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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Boise Cascade LLC | NYSE:BCC | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
2.24 | 1.71% | 132.905 | 134.71 | 126.70 | 128.63 | 113,789 | 16:58:04 |
x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended June 30, 2017
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
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Delaware
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20-1496201
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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ITEM 1.
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FINANCIAL STATEMENTS
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Boise Cascade Company
Consolidated Statements of Operations
(unaudited)
|
|||||||||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands, except per-share data)
|
||||||||||||||
Sales
|
$
|
1,138,939
|
|
|
$
|
1,043,773
|
|
|
$
|
2,113,382
|
|
|
$
|
1,924,468
|
|
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|
||||||||
Costs and expenses
|
|
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|
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|
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|
|
|
|
|
||||
Materials, labor, and other operating expenses (excluding depreciation)
|
980,226
|
|
|
894,715
|
|
|
1,826,993
|
|
|
1,664,259
|
|
||||
Depreciation and amortization
|
19,601
|
|
|
18,552
|
|
|
38,945
|
|
|
33,790
|
|
||||
Selling and distribution expenses
|
82,336
|
|
|
76,855
|
|
|
156,037
|
|
|
144,896
|
|
||||
General and administrative expenses
|
15,565
|
|
|
15,612
|
|
|
29,137
|
|
|
31,664
|
|
||||
Other (income) expense, net
|
(1,238
|
)
|
|
172
|
|
|
(1,273
|
)
|
|
(1,413
|
)
|
||||
|
1,096,490
|
|
|
1,005,906
|
|
|
2,049,839
|
|
|
1,873,196
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from operations
|
42,449
|
|
|
37,867
|
|
|
63,543
|
|
|
51,272
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Foreign currency exchange gain
|
13
|
|
|
28
|
|
|
41
|
|
|
226
|
|
||||
Interest expense
|
(6,491
|
)
|
|
(6,427
|
)
|
|
(12,855
|
)
|
|
(12,229
|
)
|
||||
Interest income
|
54
|
|
|
27
|
|
|
87
|
|
|
176
|
|
||||
Change in fair value of interest rate swaps
|
(724
|
)
|
|
(1,532
|
)
|
|
(429
|
)
|
|
(1,601
|
)
|
||||
|
(7,148
|
)
|
|
(7,904
|
)
|
|
(13,156
|
)
|
|
(13,428
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Income before income taxes
|
35,301
|
|
|
29,963
|
|
|
50,387
|
|
|
37,844
|
|
||||
Income tax provision
|
(13,147
|
)
|
|
(10,735
|
)
|
|
(18,213
|
)
|
|
(13,666
|
)
|
||||
Net income
|
$
|
22,154
|
|
|
$
|
19,228
|
|
|
$
|
32,174
|
|
|
$
|
24,178
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
38,643
|
|
|
38,814
|
|
|
38,572
|
|
|
38,834
|
|
||||
Diluted
|
39,002
|
|
|
38,972
|
|
|
38,931
|
|
|
38,850
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income per common share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.57
|
|
|
$
|
0.50
|
|
|
$
|
0.83
|
|
|
$
|
0.62
|
|
Diluted
|
$
|
0.57
|
|
|
$
|
0.49
|
|
|
$
|
0.83
|
|
|
$
|
0.62
|
|
Boise Cascade Company
Consolidated Statements of Comprehensive Income
(unaudited)
|
|||||||||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands)
|
||||||||||||||
Net income
|
$
|
22,154
|
|
|
$
|
19,228
|
|
|
$
|
32,174
|
|
|
$
|
24,178
|
|
Other comprehensive income, net of tax
|
|
|
|
|
|
|
|
||||||||
Defined benefit pension plans
|
|
|
|
|
|
|
|
||||||||
Amortization of actuarial loss, net of tax of $158, $184, $310 and $368, respectively
|
252
|
|
|
294
|
|
|
495
|
|
|
588
|
|
||||
Effect of settlements, net of tax of $-, $-, $- and $114, respectively
|
—
|
|
|
—
|
|
|
—
|
|
|
183
|
|
||||
Other comprehensive income, net of tax
|
252
|
|
|
294
|
|
|
495
|
|
|
771
|
|
||||
Comprehensive income
|
$
|
22,406
|
|
|
$
|
19,522
|
|
|
$
|
32,669
|
|
|
$
|
24,949
|
|
Boise Cascade Company
Consolidated Balance Sheets
(unaudited)
|
|||||||
|
June 30,
2017 |
|
December 31,
2016 |
||||
|
(thousands)
|
||||||
ASSETS
|
|
|
|
|
|
||
Current
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
104,713
|
|
|
$
|
103,978
|
|
Receivables
|
|
|
|
|
|||
Trade, less allowances of $915 and $1,459
|
312,368
|
|
|
199,191
|
|
||
Related parties
|
464
|
|
|
506
|
|
||
Other
|
9,348
|
|
|
10,952
|
|
||
Inventories
|
490,711
|
|
|
433,451
|
|
||
Prepaid expenses and other
|
11,655
|
|
|
12,381
|
|
||
Total current assets
|
929,259
|
|
|
760,459
|
|
||
|
|
|
|
||||
Property and equipment, net
|
556,484
|
|
|
568,702
|
|
||
Timber deposits
|
17,370
|
|
|
14,901
|
|
||
Goodwill
|
55,433
|
|
|
55,433
|
|
||
Intangible assets, net
|
15,446
|
|
|
15,547
|
|
||
Deferred income taxes
|
8,634
|
|
|
8,840
|
|
||
Other assets
|
13,463
|
|
|
15,315
|
|
||
Total assets
|
$
|
1,596,089
|
|
|
$
|
1,439,197
|
|
Boise Cascade Company
Consolidated Balance Sheets (continued)
(unaudited)
|
|||||||
|
June 30,
2017 |
|
December 31,
2016 |
||||
|
(thousands, except per-share data)
|
||||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
Current
|
|
|
|
||||
Accounts payable
|
|
|
|
||||
Trade
|
$
|
294,039
|
|
|
$
|
194,010
|
|
Related parties
|
2,088
|
|
|
1,903
|
|
||
Accrued liabilities
|
|
|
|
||||
Compensation and benefits
|
63,097
|
|
|
67,752
|
|
||
Interest payable
|
6,794
|
|
|
6,860
|
|
||
Other
|
62,641
|
|
|
42,339
|
|
||
Total current liabilities
|
428,659
|
|
|
312,864
|
|
||
|
|
|
|
||||
Debt
|
|
|
|
||||
Long-term debt
|
438,200
|
|
|
437,629
|
|
||
|
|
|
|
||||
Other
|
|
|
|
||||
Compensation and benefits
|
83,743
|
|
|
83,164
|
|
||
Deferred income taxes
|
10,919
|
|
|
6,339
|
|
||
Other long-term liabilities
|
20,266
|
|
|
19,197
|
|
||
|
114,928
|
|
|
108,700
|
|
||
|
|
|
|
||||
Commitments and contingent liabilities
|
|
|
|
|
|
||
|
|
|
|
||||
Stockholders' equity
|
|
|
|
||||
Preferred stock, $0.01 par value per share; 50,000 shares authorized, no shares issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value per share; 300,000 shares authorized, 43,705 and 43,520 shares issued, respectively
|
437
|
|
|
435
|
|
||
Treasury stock, 5,167 shares at cost
|
(133,979
|
)
|
|
(133,979
|
)
|
||
Additional paid-in capital
|
517,141
|
|
|
515,410
|
|
||
Accumulated other comprehensive loss
|
(82,517
|
)
|
|
(83,012
|
)
|
||
Retained earnings
|
313,220
|
|
|
281,150
|
|
||
Total stockholders' equity
|
614,302
|
|
|
580,004
|
|
||
Total liabilities and stockholders' equity
|
$
|
1,596,089
|
|
|
$
|
1,439,197
|
|
Boise Cascade Company
Consolidated Statements of Cash Flows
(unaudited)
|
|||||||
|
Six Months Ended
June 30 |
||||||
|
2017
|
|
2016
|
||||
|
(thousands)
|
||||||
Cash provided by (used for) operations
|
|
|
|
||||
Net income
|
$
|
32,174
|
|
|
$
|
24,178
|
|
Items in net income not using (providing) cash
|
|
|
|
|
|||
Depreciation and amortization, including deferred financing costs and other
|
39,929
|
|
|
34,661
|
|
||
Stock-based compensation
|
4,443
|
|
|
3,866
|
|
||
Pension expense
|
683
|
|
|
1,212
|
|
||
Deferred income taxes
|
4,542
|
|
|
3,901
|
|
||
Change in fair value of interest rate swaps
|
429
|
|
|
1,601
|
|
||
Other
|
(1,259
|
)
|
|
72
|
|
||
Decrease (increase) in working capital, net of acquisitions
|
|
|
|
|
|||
Receivables
|
(107,781
|
)
|
|
(76,937
|
)
|
||
Inventories
|
(57,260
|
)
|
|
(59,304
|
)
|
||
Prepaid expenses and other
|
(3,960
|
)
|
|
(4,508
|
)
|
||
Accounts payable and accrued liabilities
|
114,908
|
|
|
96,403
|
|
||
Pension contributions
|
(1,145
|
)
|
|
(2,778
|
)
|
||
Income taxes payable
|
7,063
|
|
|
18,696
|
|
||
Other
|
(1,288
|
)
|
|
4,955
|
|
||
Net cash provided by operations
|
31,478
|
|
|
46,018
|
|
||
|
|
|
|
||||
Cash provided by (used for) investment
|
|
|
|
|
|
||
Expenditures for property and equipment
|
(29,551
|
)
|
|
(35,101
|
)
|
||
Acquisitions of businesses and facilities
|
—
|
|
|
(215,900
|
)
|
||
Proceeds from sales of assets and other
|
1,840
|
|
|
255
|
|
||
Net cash used for investment
|
(27,711
|
)
|
|
(250,746
|
)
|
||
|
|
|
|
||||
Cash provided by (used for) financing
|
|
|
|
||||
Borrowings of long-term debt, including revolving credit facility
|
366,400
|
|
|
352,700
|
|
||
Payments on long-term debt, including revolving credit facility
|
(366,400
|
)
|
|
(232,700
|
)
|
||
Treasury stock purchased
|
—
|
|
|
(2,632
|
)
|
||
Financing costs
|
(25
|
)
|
|
(543
|
)
|
||
Tax withholding payments on stock-based awards
|
(2,901
|
)
|
|
(383
|
)
|
||
Other
|
(106
|
)
|
|
(121
|
)
|
||
Net cash provided by (used for) financing
|
(3,032
|
)
|
|
116,321
|
|
||
|
|
|
|
||||
Net increase (decrease) in cash and cash equivalents
|
735
|
|
|
(88,407
|
)
|
||
|
|
|
|
||||
Balance at beginning of the period
|
103,978
|
|
|
184,496
|
|
||
|
|
|
|
||||
Balance at end of the period
|
$
|
104,713
|
|
|
$
|
96,089
|
|
1.
|
Nature of Operations and Consolidation
|
2.
|
Summary of Significant Accounting Policies
|
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
|
|
(thousands)
|
||||||
Finished goods and work in process
|
|
$
|
415,179
|
|
|
$
|
330,026
|
|
Logs
|
|
33,534
|
|
|
63,208
|
|
||
Other raw materials and supplies
|
|
41,998
|
|
|
40,217
|
|
||
|
|
$
|
490,711
|
|
|
$
|
433,451
|
|
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
|
|
(thousands)
|
||||||
Land
|
|
$
|
38,651
|
|
|
$
|
38,700
|
|
Buildings
|
|
138,305
|
|
|
136,087
|
|
||
Improvements
|
|
52,128
|
|
|
50,655
|
|
||
Mobile equipment, information technology, and office furniture
|
|
130,263
|
|
|
125,486
|
|
||
Machinery and equipment
|
|
627,061
|
|
|
613,060
|
|
||
Construction in progress
|
|
31,557
|
|
|
34,877
|
|
||
|
|
1,017,965
|
|
|
998,865
|
|
||
Less accumulated depreciation
|
|
(461,481
|
)
|
|
(430,163
|
)
|
||
|
|
$
|
556,484
|
|
|
$
|
568,702
|
|
3.
|
Income Taxes
|
4.
|
Net Income Per Common Share
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands, except per-share data)
|
||||||||||||||
Net income
|
$
|
22,154
|
|
|
$
|
19,228
|
|
|
$
|
32,174
|
|
|
$
|
24,178
|
|
Weighted average common shares outstanding during the period (for basic calculation)
|
38,643
|
|
|
38,814
|
|
|
38,572
|
|
|
38,834
|
|
||||
Dilutive effect of other potential common shares
|
359
|
|
|
158
|
|
|
359
|
|
|
16
|
|
||||
Weighted average common shares and potential common shares (for diluted calculation)
|
39,002
|
|
|
38,972
|
|
|
38,931
|
|
|
38,850
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income per common share - Basic
|
$
|
0.57
|
|
|
$
|
0.50
|
|
|
$
|
0.83
|
|
|
$
|
0.62
|
|
Net income per common share - Diluted
|
$
|
0.57
|
|
|
$
|
0.49
|
|
|
$
|
0.83
|
|
|
$
|
0.62
|
|
5.
|
Acquisitions
|
|
|
Pro Forma
|
||
|
|
Six Months Ended
|
||
|
|
June 30, 2016
|
||
|
|
(unaudited, thousands, except per-share data)
|
||
Sales
|
|
$
|
1,951,662
|
|
Net income (a)
|
|
$
|
27,281
|
|
Net income per common share - Basic and Diluted
|
|
$
|
0.70
|
|
(a)
|
The pro forma financial information for the
six
months ended
June 30, 2016
, was adjusted to exclude
$3.5 million
of pre-tax acquisition-related costs for legal, accounting, and other advisory-related services.
|
6.
|
Debt
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
|
(thousands)
|
||||||
Asset-based revolving credit facility
|
$
|
—
|
|
|
$
|
—
|
|
Asset-based credit facility term loan
|
50,000
|
|
|
50,000
|
|
||
Term loan
|
45,000
|
|
|
45,000
|
|
||
5.625% senior notes due 2024
|
350,000
|
|
|
350,000
|
|
||
Deferred financing costs
|
(6,800
|
)
|
|
(7,371
|
)
|
||
Long-term debt
|
$
|
438,200
|
|
|
$
|
437,629
|
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands)
|
||||||||||||||
Service cost
|
$
|
301
|
|
|
$
|
282
|
|
|
$
|
602
|
|
|
$
|
567
|
|
Interest cost
|
4,382
|
|
|
4,789
|
|
|
8,758
|
|
|
9,571
|
|
||||
Expected return on plan assets
|
(4,742
|
)
|
|
(5,076
|
)
|
|
(9,482
|
)
|
|
(10,179
|
)
|
||||
Amortization of actuarial loss
|
410
|
|
|
478
|
|
|
805
|
|
|
956
|
|
||||
Plan settlement loss
|
—
|
|
|
—
|
|
|
—
|
|
|
297
|
|
||||
Net periodic benefit expense
|
$
|
351
|
|
|
$
|
473
|
|
|
$
|
683
|
|
|
$
|
1,212
|
|
8.
|
Stock-Based Compensation
|
|
PSUs
|
|
RSUs
|
||||||||||
|
Number of shares
|
|
Weighted Average Grant-Date Fair Value
|
|
Number of shares
|
|
Weighted Average Grant-Date Fair Value
|
||||||
Outstanding, December 31, 2016
|
448,500
|
|
|
$
|
18.16
|
|
|
387,287
|
|
|
$
|
19.73
|
|
Granted
|
178,021
|
|
|
27.05
|
|
|
209,697
|
|
|
27.05
|
|
||
Performance condition adjustment (a)
|
5,175
|
|
|
16.56
|
|
|
—
|
|
|
—
|
|
||
Vested
|
(116,863
|
)
|
|
20.36
|
|
|
(180,328
|
)
|
|
20.68
|
|
||
Forfeited (b)
|
(24,624
|
)
|
|
19.50
|
|
|
(13,419
|
)
|
|
22.26
|
|
||
Outstanding, June 30, 2017
|
490,209
|
|
|
$
|
20.78
|
|
|
403,237
|
|
|
$
|
23.03
|
|
(a)
|
Amount represents additional PSU's earned during the
six
months ended
June 30, 2017
based on the performance condition adjustment, as other employees earned
104%
of the target based Boise Cascade's 2016 EBITDA.
|
(b)
|
Total PSUs forfeited during the
six
months ended
June 30, 2017
includes
8,457
shares related to the performance condition adjustment, as officers earned
97%
of the target based on Boise Cascade’s 2016 ROIC.
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands)
|
||||||||||||||
PSUs
|
$
|
1,094
|
|
|
$
|
1,168
|
|
|
$
|
2,015
|
|
|
$
|
1,874
|
|
RSUs
|
1,347
|
|
|
1,005
|
|
|
2,428
|
|
|
1,911
|
|
||||
Stock options
|
—
|
|
|
—
|
|
|
—
|
|
|
81
|
|
||||
Total
|
$
|
2,441
|
|
|
$
|
2,173
|
|
|
$
|
4,443
|
|
|
$
|
3,866
|
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands)
|
||||||||||||||
Beginning Balance, net of taxes
|
$
|
(82,769
|
)
|
|
$
|
(92,538
|
)
|
|
$
|
(83,012
|
)
|
|
$
|
(93,015
|
)
|
Amortization of actuarial loss, before taxes (a)
|
410
|
|
|
478
|
|
|
805
|
|
|
956
|
|
||||
Effect of settlements, before taxes (a)
|
—
|
|
|
—
|
|
|
—
|
|
|
297
|
|
||||
Income taxes
|
(158
|
)
|
|
(184
|
)
|
|
(310
|
)
|
|
(482
|
)
|
||||
Ending Balance, net of taxes
|
$
|
(82,517
|
)
|
|
$
|
(92,244
|
)
|
|
$
|
(82,517
|
)
|
|
$
|
(92,244
|
)
|
(a)
|
Represents amounts reclassified from accumulated other comprehensive loss. These amounts are included in the computation of net periodic pension cost. For additional information, see Note 7, Retirement and Benefit Plans.
|
10.
|
Transactions With Related Party
|
11.
|
Segment Information
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands)
|
||||||||||||||
Net sales by segment
|
|
|
|
|
|
|
|
|
|||||||
Wood Products
|
$
|
350,277
|
|
|
$
|
346,358
|
|
|
$
|
675,934
|
|
|
$
|
649,815
|
|
Building Materials Distribution
|
980,706
|
|
|
850,042
|
|
|
1,796,389
|
|
|
1,567,296
|
|
||||
Intersegment eliminations and other (a)
|
(192,044
|
)
|
|
(152,627
|
)
|
|
(358,941
|
)
|
|
(292,643
|
)
|
||||
Total net sales
|
$
|
1,138,939
|
|
|
$
|
1,043,773
|
|
|
$
|
2,113,382
|
|
|
$
|
1,924,468
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating income
|
|
|
|
|
|
|
|
||||||||
Wood Products
|
$
|
15,395
|
|
|
$
|
16,309
|
|
|
$
|
22,783
|
|
|
$
|
22,194
|
|
Building Materials Distribution
|
34,509
|
|
|
29,117
|
|
|
54,474
|
|
|
42,490
|
|
||||
Total segment operating income
|
49,904
|
|
|
45,426
|
|
|
77,257
|
|
|
64,684
|
|
||||
Unallocated corporate and other
|
(7,455
|
)
|
|
(7,559
|
)
|
|
(13,714
|
)
|
|
(13,412
|
)
|
||||
Income from operations
|
$
|
42,449
|
|
|
$
|
37,867
|
|
|
$
|
63,543
|
|
|
$
|
51,272
|
|
(a)
|
Primarily represents intersegment sales from our Wood Products segment to our Building Materials Distribution segment.
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
the commodity nature of our products and their price movements, which are driven largely by capacity utilization rates, industry cycles that affect supply and demand, and net import and export activity;
|
•
|
general economic conditions, including but not limited to housing starts, repair-and-remodeling activity, light commercial construction, inventory levels of new and existing homes for sale, foreclosure rates, interest rates, unemployment rates, household formation rates, and mortgage availability and pricing, as well as other consumer financing mechanisms, that ultimately affect demand for our products;
|
•
|
the highly competitive nature of our industry;
|
•
|
concentration of our sales among a relatively small group of customers;
|
•
|
product shortages, loss of key suppliers, and our dependence on third-party suppliers and manufacturers;
|
•
|
material disruptions and/or major equipment failure at our manufacturing facilities;
|
•
|
labor disruptions, shortages of skilled and technical labor, or increased labor costs;
|
•
|
the need to successfully formulate and implement succession plans for key members of our management team;
|
•
|
availability and cost of raw materials, including wood fiber and glues and resins;
|
•
|
our ability to successfully and efficiently complete and integrate acquisitions;
|
•
|
our indebtedness, including the possibility that we may not generate sufficient cash flows from operations or that future borrowings may not be available in amounts sufficient to fulfill our debt obligations and fund other liquidity needs;
|
•
|
restrictive covenants contained in our debt agreements;
|
•
|
disruptions to information systems used to process and store customer, employee, and vendor information, as well as the technology that manages our operations and other business processes;
|
•
|
impairment of our long-lived assets, goodwill, and/or intangible assets;
|
•
|
substantial ongoing capital investment costs, including those associated with recent acquisitions, and the difficulty in offsetting fixed costs related to those investments;
|
•
|
cost of compliance with government regulations, in particular environmental regulations;
|
•
|
declines in demand for our products due to competing technologies or materials, as well as changes in building code provisions;
|
•
|
the cost and availability of third-party transportation services used to deliver the goods we manufacture and distribute, as well as our raw materials;
|
•
|
the impact of actuarial assumptions, investment return on pension assets, and regulatory activity on pension costs and pension funding requirements;
|
•
|
the financial condition and creditworthiness of our customers;
|
•
|
exposure to product liability, product warranty, casualty, construction defect, and other claims;
|
•
|
fluctuations in the market for our equity; and
|
•
|
the other factors described in "Item 1A. Risk Factors" in our
2016
Form 10-K.
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(millions)
|
||||||||||||||
Sales
|
$
|
1,138.9
|
|
|
$
|
1,043.8
|
|
|
$
|
2,113.4
|
|
|
$
|
1,924.5
|
|
|
|
|
|
|
|
|
|
||||||||
Costs and expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||
Materials, labor, and other operating expenses (excluding depreciation)
|
980.2
|
|
|
894.7
|
|
|
1,827.0
|
|
|
1,664.3
|
|
||||
Depreciation and amortization
|
19.6
|
|
|
18.6
|
|
|
38.9
|
|
|
33.8
|
|
||||
Selling and distribution expenses
|
82.3
|
|
|
76.9
|
|
|
156.0
|
|
|
144.9
|
|
||||
General and administrative expenses
|
15.6
|
|
|
15.6
|
|
|
29.1
|
|
|
31.7
|
|
||||
Other (income) expense, net
|
(1.2
|
)
|
|
0.2
|
|
|
(1.3
|
)
|
|
(1.4
|
)
|
||||
|
1,096.5
|
|
|
1,005.9
|
|
|
2,049.8
|
|
|
1,873.2
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from operations
|
$
|
42.4
|
|
|
$
|
37.9
|
|
|
$
|
63.5
|
|
|
$
|
51.3
|
|
|
|
|
|
|
|
|
|
||||||||
|
(percentage of sales)
|
||||||||||||||
Sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
||||
|
|
|
|
|
|
|
|
||||||||
Costs and expenses
|
|
|
|
|
|
|
|
||||||||
Materials, labor, and other operating expenses (excluding depreciation)
|
86.1
|
%
|
|
85.7
|
%
|
|
86.4
|
%
|
|
86.5
|
%
|
||||
Depreciation and amortization
|
1.7
|
|
|
1.8
|
|
|
1.8
|
|
|
1.8
|
|
||||
Selling and distribution expenses
|
7.2
|
|
|
7.4
|
|
|
7.4
|
|
|
7.5
|
|
||||
General and administrative expenses
|
1.4
|
|
|
1.5
|
|
|
1.4
|
|
|
1.6
|
|
||||
Other (income) expense, net
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
|
96.3
|
%
|
|
96.4
|
%
|
|
97.0
|
%
|
|
97.3
|
%
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from operations
|
3.7
|
%
|
|
3.6
|
%
|
|
3.0
|
%
|
|
2.7
|
%
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(thousands)
|
||||||||||||||
U.S. Housing Starts (a)
|
|
|
|
|
|
|
|
||||||||
Single-family
|
237.3
|
|
|
217.7
|
|
|
418.7
|
|
|
388.1
|
|
||||
Multi-family
|
89.8
|
|
|
105.1
|
|
|
175.6
|
|
|
183.8
|
|
||||
|
327.1
|
|
|
322.8
|
|
|
594.3
|
|
|
571.9
|
|
||||
|
|
|
|
|
|
|
|
||||||||
|
(thousands)
|
||||||||||||||
Segment Sales
|
|
|
|
|
|
|
|
|
|
||||||
Wood Products
|
$
|
350,277
|
|
|
$
|
346,358
|
|
|
$
|
675,934
|
|
|
$
|
649,815
|
|
Building Materials Distribution
|
980,706
|
|
|
850,042
|
|
|
1,796,389
|
|
|
1,567,296
|
|
||||
Intersegment eliminations and other
|
(192,044
|
)
|
|
(152,627
|
)
|
|
(358,941
|
)
|
|
(292,643
|
)
|
||||
Total net sales
|
$
|
1,138,939
|
|
|
$
|
1,043,773
|
|
|
$
|
2,113,382
|
|
|
$
|
1,924,468
|
|
|
|
|
|
|
|
|
|
||||||||
|
(millions)
|
||||||||||||||
Wood Products
|
|
|
|
|
|
|
|
||||||||
Sales Volumes
|
|
|
|
|
|
|
|
||||||||
Laminated veneer lumber (LVL) (cubic feet)
|
4.7
|
|
|
4.6
|
|
|
9.2
|
|
|
8.2
|
|
||||
I-joists (equivalent lineal feet)
|
65
|
|
|
65
|
|
|
126
|
|
|
115
|
|
||||
Plywood (sq. ft.) (3/8" basis)
|
369
|
|
|
378
|
|
|
705
|
|
|
758
|
|
||||
Lumber (board feet)
|
43
|
|
|
49
|
|
|
85
|
|
|
97
|
|
||||
|
|
|
|
|
|
|
|
||||||||
|
(dollars per unit)
|
||||||||||||||
Wood Products
|
|
|
|
|
|
|
|
||||||||
Average Net Selling Prices
|
|
|
|
|
|
|
|
||||||||
Laminated veneer lumber (LVL) (cubic foot)
|
$
|
16.65
|
|
|
$
|
16.79
|
|
|
$
|
16.64
|
|
|
$
|
16.77
|
|
I-joists (1,000 equivalent lineal feet)
|
1,091
|
|
|
1,136
|
|
|
1,103
|
|
|
1,137
|
|
||||
Plywood (1,000 sq. ft.) (3/8" basis)
|
301
|
|
|
271
|
|
|
292
|
|
|
266
|
|
||||
Lumber (1,000 board feet)
|
546
|
|
|
464
|
|
|
525
|
|
|
457
|
|
||||
|
|
|
|
|
|
|
|
||||||||
|
(percentage of Building Materials Distribution sales)
|
||||||||||||||
Building Materials Distribution
|
|
|
|
|
|
|
|
||||||||
Product Line Sales
|
|
|
|
|
|
|
|
||||||||
Commodity
|
46.3
|
%
|
|
45.5
|
%
|
|
46.4
|
%
|
|
46.2
|
%
|
||||
General line
|
34.8
|
%
|
|
36.5
|
%
|
|
34.3
|
%
|
|
35.6
|
%
|
||||
Engineered wood
|
18.9
|
%
|
|
18.0
|
%
|
|
19.3
|
%
|
|
18.2
|
%
|
||||
|
|
|
|
|
|
|
|
||||||||
Gross margin percentage (b)
|
12.1
|
%
|
|
12.5
|
%
|
|
11.8
|
%
|
|
12.0
|
%
|
(a)
|
Actual U.S. housing starts data reported by the U.S. Census Bureau.
|
(b)
|
We define gross margin as "Sales" less "Materials, labor, and other operating expenses (excluding depreciation)." Substantially all costs included in "Materials, labor, and other operating expenses (excluding depreciation)" for our Building Materials Distribution segment are for inventory purchased for resale. Gross margin percentage is gross margin as a percentage of segment sales.
|
|
Six Months Ended
June 30 |
||||||
|
2017
|
|
2016
|
||||
|
(thousands)
|
||||||
Net cash provided by operations
|
$
|
31,478
|
|
|
$
|
46,018
|
|
Net cash used for investment
|
(27,711
|
)
|
|
(250,746
|
)
|
||
Net cash provided by (used for) financing
|
(3,032
|
)
|
|
116,321
|
|
|
|
BOISE CASCADE COMPANY
|
|
|
|
|
|
|
|
|
/s/ Kelly E. Hibbs
|
|
|
Kelly E. Hibbs
Vice President and Controller
|
|
|
(As Duly Authorized Officer and Chief Accounting Officer)
|
Number
|
|
Description
|
|
|
|
|
|
10.1
|
|
|
Form of 2017 Restricted Stock Unit Agreement
|
|
|
|
|
10.2
|
|
|
Form of 2017 Performance Stock Unit Agreement
|
|
|
|
|
31.1
|
|
|
CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
31.2
|
|
|
CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
32.1
|
|
|
CEO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
32.2
|
|
|
CFO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
101.INS
|
|
|
XBRL Instance Document
|
|
|
|
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
1 Year Boise Cascade Chart |
1 Month Boise Cascade Chart |
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