0001633931false00016339312024-11-052024-11-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 5, 2024

TopBuild Corp.

(Exact name of registrant as specified in its charter)

Delaware

001-36870

47-3096382

(State or other Jurisdiction of

(Commission

(IRS Employer

Incorporation)

File Number)

Identification No.)

475 North Williamson Boulevard

Daytona Beach, Florida

32114

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (386) 304-2200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

BLD

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02.  Results of Operations and Financial Condition.

On November 5, 2024, TopBuild Corp., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the quarter ended September 30, 2024 (the “Press Release”).  The Press Release, which is furnished as Exhibit 99.1, and the information included in Item 7.01 of this Current Report on Form 8-K (this “Report”) are incorporated by reference in this Item 2.02.

The information in the Press Release and in this Item 2.02 is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section.  Such information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except to the extent such other filing specifically incorporates such information by reference.

Item 7.01.  Regulation FD Disclosure.

On November 5, 2024, the Company issued the Press Release.  The Press Release, which is furnished as Exhibit 99.1, and the information included in Item 2.02 of this Report are incorporated by reference in this Item 7.01.

The information in the Press Release and in this Item 7.01 is “furnished” and not “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.  Such information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act except to the extent such other filing specifically incorporates such information by reference.

Item 9.01.  Financial Statements and Exhibits.

(d)  Exhibits

Exhibit
Number

    

Description

99.1 

Press release issued by TopBuild Corp., dated November 5, 2024, announcing its financial results for the quarter ended September 30, 2024.

104

Cover Page Interactive Data File (formatted as Inline XBRL)

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TOPBUILD CORP.

By:

/s/ Madeline Otero

 

 

Name:

Madeline Otero

 

 

Title:

Vice President and Chief Accounting Officer
(Principal Accounting Officer)

Dated: November 5, 2024

 

 

3

Exhibit 99.1

Graphic

TopBuild Reports Third Quarter Results

Third quarter sales of $1.37 billion driven by 4.2% Installation growth and 5.1% Specialty Distribution growth

Delivered gross margin of 30.7% and adjusted EBITDA margin of 20.8%

Narrows 2024 guidance to $5.3 to $5.35 billion in revenue and $1.055 to $1.085 billion in adjusted EBITDA


DAYTONA BEACH, FL – November 5, 2024 — TopBuild Corp. (NYSE:BLD) a leading installer and specialty distributor of insulation and building material products to the construction industry in the United States and Canada today reported results for the third quarter ended September 30, 2024.

“We delivered a strong performance with third quarter sales of $1.37 billion and adjusted EBITDA of $285 million, achieving the highest level of quarterly sales and profit in our history,” said Robert Buck, President and Chief Executive Officer. “Our ongoing focus on growth and profitability enabled us to drive Installation sales growth of 4.2% and Specialty Distribution sales growth of 5.1% in a macro environment that was largely unchanged from the second quarter. Adjusted EBITDA margin of 20.8% improved by 50 basis points excluding the benefit from higher-than-normal multi-family and commercial margins in the third quarter of 2023.1

“We are narrowing our 2024 outlook based on our assumptions for a continued uneven housing environment and the ongoing delay of certain commercial/industrial projects. We remain optimistic about our business with strengthening requirements for energy efficiency, the U.S. housing supply deficit, increasing household formations, and the prospect of lower interest rates driving growth.

“Our priority for our strong free cash flow continues to be acquisitions and our M&A pipeline is very healthy. In the quarter we also returned capital to shareholders, with share repurchases totaling $413.9 million or approximately 1.07 million shares, reinforcing our confidence in our outlook and ability to deploy capital successfully and generate strong returns,” concluded Mr. Buck.

The Company noted that its results for the third quarter of 2023 included an estimated $15 million margin benefit related to certain multi-family/commercial business.

NYSE:BLD

November 5, 2024

topbuild.com


Financial Highlights

(comparisons are to the periods ended September 30, 2023)

Three Months Ended September 30, 2024

Reported

Adjusted

($ in thousands)

    

2024

    

2023

    

2024

    

2023

Sales

$

1,373,268

$

1,326,120

$

1,373,268

$

1,326,120

Gross Profit

421,813

420,690

421,813

420,690

Gross Margin

30.7%

31.7%

30.7%

31.7%

SG&A

177,820

183,198

175,888

174,758

SG&A as % of Revenue

12.9%

13.8%

12.8%

13.2%

Operating Profit

243,993

237,492

245,925

245,932

Operating Margin

17.8%

17.9%

17.9%

18.5%

Net Income

168,960

167,601

170,075

172,507

Net Income per diluted share

$

5.65

$

5.27

$

5.68

$

5.43

EBITDA

$

285,057

$

283,690

EBITDA Margin

20.8%

21.4%

Nine Months Ended September 30, 2024

Reported

Adjusted

($ in thousands)

    

2024

    

2023

    

2024

    

2023

Sales

$

4,017,597

$

3,908,620

$

4,017,597

$

3,908,620

Gross Profit

1,232,885

1,212,704

1,232,885

1,212,704

Gross Margin

30.7%

31.0%

30.7%

31.0%

SG&A

563,992

538,679

534,497

524,480

SG&A as % of Revenue

14.0%

13.8%

13.3%

13.4%

Operating Profit

668,893

674,025

698,388

688,224

Operating Margin

16.6%

17.2%

17.4%

17.6%

Net Income

472,064

467,870

493,997

477,551

Net Income per diluted share

$

15.19

$

14.74

$

15.89

$

15.04

EBITDA

$

816,570

$

797,520

EBITDA Margin

20.3%

20.4%

NYSE:BLD

November 5, 2024

topbuild.com


Sales Drivers

(comparisons are to the periods ended September 30, 2023)

Three Months Ended September 30,  2024

    

Installation

    

Specialty
Distribution

    

TopBuild,
net of elims

Sales (in millions)

$

856

$

600

$

1,373

Sales Drivers

Volume

0.5%

3.0%

0.4%

Price

1.1%

0.8%

1.0%

M&A

2.9%

1.4%

2.4%

Dispositions

(0.2%)

  

(0.1%)

Total Sales Change

4.2%

5.1%

3.6%

Nine Months Ended September 30, 2024

    

Installation

    

Specialty
Distribution

    

TopBuild,
net of elims

Sales (in millions)

$

2,506

$

1,739

$

4,018

Sales Drivers

Volume

0.6%

(0.2%)

(0.5%)

Price

1.2%

1.2%

1.2%

M&A

3.4%

1.0%

2.5%

Dispositions

(0.6%)

(0.4%)

Total Sales Change

4.5%

2.1%

2.8%

Segment Profitability

(comparisons are to the periods ended September 30, 2023)

Three Months Ended September 30, 2024

Nine Months Ended September 30, 2024

($ in thousands)

    

Installation

    

Specialty
Distribution

    

Installation

    

Specialty
Distribution

Operating Profit

$

172,243

$

94,911

$

499,717

$

261,862

Change

(1.7%)

7.5%

1.1%

5.8%

Operating Margin

20.1%

15.8%

19.9%

15.1%

Adj. Operating Profit

$

172,274

$

95,109

$

500,081

$

261,320

Change

(2.7%)

7.7%

0.7%

5.4%

Adj. Operating Margin

20.1%

15.8%

20.0%

15.0%

Adj. EBITDA

$

191,382

$

110,600

$

556,816

$

307,507

Change

(1.8%)

6.5%

1.5%

4.8%

Adj. EBITDA Margin

22.3%

18.4%

22.2%

17.7%

NYSE:BLD

November 5, 2024

topbuild.com


Capital Allocation

2024 Acquisitions

Year to date, TopBuild has completed or announced a total of 7 acquisitions which are expected to generate approximately $118 million in annual revenue.

On October 30, the Company announced the acquisition of Shannon Global Energy Services, a leading thermal acoustic blanket insulation fabricator serving the commercial and industrial end markets. The acquisition is expected to close in the fourth quarter.

Annual Revenue

Company

    

($millions)

    

Month Closed

Brabble Insulation, Inc. (I)

$

5.2

February

 

Morris Black & Sons, Inc (I)

3.8

March

Pest Control Insulation LLC (D)

25.4

March

Green Space Insulation LLC (I)

6.0

April

Insulation Works, Inc. (I)

28.0

May

Texas Insulation (I)

38.9

May

Shannon Global Energy Services (D)

10.8

TBD

Total

$

118.1

I = Installation, D = Specialty Distribution

Share Repurchases

During the third quarter, TopBuild repurchased approximately 1.07 million shares totaling $413.9 million. On a year-to- date basis, the Company repurchased 2.3 million shares totaling $919.2 million, leaving $235.2 million remaining under the current authorization as of September 30, 2024.

2024 Outlook2

TopBuild narrowed its full year 2024 outlook, based on the Company’s assumptions for a continued uneven housing environment and the ongoing delay of certain commercial/industrial projects. The Company noted that it has not experienced an uptick in project cancellations.

$in millions

2024 Outlook

    

Low

    

High

Sales

$

5,300.0

$

5,350.0

Adjusted EBITDA*

$

1,055.0

$

1,085.0

* See table for Adjusted EBITDA reconciliation

2 This outlook reflects management’s current view of present and future market conditions and is based on assumptions such as housing starts, general and administrative expenses, and interest rates. These targets do not include any effects related to potential acquisitions or divestitures that may occur after the date of this press release. A reconciliation of non-GAAP targets to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, the costs and expenses that may be incurred in the future and therefore, cannot be reasonably predicted. The effect of these excluded items may be significant. Factors that could cause actual long-term results to differ materially from TopBuild’s current expectations are discussed below and are also detailed in the Company’s most recent Annual Report on Form 10-K and subsequent SEC reports.

NYSE:BLD

November 5, 2024

topbuild.com


Conference Call

A conference call to discuss the third quarter 2024 financial results is scheduled for today, Tuesday, November 5, at 9:00 a.m. Eastern Time. The call may be accessed by dialing (877) 407-9037. A simultaneous webcast of the call, along with management’s formal remarks and a presentation, will be available on the Company’s website at www.topbuild.com shortly before the call begins.

About TopBuild

TopBuild Corp., headquartered in Daytona Beach, Florida, is a leading installer and specialty distributor of insulation and related building material products to the construction industry in the United States and Canada. We provide insulation installation services nationwide through our Installation segment which has approximately 250 branches located across the United States. We distribute building and mechanical insulation, insulation accessories and other building product materials for the residential, commercial, and industrial end markets through our Specialty Distribution business. Our Specialty Distribution network encompasses approximately 170 branches. To learn more about TopBuild please visit our website at www.topbuild.com.

Use of Non-GAAP Financial Measures

Adjusted EBITDA, incremental EBITDA margin, adjusted EBITDA margin, the “adjusted” financial measures presented above, and figures presented on a “same branch basis” are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). The Company believes that these non-GAAP financial measures, which are used in managing the business, may provide users of this financial information with additional meaningful comparisons between current results and results in prior periods. We define same branch sales as sales from branches in operation for at least 12 full calendar months. Such non-GAAP financial measures are reconciled to their closest GAAP financial measures in tables contained in this press release. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results under GAAP. Additional information may be found in the Company’s filings with the Securities and Exchange Commission which are available on TopBuild’s website under “SEC Filings” at www.topbuild.com.

Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements may address, among other things, our expected financial and operational results, the related assumptions underlying our expected results, and our plan to repurchase our common stock under stock repurchase transactions. These forward-looking statements can be identified by words such as “will,” “would,” “anticipate,” “expect,” “believe,” “designed,” “plan,” “may,” “project,” “estimate” 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. Our forward-looking statements contained herein speak only as of the date of this press release. Factors or events that we cannot predict, including those described in the risk factors contained in our filings with the Securities and Exchange Commission, may cause our actual results to differ from those expressed in forward-looking statements. Although TopBuild believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, the Company can give no assurance that its expectations will be achieved and it undertakes no obligation to update any forward-looking statements as a result of new information, future events, or otherwise, except as required by applicable law.

Investor Relations and Media Contact

PI Aquino

pi.aquino@topbuild.com
386-763-8801

(tables follow)

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except share and per common share amounts)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

2024

2023

Net sales

$

1,373,268

    

$

1,326,120

    

$

4,017,597

    

$

3,908,620

Cost of sales

951,455

905,430

2,784,712

2,695,916

Gross profit

421,813

420,690

1,232,885

1,212,704

Selling, general, and administrative expense

177,820

183,198

563,992

538,679

Operating profit

243,993

237,492

668,893

674,025

Other income (expense), net:

Interest expense

(18,449)

(18,830)

(55,811)

(55,427)

Other, net

2,355

6,015

24,987

12,542

Other expense, net

(16,094)

(12,815)

(30,824)

(42,885)

Income before income taxes

227,899

224,677

638,069

631,140

Income tax expense

(58,939)

(57,075)

(166,005)

(163,270)

Net income

$

168,960

$

167,602

$

472,064

$

467,870

Net income per common share:

Basic

$

5.68

$

5.30

$

15.28

$

14.81

Diluted

$

5.65

$

5.27

$

15.19

$

14.74

 

Weighted average shares outstanding:

Basic

29,751,713

31,615,110

30,901,788

31,588,740

Diluted

29,925,400

31,788,812

31,083,857

31,744,856

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

(in thousands)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

2024

2023

Net income

$

168,960

$

167,602

$

472,064

$

467,870

Other comprehensive income (loss):

Foreign currency translation adjustment

2,463

(3,008)

(3,464)

3,029

Comprehensive income

$

171,423

$

164,594

$

468,600

$

470,899

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Condensed Consolidated Balance Sheets and Other Financial Data (Unaudited)

(dollars in thousands)

As of

September 30, 2024

December 31, 2023

ASSETS

Current assets:

Cash and cash equivalents

$

257,342

$

848,565

Receivables, net of an allowance for credit losses of $21,829 at September 30, 2024, and $23,948 at December 31, 2023

827,776

 

799,009

Inventories

392,208

 

364,731

Prepaid expenses and other current assets

43,813

 

36,939

Total current assets

1,521,139

 

2,049,244

Right of use assets

189,141

 

204,629

Property and equipment, net

270,022

 

264,487

Goodwill

2,092,315

 

2,042,568

Other intangible assets, net

565,440

 

591,058

Other assets

12,460

 

10,865

Total assets

$

4,650,517

$

5,162,851

LIABILITIES

Current liabilities:

Accounts payable

$

461,478

$

469,585

Current portion of long-term debt

45,137

47,039

Accrued liabilities

180,382

 

187,217

Short-term operating lease liabilities

67,509

 

65,780

Short-term finance lease liabilities

1,634

1,917

Total current liabilities

756,140

 

771,538

Long-term debt

1,341,439

 

1,373,028

Deferred tax liabilities, net

243,176

 

243,930

Long-term portion of insurance reserves

60,799

58,783

Long-term operating lease liabilities

130,299

146,213

Long-term finance lease liabilities

2,961

4,150

Other liabilities

1,434

 

1,554

Total liabilities

2,536,248

 

2,599,196

EQUITY

2,114,269

 

2,563,655

Total liabilities and equity

$

4,650,517

$

5,162,851

As of September 30,

    

2024

2023

Other Financial Data

Receivable days

49

51

Inventory days

38

36

Accounts payable days

58

60

Receivables, net plus inventories less accounts payable

$

758,506

$

772,229

Receivables, net plus inventories less accounts payable as a percent of sales (TTM) †

14.1

%

14.6

%

Trailing 12 months sales have been adjusted for the pro forma effect of acquired branches

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)

Nine Months Ended September 30, 

2024

2023

Cash Flows Provided by (Used in) Operating Activities:

    

    

Net income

$

472,064

$

467,870

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

104,777

98,216

Share-based compensation

13,405

11,080

Loss on sale of assets

672

2,733

Amortization of debt issuance costs

2,161

2,161

Provision for bad debt expense

13,730

7,380

Provision for inventory obsolescence

6,713

3,617

Change in certain assets and liabilities, net of effects of businesses acquired:

Receivables, net

(30,294)

(52,482)

Inventories

(30,916)

82,960

Prepaid expenses and other current assets

(6,849)

(3,267)

Accounts payable

(17,441)

(21,361)

Accrued liabilities

(15,695)

(9,027)

Other, net

(2,529)

(1,402)

Net cash provided by operating activities

509,798

588,478

Cash Flows Provided by (Used in) Investing Activities:

Purchases of property and equipment

(56,794)

(48,076)

Acquisition of businesses, net of cash acquired

(88,460)

(147,614)

Proceeds from sale of assets

2,336

14,674

Net cash used in investing activities

(142,918)

(181,016)

Cash Flows Provided by (Used in) Financing Activities:

Repayment of long-term debt

(35,651)

(27,711)

Taxes withheld and paid on employees' equity awards

(6,088)

(6,350)

Exercise of stock options

3,224

2,489

Repurchase of shares of common stock

(919,186)

Payment of contingent consideration

(300)

Net cash used in financing activities

(957,701)

(31,872)

Impact of exchange rate changes on cash

(402)

(47)

Net (decrease) increase in cash and cash equivalents

(591,223)

375,543

Cash and cash equivalents - Beginning of period

 

848,565

 

240,069

Cash and cash equivalents - End of period

$

257,342

$

615,612

Supplemental disclosure of noncash activities:

Leased assets obtained in exchange for new operating lease liabilities

$

35,718

$

45,525

Accruals for property and equipment

227

305

Excise taxes capitalized to treasury stock

9,342

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Segment Data (Unaudited)

(dollars in thousands)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

Change

2024

2023

Change

Installation

Sales

$

856,350

$

821,673

4.2

%

$

2,506,076

$

2,397,818

4.5

%

Operating profit, as reported

$

172,243

$

175,218

$

499,717

$

494,394

Operating margin, as reported

20.1

%

21.3

%

19.9

%

20.6

%

Rationalization charges

1,882

1,882

Acquisition related costs

31

26

364

516

Operating profit, as adjusted

$

172,274

$

177,126

$

500,081

$

496,792

Operating margin, as adjusted

20.1

%

21.6

%

20.0

%

20.7

%

Share-based compensation

71

436

719

1,124

Depreciation and amortization

19,037

17,417

56,016

50,700

EBITDA, as adjusted

$

191,382

$

194,979

(1.8)

%

$

556,816

$

548,616

1.5

%

EBITDA margin, as adjusted

22.3

%

23.7

%

22.2

%

22.9

%

Specialty Distribution

Sales

$

600,387

$

571,009

5.1

%

$

1,739,007

$

1,703,871

2.1

%

Operating profit, as reported

$

94,911

$

88,269

$

261,862

$

247,583

Operating margin, as reported

15.8

%

15.5

%

15.1

%

14.5

%

Rationalization charges

194

(556)

Acquisition related costs

4

10

14

350

Operating profit, as adjusted

$

95,109

$

88,279

$

261,320

$

247,933

Operating margin, as adjusted

15.8

%

15.5

%

15.0

%

14.6

%

Share-based compensation

374

434

1,187

987

Depreciation and amortization

15,117

15,102

45,000

44,414

EBITDA, as adjusted

$

110,600

$

103,815

6.5

%

$

307,507

$

293,334

4.8

%

EBITDA margin, as adjusted

18.4

%

18.2

%

17.7

%

17.2

%

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Adjusted EBITDA (Unaudited)

(dollars in thousands)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

Change

2024

2023

Change

Total net sales

Sales before eliminations

$

1,456,737

$

1,392,682

$

4,245,083

$

4,101,689

Intercompany eliminations

(83,469)

(66,562)

(227,486)

(193,069)

Net sales after eliminations

$

1,373,268

$

1,326,120

3.6

%

$

4,017,597

$

3,908,620

2.8

%

Operating profit, as reported - segments

$

267,154

$

263,487

$

761,579

$

741,977

General corporate expense, net

(9,685)

(14,494)

(55,610)

(35,280)

Intercompany eliminations

(13,476)

(11,501)

(37,076)

(32,672)

Operating profit, as reported

$

243,993

$

237,492

$

668,893

$

674,025

Operating margin, as reported

17.8

%

17.9

%

16.6

%

17.2

%

Rationalization charges

485

1,882

(7)

1,882

Acquisition related costs †

1,447

6,558

6,502

12,317

Acquisition termination fee

-

-

23,000

-

Operating profit, as adjusted

$

245,925

$

245,932

$

698,388

$

688,224

Operating margin, as adjusted

17.9

%

18.5

%

17.4

%

17.6

%

Share-based compensation

3,646

4,194

13,405

11,080

Depreciation and amortization

35,486

33,564

104,777

98,216

EBITDA, as adjusted

$

285,057

$

283,690

0.5

%

$

816,570

$

797,520

2.4

%

EBITDA margin, as adjusted

20.8

%

21.4

%

20.3

%

20.4

%

Sales change period over period

47,148

108,977

EBITDA, as adjusted, change period over period

1,367

19,050

Incremental EBITDA, as adjusted, as a percentage of change in sales

2.9

%

17.5

%

† Acquisition related costs include corporate level adjustments as well as segment operating adjustments.

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Same Branch and Acquisition Metrics (Unaudited)

(dollars in thousands)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

2024

2023

Net sales

Same branch:

Installation

$

832,780

$

819,702

$

2,424,965

$

2,382,440

Specialty Distribution

592,641

571,009

1,721,267

1,703,871

Eliminations

(83,469)

(66,562)

(227,486)

(193,069)

Total same branch

$

1,341,952

$

1,324,149

$

3,918,746

$

3,893,242

Acquisitions (a):

Installation

$

23,570

$

-

$

81,111

$

-

Specialty Distribution

7,746

-

17,740

-

Total acquisitions

$

31,316

$

-

98,851

-

Dispositions (b):

Installation

$

-

$

1,971

$

-

$

15,378

Total dispositions

-

1,971

-

15,378

Total net sales

$

1,373,268

$

1,326,120

$

4,017,597

$

3,908,620

EBITDA, as adjusted

Same branch

$

280,333

$

283,175

$

801,535

$

794,480

Acquisitions (a)

4,724

-

15,035

-

Dispositions (b)

-

515

-

3,040

Total

$

285,057

$

283,690

$

816,570

$

797,520

EBITDA, as adjusted, as a percentage of sales

Same branch (c)

20.9

%

20.5

%

Acquisitions (d)

15.1

%

15.2

%

Total (e)

20.8

%

21.4

%

20.3

%

20.4

%

As Adjusted Incremental EBITDA, as a percentage of change in sales

Same branch (f)

NM

27.7

%

Acquisitions (d)

15.1

%

15.2

%

Total (g)

2.9

%

17.5

%


(a) Represents current year impact of acquisitions in their first twelve months

(b) Represents operating results in prior period previously classified as same branch

(c) Same branch metric, as adjusted, as a percentage of same branch sales

(d) Acquired metric, as adjusted, as a percentage of acquired sales

(e) Total EBITDA, as adjusted, as a percentage of total sales

(f) Change in same branch EBITDA, as adjusted, as a percentage of change in same branch sales

(g) Change in total EBITDA, as adjusted, as a percentage of change in total sales

NM Not Meaningful

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Non-GAAP Reconciliations (Unaudited)

(in thousands, except share and per common share amounts)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

2024

2023

Gross Profit Reconciliation

Net sales

$

1,373,268

$

1,326,120

$

4,017,597

$

3,908,620

Gross profit, as reported

$

421,813

$

420,690

$

1,232,885

$

1,212,704

Acquisition related costs

-

-

-

-

Gross profit, as adjusted

$

421,813

$

420,690

$

1,232,885

$

1,212,704

Gross margin, as reported

30.7

%

31.7

%

30.7

%

31.0

%

Gross margin, as adjusted

30.7

%

31.7

%

30.7

%

31.0

%

Selling, General and Administrative Expense Reconciliation

Selling, general, and administrative expense, as reported

$

177,820

$

183,198

$

563,992

$

538,679

Rationalization charges

485

1,882

(7)

1,882

Acquisition related costs

1,447

6,558

6,502

12,317

Acquisition termination fee

-

-

23,000

-

Selling, general, and administrative expense, as adjusted

$

175,888

$

174,758

$

534,497

$

524,480

Operating Profit Reconciliation

Operating profit, as reported

$

243,993

$

237,492

$

668,893

$

674,025

Rationalization charges

485

1,882

(7)

1,882

Acquisition related costs

1,447

6,558

6,502

12,317

Acquisition termination fee

-

-

23,000

-

Operating profit, as adjusted

$

245,925

$

245,932

$

698,388

$

688,224

Operating margin, as reported

17.8

%

17.9

%

16.6

%

17.2

%

Operating margin, as adjusted

17.9

%

18.5

%

17.4

%

17.6

%

Income Per Common Share Reconciliation

Income before income taxes, as reported

$

227,899

$

224,677

$

638,069

$

631,140

Rationalization charges

485

1,882

(7)

1,882

Acquisition related costs

1,447

6,558

6,502

12,317

Acquisition termination fee

-

-

23,000

-

Income before income taxes, as adjusted

229,831

233,117

667,564

645,339

Tax rate at 26.0%

(59,756)

(60,610)

(173,567)

(167,788)

Income, as adjusted

$

170,075

$

172,507

$

493,997

$

477,551

Income per common share, as adjusted

$

5.68

$

5.43

$

15.89

$

15.04

Weighted average diluted common shares outstanding

29,925,400

31,788,812

31,083,857

31,744,856

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Reconciliation of Adjusted EBITDA to Net Income (Unaudited)

(in thousands)

Three Months Ended September 30, 

Nine Months Ended September 30, 

2024

2023

2024

2023

Net income, as reported

$

168,960

$

167,602

$

472,064

$

467,870

Adjustments to arrive at EBITDA, as adjusted:

Interest expense and other, net

16,094

12,815

30,824

42,885

Income tax expense

58,939

57,075

166,005

163,270

Depreciation and amortization

35,486

33,564

104,777

98,216

Share-based compensation

3,646

4,194

13,405

11,080

Rationalization charges

485

1,882

(7)

1,882

Acquisition related costs

1,447

6,558

6,502

12,317

Acquisition termination fee

-

-

23,000

-

EBITDA, as adjusted

$

285,057

$

283,690

$

816,570

$

797,520

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

Acquisition Adjusted Net Sales (Unaudited)

(in thousands)

2023

2024

Trailing Twelve Months Ended

Q4

Q1

Q2

Q3

    

September 30, 2024

Net Sales

$

1,286,074

$

1,278,717

$

1,365,612

$

1,373,268

$

5,303,671

Acquisitions proforma adjustment †

28,367

24,075

10,603

-

63,045

Net sales, acquisition adjusted

$

1,314,441

$

1,302,792

$

1,376,215

$

1,373,268

$

5,366,716

† Trailing 12 months sales have been adjusted for the pro forma effect of acquired branches

NYSE:BLD

November 5, 2024

topbuild.com


TopBuild Corp.

2024 Estimated Adjusted EBITDA Range (Unaudited)
(in millions)

Twelve Months Ending December 31, 2024

Low

High

Estimated net income, as reported

$

606.0

$

634.0

Adjustments to arrive at estimated EBITDA, as adjusted:

Interest expense and other, net

48.0

45.0

Income tax expense

213.0

222.0

Depreciation and amortization

142.0

140.0

Share-based compensation

17.0

16.0

Acquisition related costs & rationalization charges

29.0

28.0

Estimated EBITDA, as adjusted

$

1,055.0

$

1,085.0

NYSE:BLD

November 5, 2024

topbuild.com


v3.24.3
Document and Entity Information
Nov. 05, 2024
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date Nov. 05, 2024
Entity File Number 001-36870
Entity Registrant Name TopBuild Corp
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 47-3096382
Entity Address, Address Line One 475 North Williamson Boulevard
Entity Address, State or Province FL
Entity Address, City or Town Daytona Beach
Entity Address, Postal Zip Code 32114
City Area Code 386
Local Phone Number 304-2200
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, par value $0.01 per share
Trading Symbol BLD
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001633931
Amendment Flag false

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