by March 31, 202060 - As a result, $15.0 million of accelerated depreciation and $1.7 million of closure-related costs were recorded in the first quarter of 202060 6. Debt This note provides details on the company's long-term debt, including its asset-based credit facility, senior notes, and related interest rates and availability Long-Term Debt (June 30, 2021 vs December 31, 2020) | Metric | June 30, 2021 (thousands) | December 31, 2020 (thousands) | | :------------------------------------------ | :------------------------ | :-------------------------- | | Asset-based credit facility term loan due 2025 | $50,000 | $50,000 | | 4.875% senior notes due 2030 | $400,000 | $400,000 | | Long-term debt | $444,210 | $443,792 | - The company has a $350 million senior secured asset-based revolving credit facility (Revolving Credit Facility) and a $50.0 million term loan (ABL Term Loan) maturing on March 13, 202562 - At June 30, 2021, there were no borrowings outstanding under the Revolving Credit Facility, and Availability was $345.3 million6467 - The effective average net interest rate on the ABL Term Loan was approximately 0.9% during the six months ended June 30, 2021, after patronage distributions69 - Cash payments for interest for the six months ended June 30, 2021, were $9.6 million, down from $11.5 million in 202074 7. Leases This note presents information on total lease costs, weighted-average lease terms, discount rates, and long-term lease obligations for operating and finance leases Total Lease Cost (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (thousands) | 3 Months 2020 (thousands) | 6 Months 2021 (thousands) | 6 Months 2020 (thousands) | | :----------------------- | :------------------------ | :------------------------ | :------------------------ | :------------------------ | | Total lease cost | $6,625 | $6,125 | $13,022 | $12,204 | Weighted-Average Lease Terms and Discount Rates (June 30, 2021) | Metric | Operating Leases | Finance Leases | | :------------------------------------------ | :--------------- | :------------- | | Weighted-average remaining lease term (years) | 7 | 15 | | Weighted-average discount rate | 6.4% | 7.7% | Long-Term Lease Obligations (June 30, 2021) | Lease Type | Amount (thousands) | | :----------------------- | :--------------- | | Operating leases | $50,967 | | Finance leases | $30,661 | 8. Retirement and Benefit Plans This note details the net periodic benefit expense for retirement plans and expected cash payments to nonqualified pension plan participants Net Periodic Benefit Expense (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (thousands) | 3 Months 2020 (thousands) | 6 Months 2021 (thousands) | 6 Months 2020 (thousands) | | :----------------------- | :------------------------ | :------------------------ | :------------------------ | :------------------------ | | Net periodic benefit expense | $19 | $468 | $38 | $1,023 | - The significant decrease in net periodic benefit expense was primarily due to changes in interest cost and expected return on plan assets82 - The company expects to make approximately $0.2 million in cash payments to nonqualified pension plan participants for the remainder of 202183 9. Stock-Based Compensation This note outlines the stock-based compensation granted, total compensation expense recognized, and unrecognized compensation expense for nonvested share-based awards - During the six months ended June 30, 2021, the company granted 73,265 PSUs and 99,588 RSUs8586 Total Stock-Based Compensation (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (thousands) | 3 Months 2020 (thousands) | 6 Months 2021 (thousands) | 6 Months 2020 (thousands) | | :----------------------- | :------------------------ | :------------------------ | :------------------------ | :------------------------ | | PSUs | $745 | $691 | $1,834 | $1,301 | | RSUs | $666 | $980 | $1,669 | $2,044 | | Total | $1,411 | $1,671 | $3,503 | $3,345 | - As of June 30, 2021, total unrecognized compensation expense related to nonvested share-based compensation arrangements was $14.9 million, expected to be recognized over a weighted-average period of 2.1 years91 10. Stockholders' Equity This note discusses changes in stockholders' equity, including declared dividends and the accumulated other comprehensive loss - On June 28, 2021, the board of directors declared a supplemental dividend of $2.00 per share on common stock, resulting in an accrued $78.7 million in 'Dividends payable' at June 30, 202193 - A quarterly dividend of $0.10 per share was declared on July 29, 202193 Accumulated Other Comprehensive Loss (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (thousands) | 3 Months 2020 (thousands) | 6 Months 2021 (thousands) | 6 Months 2020 (thousands) | | :----------------------- | :------------------------ | :------------------------ | :------------------------ | :------------------------ | | Beginning balance, net of taxes | $(1,082) | $(50,033) | $(1,078) | $(50,248) | | Ending balance, net of taxes | $(1,085) | $(49,883) | $(1,085) | $(49,883) | 11. Transactions With Related Party This note details transactions with Louisiana Timber Procurement Company, L.L.C., an unconsolidated variable-interest entity, including sales and wood fiber purchases - Boise Cascade is 50% owner of Louisiana Timber Procurement Company, L.L.C. (LTP), an unconsolidated variable-interest entity96 Related-Party Transactions with LTP (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (millions) | 3 Months 2020 (millions) | 6 Months 2021 (millions) | 6 Months 2020 (millions) | | :----------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | Sales to LTP | $3.4 | $2.5 | $6.7 | $6.8 | | Wood fiber purchases from LTP | $20.7 | $13.8 | $41.0 | $36.4 | 12. Segment Information This note provides financial information by segment, detailing net sales and operating income for Wood Products and Building Materials Distribution Net Sales by Segment (Three and Six Months Ended June 30) | Segment | 3 Months 2021 (thousands) | 3 Months 2020 (thousands) | 6 Months 2021 (thousands) | 6 Months 2020 (thousands) | | :------------------------------------------ | :------------------------ | :------------------------ | :------------------------ | :------------------------ | | Wood Products | $594,569 | $281,505 | $1,026,904 | $601,566 | | Building Materials Distribution | $2,172,744 | $1,134,260 | $3,807,521 | $2,184,257 | | Total net sales | $2,443,161 | $1,242,760 | $4,264,477 | $2,413,294 | Segment Operating Income (Three and Six Months Ended June 30) | Segment | 3 Months 2021 (thousands) | 3 Months 2020 (thousands) | 6 Months 2021 (thousands) | 6 Months 2020 (thousands) | | :------------------------------------------ | :------------------------ | :------------------------ | :------------------------ | :------------------------ | | Wood Products | $213,761 | $17,074 | $310,813 | $20,837 | | Building Materials Distribution | $206,338 | $43,210 | $326,557 | $72,512 | | Total segment operating income | $420,099 | $60,284 | $637,370 | $93,349 | | Unallocated corporate costs | $(10,324) | $(8,514) | $(22,334) | $(16,032) | | Income from operations | $409,775 | $51,770 | $615,036 | $77,317 | - For the six months ended June 30, 2020, Wood Products segment operating income included $15.0 million of accelerated depreciation and $1.7 million of other closure-related costs due to the curtailment of I-joist production104 13. Commitments, Legal Proceedings and Contingencies, and Guarantees This note confirms no material changes to commitments, legal proceedings, contingencies, or guarantees since the prior annual report - As of June 30, 2021, there have been no material changes to commitments, legal proceedings, or guarantees disclosed in the 2020 Form 10-K105106107 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This section provides management's perspective on Boise Cascade's financial performance, liquidity, and capital resources for the quarter ended June 30, 2021 Understanding Our Financial Information This section advises reading the discussion in conjunction with consolidated financial statements and notes, highlighting the inherent uncertainty of forward-looking statements - This discussion should be read in conjunction with the consolidated financial statements and related notes in Item 1 of this Form 10-Q, as well as the 2020 Form 10-K109 - Forward-looking statements are based on management's estimates and assumptions, which are inherently uncertain and subject to numerous risks and uncertainties109 Executive Overview This overview highlights significant income growth driven by strong market conditions and commodity pricing, and discusses the company's liquidity and market outlook - Income from operations for the three months ended June 30, 2021, was $409.8 million, a significant increase from $51.8 million in the prior year111 - Wood Products segment income increased by $196.7 million to $213.8 million, and Building Materials Distribution segment income increased by $163.1 million to $206.3 million111 - The company ended Q2 2021 with $653.8 million in cash and cash equivalents and $345.3 million in undrawn bank line availability, totaling $999.1 million in liquidity112 - Lumber pricing peaked in May 2021 and then dropped sharply, driven by declining repair and remodel and 'do-it-yourself' activity112 - A favorable demand environment for new residential construction, particularly single-family housing starts, is expected to continue in 2021 and into next year116 - Current composite panel and lumber prices have declined by approximately 53% and 48%, respectively, from levels at the end of Q2 2021117 Factors That Affect Our Operating Results and Trends This section identifies key factors influencing operating results, including commodity prices, economic conditions, competition, supply chain, and regulatory compliance - Operating results are influenced by commodity product price movements, general economic conditions (e.g., housing starts, interest rates), and the impacts of the COVID-19 pandemic118 - Other factors include industry competition, disruptions to information systems, material disruptions at manufacturing facilities, customer concentration, product shortages, labor issues, raw material costs, and compliance with government regulations118119 Our Operating Results This section analyzes the company's operating results, including sales volumes, prices, costs, expenses, and income from operations for the reported periods Income from Operations and Percentage of Sales (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (millions) | 3 Months 2020 (millions) | 6 Months 2021 (millions) | 6 Months 2020 (millions) | | :----------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | Income from operations | $409.8 | $51.8 | $615.0 | $77.3 | | Income from operations (% of sales) | 16.8% | 4.2% | 14.4% | 3.2% | Sales Volumes and Prices This section analyzes changes in sales volumes and prices for Wood Products and Building Materials Distribution, noting the impact of housing starts and commodity prices Total Sales (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (millions) | 3 Months 2020 (millions) | 6 Months 2021 (millions) | 6 Months 2020 (millions) | | :----------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | Total sales | $2,443.2 | $1,242.8 | $4,264.5 | $2,413.3 | - U.S. housing starts increased 43% in Q2 2021, with single-family starts up 42% from the same period in 2020128 - Average composite panel and lumber prices for Q2 2021 were 280% and 210% higher, respectively, than in Q2 2020128 - Wood Products sales increased 111% in Q2 2021, primarily due to 206% higher plywood prices and increased I-joist and LVL sales volumes129 - Building Materials Distribution sales increased 92% in Q2 2021, driven by 83% sales price and 9% volume increases, with commodity sales up 167%131 Costs and Expenses This section details changes in materials, labor, operating expenses, depreciation, selling, distribution, and general and administrative expenses - Materials, labor, and other operating expenses (excluding depreciation) increased 78% to $1,864.5 million for Q2 2021, but decreased as a percentage of sales due to improved leveraging and gross margins133 - Depreciation and amortization decreased 28% for the six months ended June 30, 2021, to $40.0 million, primarily due to $15.0 million of accelerated depreciation recorded in Q1 2020135 - Selling and distribution expenses increased 26% to $130.7 million for Q2 2021, mainly due to $19.7 million higher employee-related expenses, mostly incentive compensation136 - General and administrative expenses increased 24% to $43.3 million for the six months ended June 30, 2021, primarily due to $9.0 million higher employee-related expenses137 Income From Operations This section discusses the drivers of changes in income from operations for both Wood Products and Building Materials Distribution segments, and unallocated corporate costs - Income from operations increased $358.0 million to $409.8 million for Q2 2021, and $537.7 million to $615.0 million for the six months ended June 30, 2021139 - Wood Products segment income increased $196.7 million to $213.8 million in Q2 2021, driven by higher sales prices and volumes139 - Building Materials Distribution segment income increased $163.1 million to $206.3 million in Q2 2021, due to a $187.9 million gross margin increase from improved sales volumes and gross margins on commodity products141 - Unallocated corporate expenses increased $6.3 million to $22.3 million for the six months ended June 30, 2021, due to higher incentive compensation and $3.4 million in estimated insurance losses143 Other (Change in fair value of interest rate swaps) This section refers to Note 2 for details on the change in fair value of interest rate swaps - For information related to interest rate swaps, refer to Note 2, Summary of Significant Accounting Policies, in Item 1 of this Form 10-Q144 Income Tax Provision This section provides the income tax provision and effective tax rates for the reported periods, highlighting the impact of state taxes Income Tax Provision and Effective Rate (Three and Six Months Ended June 30) | Metric | 3 Months 2021 (millions) | 3 Months 2020 (millions) | 6 Months 2021 (millions) | 6 Months 2020 (millions) | | :----------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | Income tax provision | $101.0 | $11.3 | $152.5 | $15.3 | | Effective rate | 25.0% | 25.2% | 25.2% | 25.1% | - The primary reason for the difference between the federal statutory income tax rate of 21% and the effective tax rate was the effect of state taxes145 Industry Mergers and Acquisitions This section discusses the impact of the Builders FirstSource and BMC Stock Holdings merger on customer concentration and future operations - The merger of Builders FirstSource, Inc. and BMC Stock Holdings in early 2021 resulted in a combined company that accounted for 18% of total receivables as of June 30, 2021146 - The company does not expect the merger to have a material impact on its future results of operations146 Liquidity and Capital Resources This section assesses the company's liquidity, capital resources, and ability to fund operations, investments, and obligations through cash flows and available credit - At June 30, 2021, the company had $653.8 million of cash and cash equivalents and $345.3 million of undrawn committed bank line availability, totaling $999.1 million in available liquidity147 - The company believes its cash flows from operations, current cash levels, and available borrowing capacity will be adequate to fund debt service, operations, capital expenditures, lease obligations, working capital, income tax payments, and cash dividends for the next 12 months148 - Capital expenditures in 2021 are expected to total approximately $90 million to $100 million, focusing on business improvement, replacement, and expansion projects154 Sources and Uses of Cash This section outlines the primary sources and uses of cash, including sales, borrowings, operating expenses, investments, debt service, and dividends - Cash is primarily generated from sales of products and borrowings, and used for manufacturing/distribution expenses, investments, debt service, dividends, and contractual obligations149 Net Cash Provided by (Used for) Activities (Six Months Ended June 30) | Activity | 2021 (thousands) | 2020 (thousands) | | :----------------------- | :--------------- | :--------------- | | Net cash provided by operations | $291,179 | $118,276 | | Net cash used for investment | $(31,002) | $(28,443) | | Net cash used for financing | $(11,792) | $(13,634) | Operating Activities This section details cash generated from operating activities, highlighting the impact of income from operations, working capital changes, and tax payments - Operating activities generated $291.2 million of cash for the six months ended June 30, 2021, a $172.9 million increase from the prior year, primarily due to improved income from operations151 - An increase in working capital of $203.4 million in H1 2021 (vs. a $0.1 million decrease in H1 2020) partially offset the cash increase151 - Cash paid for taxes, net of refunds, increased $146.6 million compared to the prior year151 - Increases in receivables and inventories, offset by an increase in accounts payable and accrued liabilities, contributed to the working capital changes152 Investment Activities This section describes cash used for investment activities, primarily purchases of property and equipment, and outlines expected capital expenditures - Cash used for purchases of property and equipment was $31.5 million for the six months ended June 30, 2021, compared to $28.8 million in 2020153 - Expected capital expenditures for 2021 are $90 million to $100 million, including projects like a log utilization center, a new door assembly operation, and distribution expansion154 Financing Activities This section explains cash used for financing activities, including dividend payments, tax withholding on stock awards, and revolving credit facility transactions - Financing activities used $11.8 million of cash for the six months ended June 30, 2021, primarily for $8.4 million in common stock dividend payments and $2.7 million in tax withholding payments on stock-based awards155 - The company borrowed and subsequently repaid $28.0 million under its revolving credit facility during the six months ended June 30, 2021155 Contractual Obligations This section confirms no material changes to contractual obligations since the prior annual report - As of June 30, 2021, there have been no material changes in contractual obligations outside the ordinary course of business since December 31, 2020157 Off-Balance-Sheet Activities This section states that the company had no material off-balance-sheet arrangements with unconsolidated entities - At June 30, 2021, and December 31, 2020, the company had no material off-balance-sheet arrangements with unconsolidated entities158 Guarantees This section confirms no material changes to guarantees since the prior annual report - As of June 30, 2021, there have been no material changes to the guarantees disclosed in the 2020 Form 10-K159 Seasonal Influences This section describes the seasonal fluctuations in sales volumes and working capital due to weather and construction activity - The company experiences seasonal fluctuations, with lower sales volumes in the first and fourth quarters due to poor weather affecting construction, and higher sales volumes in the second and third quarters160 - Working capital is typically higher in the first and second quarters in preparation for the building season160 Employees This section provides employee numbers, details on collective bargaining agreements, and potential impacts of labor disruptions or increased costs - As of July 25, 2021, Boise Cascade had approximately 6,130 employees, with about 23% working under collective bargaining agreements162 - Two collective bargaining agreements covering approximately 780 employees expired on July 15, 2021, with negotiations for new agreements ongoing162 - Potential labor disruptions, strikes, or significantly increased labor costs could impact sales and profitability162 Disclosures of Financial Market Risks This section confirms no material changes to financial market risks since the prior annual report - As of June 30, 2021, there have been no material changes in the company's exposure to market risk from those disclosed in the 2020 Form 10-K163 Environmental This section confirms no material changes to environmental issues since the prior annual report - As of June 30, 2021, there have been no material changes to environmental issues disclosed in the 2020 Form 10-K164 Critical Accounting Estimates This section confirms no material changes to critical accounting estimates since the prior annual report - As of June 30, 2021, there have been no material changes to critical accounting estimates from those disclosed in the 2020 Form 10-K165 New and Recently Adopted Accounting Standards This section refers to Note 2 for information on new and recently adopted accounting standards - For information related to new and recently adopted accounting standards, refer to Note 2, Summary of Significant Accounting Policies, in Item 1 of this Form 10-Q166 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK This section states that there have been no material changes in the company's exposure to market risk, including commodity prices, interest rates, and foreign currency exchange rates, since the disclosures in the 2020 Form 10-K - As of June 30, 2021, there have been no material changes in the company's exposure to market risk from those disclosed in the 2020 Form 10-K167 ITEM 4. CONTROLS AND PROCEDURES The company's CEO and CFO concluded that disclosure controls and procedures were effective as of June 30, 2021. There were no material changes in internal control over financial reporting during the quarter - The CEO and CFO concluded that disclosure controls and procedures were effective as of June 30, 2021, operating at a reasonable assurance level169 - There were no changes in internal control over financial reporting during the three months ended June 30, 2021, that materially affected or are reasonably likely to materially affect internal control over financial reporting169 PART II—OTHER INFORMATION This part contains other information, including legal proceedings, risk factors, sales of equity securities, defaults, mine safety, and exhibits ITEM 1. LEGAL PROCEEDINGS The company is a party to various legal proceedings arising in the ordinary course of business but does not believe any will individually or in aggregate have a material adverse effect on its financial position, results of operations, or cash flows - The company believes it is not reasonably possible that any legal actions against it will have a material adverse effect on its financial position, results of operations, or cash flows171 - The disclosure threshold for environmental proceedings is $1 million or more171 ITEM 1A. RISK FACTORS This section refers to the detailed discussion of risk factors in the company's 2020 Form 10-K, emphasizing that actual results may differ materially from forward-looking statements - Readers should review the risk factors listed in 'Item 1A. Risk Factors' in the 2020 Form 10-K172 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS There were no unregistered sales of equity securities or use of proceeds to report for the period - None172 ITEM 3. DEFAULTS UPON SENIOR SECURITIES There were no defaults upon senior securities to report for the period - None172 ITEM 4. MINE SAFETY DISCLOSURES This item is not applicable to the company's operations - Not applicable172 ITEM 5. OTHER INFORMATION There is no other information to report under this item - None172 ITEM 6. EXHIBITS This section lists the exhibits filed with the Quarterly Report on Form 10-Q, including CEO and CFO certifications and various Inline XBRL documents - Exhibits include CEO and CFO Certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002173174175176 - Includes Inline XBRL Instance Document and Taxonomy Extension Schema, Calculation, Definition, and Presentation Linkbase Documents177178179 Signatures The report is duly signed on behalf of Boise Cascade Company by Kelly E. Hibbs, Senior Vice President, Chief Financial Officer and Treasurer - The report was signed by Kelly E. Hibbs, Senior Vice President, Chief Financial Officer and Treasurer, on August 2, 2021183
Boise Cascade(BCC) - 2021 Q2 - Quarterly Report