10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2017

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 0-51357

BUILDERS FIRSTSOURCE, INC.

(Exact name of registrant as specified in its charter)

Delaware	52-2084569
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2001 Bryan Street, Suite 1600
Dallas, Texas	75201
(Address of principal executive offices)	(Zip Code)

(214) 880-3500

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐  (Do not check if a small reporting company)	Small reporting company	☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

The number of shares of the issuer’s common stock, par value $0.01, outstanding as of November 7, 2017 was 112,941,304.

BUILDERS FIRSTSOURCE, INC.

Index to Form 10-Q

		Page
	PART I — FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) for the Three and Nine Months Ended September 30, 2017 and 2016	3
	Condensed Consolidated Balance Sheets (Unaudited) as of September 30, 2017 and December 31, 2016	4
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2017 and 2016	5
	Condensed Consolidated Statement of Changes in Stockholders’ Equity (Unaudited) for the Nine Months Ended September 30, 2017	6
	Notes to Condensed Consolidated Financial Statements (Unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23
Item 4.	Controls and Procedures	23
	PART II — OTHER INFORMATION
Item 1.	Legal Proceedings	25
Item 1A.	Risk Factors	25
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3.	Defaults Upon Senior Securities	26
Item 4.	Mine Safety Disclosures	26
Item 5.	Other Information	26
Item 6.	Exhibits	27

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PART I  — FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

BUILDERS FIRSTSOURCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

	Three Months Ended September 30,					Nine Months Ended September 30,
	2017		2016			2017		2016
	(Unaudited) (In thousands, except per share amounts)
Sales	$	1,878,909	$	1,745,958		$	5,255,270	$	4,820,372
Cost of sales		1,419,587		1,308,864			3,959,099		3,615,199
Gross margin		459,322		437,094			1,296,171		1,205,173
Selling, general and administrative expenses		370,638		350,837			1,075,869		1,019,715
Income from operations		88,684		86,257			220,302		185,458
Interest expense, net		33,836		92,290			103,703		170,316
Income (loss) before income taxes		54,848		(6,033	)		116,599		15,142
Income tax expense (benefit)		15,098		(131,502	)		35,117		(122,788	)
Net Income	$	39,750	$	125,469		$	81,482	$	137,930
Comprehensive Income	$	39,750	$	125,469		$	81,482	$	137,930
Net income per share:
Basic	$	0.35	$	1.13		$	0.73	$	1.25
Diluted	$	0.34	$	1.10		$	0.71	$	1.22
Weighted average common shares:
Basic		112,688		111,187			112,368		110,487
Diluted		115,871		114,273			115,310		113,393

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BUILDERS FIRSTSOURCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30, 2017			December 31, 2016
	(Unaudited) (In thousands, except per share amounts)
ASSETS
Current assets:
Cash and cash equivalents	$	9,337		$	14,449
Accounts receivable, less allowances of $12,446 and $11,571 at September 30, 2017 and    December 31, 2016, respectively		724,007			569,208
Other receivables		62,128			55,781
Inventories, net		627,238			541,771
Other current assets		32,889			34,772
Total current assets		1,455,599			1,215,981
Property, plant and equipment, net		641,143			656,101
Assets held for sale		4,493			4,361
Goodwill		740,411			740,411
Intangible assets, net		139,010			159,373
Deferred income taxes		95,149			115,320
Other assets, net		17,240			18,340
Total assets	$	3,093,045		$	2,909,887
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Checks outstanding	$	12,426		$	35,606
Accounts payable		505,810			409,759
Accrued liabilities		251,527			293,115
Current maturities of long-term debt and lease obligations		12,165			16,217
Total current liabilities		781,928			754,697
Long-term debt and lease obligations, net of current maturities, debt discount and debt issuance    costs		1,839,072			1,785,835
Other long-term liabilities		60,040			59,735
Total liabilities		2,681,040			2,600,267
Commitments and contingencies (Note 6)
Stockholders' equity:
Preferred stock, $0.01 par value, 10,000 shares authorized; zero shares issued and outstanding    at September 30, 2017 and December 31, 2016, respectively		—			—
Common stock, $0.01 par value, 200,000 shares authorized; 112,931 and 111,564 shares issued    and outstanding at September 30, 2017 and December 31, 2016, respectively		1,129			1,115
Additional paid-in capital		539,868			527,868
Accumulated deficit		(128,992	)		(219,363	)
Total stockholders' equity		412,005			309,620
Total liabilities and stockholders' equity	$	3,093,045		$	2,909,887

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BUILDERS FIRSTSOURCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	Nine months ended September 30,
	2017			2016
	(Unaudited) (In thousands)
Cash flows from operating activities:
Net income	$	81,482		$	137,930
Adjustments to reconcile net income to net cash used in operating    activities:
Depreciation and amortization		70,796			86,901
Amortization and write-off of deferred loan costs and debt discount		5,163			5,940
Loss on extinguishment of debt		—			46,105
Payment of original issue discount		—			(1,259	)
Deferred income taxes		29,060			(124,787	)
Bad debt expense		(272	)		35
Stock compensation expense		9,916			7,734
Net loss (gain) on sale of assets and asset impairments		5,079			(3,254	)
Changes in assets and liabilities:
Receivables		(158,345	)		(144,342	)
Inventories		(85,313	)		(62,005	)
Other current assets		2,837			423
Other assets and liabilities		3,776			4,037
Accounts payable and checks outstanding		71,247			77,939
Accrued liabilities		(43,024	)		(35,115	)
Net cash used in operating activities		(7,598	)		(3,718	)
Cash flows from investing activities:
Purchases of property, plant and equipment		(48,060	)		(34,127	)
Proceeds from sale of property, plant and equipment		4,802			2,816
Cash used for acquisitions, net		—			(3,970	)
Net cash used in investing activities		(43,258	)		(35,281	)
Cash flows from financing activities:
Borrowings under revolving credit facility		894,000			707,000
Repayments under revolving credit facility		(839,000	)		(678,000	)
Proceeds from issuance of notes		—			750,000
Repayments of long-term debt and other loans		(8,555	)		(755,095	)
Payments of debt extinguishment costs		—			(34,369	)
Payments of loan costs		(2,799	)		(15,205	)
Exercise of stock options		4,574			6,547
Repurchase of common stock		(2,476	)		(1,092	)
Net cash provided by (used in) financing activities		45,744			(20,214	)
Net change in cash and cash equivalents		(5,112	)		(59,213	)
Cash and cash equivalents at beginning of period		14,449			65,063
Cash and cash equivalents at end of period	$	9,337		$	5,850

Supplemental disclosure of non-cash activities

For the nine months ended September 30, 2017 and 2016, the Company retired assets subject to lease finance obligations of $15.0 million and $34.4 million and extinguished the related lease finance obligation of $12.9 million and $39.4 million, respectively.  

The Company purchased equipment which was financed through capital lease obligations of $14.2 million and $8.0 million in the nine months ended September 30, 2017 and 2016, respectively.

The accompanying notes are an integral part of these condensed consolidated financial statements.

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BUILDERS FIRSTSOURCE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

							Additional Paid
	Common Stock						in			Accumulated
	Shares			Amount			Capital			Deficit			Total
	(Unaudited)
	(In thousands)
Balance at December 31, 2016		111,564		$	1,115		$	527,868		$	(219,363	)	$	309,620
Vesting of restricted stock units		734			7			(7	)		—			—
Stock compensation expense		—			—			9,916			—			9,916
Exercise of stock options		836			9			4,565			—			4,574
Repurchase of common stock		(203	)		(2	)		(2,474	)		—			(2,476	)
Cumulative effect adjustment (Note 1)		—			—			—			8,889			8,889
Net income		—			—			—			81,482			81,482
Balance at September 30, 2017		112,931		$	1,129		$	539,868		$	(128,992	)	$	412,005

The accompanying notes are an integral part of these consolidated financial statements.

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BUILDERS FIRSTSOURCE, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation

Builders FirstSource, Inc., a Delaware corporation formed in 1998, is a leading supplier and manufacturer of building materials, manufactured components and construction services to professional homebuilders, sub-contractors, remodelers and consumers.  The Company operates 402 locations in 40 states across the United States. In this quarterly report, references to the “Company,” “we,” “our,” “ours” or “us” refer to Builders FirstSource, Inc. and its consolidated subsidiaries unless otherwise stated or the context otherwise requires.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all recurring adjustments and normal accruals necessary for a fair statement of the Company’s financial position, results of operations and cash flows for the dates and periods presented. Results for interim periods are not necessarily indicative of the results to be expected during the remainder of the current year or for any future period. Intercompany transactions are eliminated in consolidation.

The condensed consolidated balance sheet as of December 31, 2016 is derived from the audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. This condensed consolidated balance sheet as of December 31, 2016 and the unaudited condensed consolidated financial statements included herein should be read in conjunction with the more detailed audited consolidated financial statements for the year ended December 31, 2016 included in our most recent annual report on Form 10-K. Accounting policies used in the preparation of these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in our Form 10-K.

Recent Accounting Pronouncements

In May 2017, the Financial Accounting Standards Board (“FASB”) issued an update to the existing guidance under the Compensation-Stock Compensation topic of the Accounting Standards Codification (“Codification”) to clarify when modification accounting would be applied for a change to the terms or conditions of a share-based award. Under this new guidance modification accounting is required only if the fair value, the vesting conditions, or the classification of the award changes as a result of the change in terms or conditions. This guidance is required to be adopted on a prospective basis for annual periods beginning on or after December 15, 2017 with early adoption permitted. The Company does not regularlymodify the terms and conditions of its share-based awards and does not expect the adoption of this guidance to have a significant impact on our financial statements.

In January 2017, the FASB issued an update to the existing guidance under the Intangibles-Goodwill and Other topic of the Codification to simplify the accounting for goodwill impairment. The guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. All of the other goodwill impairment guidance will remain largely unchanged, including the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. This update is effective for annual and any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption of this guidance is permitted for annual or interim goodwill tests performed after January 1, 2017.  As such, the Company intends to adopt this guidance in the fourth quarter of 2017 in connection with its annual goodwill impairment test. This guidance will be applied on a prospective basis following adoption.

In January 2017, the FASB issued an update to the existing guidance under the Business Combinations topic of the Codification. This update revises the definition of a business. Under this guidance when substantially all of the assets acquired are concentrated in a single asset (or group of similar assets) the assets acquired would not be considered a business. If this initial screen is met the need for further assessment is eliminated. If this screen is not met in order to be considered a business an acquisition would have to include an input and a substantive process that together significantly contribute to the ability to create outputs. This update is effective for public companies for annual and interim reporting periods beginning after December 15, 2017. Early adoption of this guidance is permitted. This guidance requires prospective application following adoption. While the Company is still evaluating this updated guidance, the impact on our financial statements will depend upon the occurrence of any future acquisition activity.  

In March 2016, the FASB issued an update to the existing guidance under the Compensation-Stock Compensation topic of the Codification. This update simplifies several aspects of accounting for stock compensation including accounting for income taxes, classification of awards as liabilities or equity, forfeitures and classification on the statement of cash flows. This update was effective for public companies for annual and interim reporting periods beginning after December 15, 2016. As such, we adopted this guidance effective January 1, 2017. Upon adoption the Company recognized $8.9 million in previously unrecorded windfall benefits on a

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modified retrospective basis through a cumulative-effect adjustment to the beginning balance of our accumulated deficit. All windfalls or shortfalls are now recognized as a component of income tax expense in the period they occur. The Company elected to recognize the effect of pre-vesting forfeitures as they actually occur rather than estimating forfeitures each period.

In February 2016, the FASB issued an update to the existing guidance under the Leases topic of the Codification. Under the new guidance, lessees will be required to recognize the following for all leases, with the exception of short-term leases, at the commencement date: (1) a lease liability, which is a lessee‘s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. This update requires a modified retrospective transition as of the beginning of the earliest comparative period presented in the financial statements. This update is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. The Company has a significant number of leases, primarily related to real estate and rolling stock, which are accounted for as operating leases under existing guidance. While we are currently evaluating the impact of this new guidance on our financial statements, we are expecting a significant impact to our balance sheet upon adoption related to the establishment of lease liabilities and the corresponding right-of-use assets.

In July 2015, the FASB issued an update to the existing guidance under the Inventory topic of the Codification. This update changes the subsequent measurement of inventory from lower of cost or market to lower of cost and net realizable value. We adopted this guidance effective January 1, 2017 on a prospective basis. The adoption of this guidance did not have an impact on our financial statements.

In May 2014, the FASB issued an update to the existing guidance under the Revenue Recognition topic of the Codification which is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  Subsequent to issuance of the original update, the FASB issued several further updates amending this new guidance. In April 2016, the FASB issued an update clarifying issues related to identifying performance obligations and licensing. In May 2016, the FASB issued an update regarding the assessment of collectability criteria, presentation of sales taxes, measurement of noncash consideration and transition guidance for completed contracts and contract modifications. The Company intends to adopt this guidance beginning on January 1, 2018 on a modified retrospective basis. While we are still evaluating the impact of these updates on our financial statements, we anticipate that this guidance will primarily impact our contracts with service elements. Under current guidance, we recognize sales from contracts with service elements on the completed contract method when these contracts are completed within 30 days. The remaining contracts with service elements are recognized under the percentage of completion method.  Under this updated guidance, we anticipate that revenue related to our contracts with service elements will generally be recognized over time based on the extent of progress towards completion of the performance obligation because of continuous transfer of control to the customer. We anticipate the impact from adoption to primarily be associated with deferred revenue on contracts outstanding at December 31, 2017 accounted for under the completed contract method, which is anticipated to be generally recognized earlier under this new guidance. In addition, we are currently in the process of assessing and updating our business processes, systems and controls to ensure compliance with the recognition and disclosure requirements of the new standard upon adoption.  

2. Net Income per Common Share

Net income per common share (“EPS”) is calculated in accordance with the Earnings per Share topic of the Codification, which requires the presentation of basic and diluted EPS. Basic EPS is computed using the weighted average number of common shares outstanding during the period. Diluted EPS is computed using the weighted average number of common shares outstanding during the period, plus the dilutive effect of potential common shares.

For the purpose of computing diluted EPS, weighted average shares outstanding have been adjusted for common shares underlying 2.7 million options and 2.2 million restricted stock units (“RSUs”) for the three and nine months ended September 30, 2017. Weighted average shares outstanding have been adjusted for common shares underlying 3.5 million options and 2.1 million RSUs for the three and nine months ended September 30, 2016.

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The table below presents a reconciliation of weighted average common shares used in the calculation of basic and diluted EPS (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Weighted average shares for basic EPS		112,688		111,187		112,368		110,487
Dilutive effect of options and RSUs		3,183		3,086		2,942		2,906
Weighted average shares for diluted EPS		115,871		114,273		115,310		113,393

3. Debt

Long-term debt and lease obligations consisted of the following (in thousands):

	September 30, 2017			December 31, 2016
2022 facility	$	55,000		$	—
2023 notes		367,608			367,608
2024 notes		750,000			750,000
2024 term loan		464,125			467,650
Lease finance obligations		224,248			238,539
Capital lease obligations		17,662			7,427
		1,878,643			1,831,224
Unamortized debt discount and debt issuance costs		(27,406	)		(29,172	)
		1,851,237			1,802,052
Less: current maturities of long-term debt and lease obligations		12,165			16,217
Long-term debt and lease obligations, net of current maturities	$	1,839,072		$	1,785,835

2017 Debt Transactions

In the first quarter of 2017 the Company executed two debt transactions which are described in more detail below. These transactions included a repricing and extension of our$470.0 million term loan facility originally due 2022 (“2015 term loan”) as well as increasing the borrowing capacity and extending the maturity of our $800.0 million revolving credit facility (“2015 facility”). These transactions have further extended our debt maturity profile and reduced our annual cash interest on a go forward basis.

Term Loan Amendment

On February 23, 2017, we repriced our 2015 term loan through an amendment and extension of the term loan credit agreement providing for a $467.7 million senior secured term loan facility due 2024 (“2024 term loan”). This repricing reduces the interest rate by 0.75% and extends the maturity by 19 months to February 29, 2024.  

The 2024 term loan bears interest based on either a eurodollar or base rate (a rate equal to the highest of an agreed commercially available benchmark rate, the federal funds effective rate plus 0.50% or the eurodollar rate plus 1.0%, as selected by the Company) plus, in each case, an applicable margin. The applicable margin in the 2024 term loan is (x) 3% in the case of Eurodollar rate loans and (y) 2% in the case of base rate loans. These rates represents a 0.75% reduction from the 2015 term loan.  Deutsche Bank AG New York Branch continues to serve as administrative agent and collateral agent under the 2024 term loan agreement. 

In connection with the 2024 term loan amendment we recognized $0.4 million in interest expense in the first quarter of 2017 related to the write-off of unamortized debt discount and debt issuance costs. We incurred $1.2 million in lender fees which, together with $10.0 million in remaining unamortized debt discount and debt issuance costs, have been recorded as a reduction of long-term debt and are being amortized over the remaining contractual life of the 2024 term loan using the effective interest method. In addition, we also incurred $1.4 million in various third-party fees and expenses related to the 2024 term loan amendment which were recorded to interest expense in the first quarter of 2017.

Revolving Credit Facility Amendment

On March 22, 2017, the Company extended the maturity date and increased the revolving commitments under its 2015 facility. This transaction resulted in an amended and restated $900.0 million revolving credit facility (“2022 facility”) and extended the

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maturity by 20 months to March 22, 2022. SunTrust Bank continues to serve as administrative agent and collateral agent under the 2022 facility agreement. All other material terms of the 2022 facility remain unchanged from those of the 2015 facility.

In connection with the 2022 facility amendment, we recognized $0.6 million in interest expense in the first quarter of 2017 related to the write-off of unamortized debt issuance costs. We incurred $1.6 million in lender and third-party fees which, together with $8.5 million in remaining unamortized debt issuance costs, have been recorded as other assets and are being amortized over the remaining contractual life of the 2022 facility on a straight-line basis.

2022 Facility Borrowings

As of September 30, 2017, we have $55.0 million in borrowings outstanding under our 2022 facility. During the first nine months of 2017, we borrowed $894.0 million and repaid $839.0 million at a weighted average interest rate of 2.9%.

2024 Term Loan

As of September 30, 2017, we have $464.1 million in borrowings outstanding under our 2024 term loan at a weighted average interest rate of 4.3%. During the first nine months of 2017, we repaid $3.5 million of the 2024 term loan.

We were not in violation of any covenants or restrictions imposed by any of our debt agreements at September 30, 2017.

Fair Value

As of September 30, 2017 and December 31, 2016, the Company does not have any financial instruments which are measured at fair value on a recurring basis. We have elected to report the value of our 2023 notes, 2024 notes, and 2024 term loan at amortized cost. The fair values of the 2023 notes, the 2024 notes and the 2024 term loan at September 30, 2017 were approximately $419.5 million, $794.4 million and $465.9 million, respectively, and were determined using Level 2 inputs based on market prices.

4. Employee Stock-Based Compensation

Time Based Restricted Stock Unit Grants

In the first nine months of 2017, our board of directors granted 453,000 RSUs to employees and eligible directors under our 2007 and 2014 Incentive Plans for which vesting is based solely on continuous employment over the requisite service period. 348,000 of the RSUs vest at 33% per year at each anniversary of the grant date over the next three years, 57,000 RSUs vest at 25% per year at each anniversary of the grant date over the next four years and 48,000 RSUs vest 100% at the first anniversary of the grant date. The weighted average grant date fair value for these RSUs was $14.47 per share, which was based on the closing stock price on the grant dates.

Performance and Service Condition Based Restricted Stock Unit Grants

In the first nine months of 2017, our board of directors granted 174,000 RSUs to employees under our 2007 and 2014 Incentive Plans, that vest if the compound annual growth rate of the Company’s total sales in 2019 over 2016 exceeds a composite annual growth rate based on single-family housing starts, multi-family housing starts, and growth in repair and remodeling sales over the same period. Assuming continued employment and if the performance vesting condition is achieved, these awards will cliff vest on the third anniversary of the grant date. The weighted average grant date fair value for these RSUs was $14.54 per share, which was based on the closing stock price on the grant dates.

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Market and Service Condition Based Restricted Stock Unit Grants

In the first nine months of 2017, our board of directors granted 174,000 RSUs to employees under our 2007 and 2014 Incentive Plans for which vesting is contingent upon the Company’s total shareholder return exceeding the median total shareholder return of the Company’s peer group over a three year measurement period. Assuming continued employment and if the market vesting condition is met, these awards will cliff vest on the third anniversary of the grant date. The weighted average grant date fair value for these RSUs was $11.49 per share, which was determined using the Monte Carlo simulation model using the following weighted average assumptions:

Expected volatility (company)	73.7%
Expected volatility (peer group median)	33.8%
Correlation between the company and peer group median	0.33
Expected dividend yield	0.00%
Risk-free rate	1.5%

The expected volatilities and correlation are based on the historical daily returns of our common stock and the common stocks of the constituents of the Company’s peer group over the most recent period equal to the measurement period. The expected dividend yield is based on our history of not paying regular dividends in the past and our current intention to not pay regular dividends in the foreseeable future. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant and has a term equal to the measurement period.

Stock Option Grant

In the first nine months of 2017, our board of directors granted 57,000 stock options to employees under our 2014 Incentive Plan. All the awards vest at 25% per year at each anniversary of the grant date over four years. The exercise price for the options was $12.94 per share, which was the closing stock price on the grant date. The weighted average grant date fair value of the options was $7.26 and was determined using the Black-Scholes option-pricing model with the following weighted average assumptions:

Expected life	6.0 years
Expected volatility	59.2%
Expected dividend yield	0.00%
Risk-free rate	2.2%

The expected life represents the period of time the options are expected to be outstanding. We used the simplified method for determining the expected life assumption due to limited historical exercise experience on our stock options. The expected volatility is based on the historical volatility of our common stock over the most recent period equal to the expected life of the option. The expected dividend yield is based on our history of not paying regular dividends in the past and our current intention to not pay regular dividends in the foreseeable future. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant and has a term equal to the expected life of the options.

5. Income Taxes

A reconciliation of the statutory federal income tax rate to our effective rate for continuing operations is provided below:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Statutory federal income tax rate		35.0	%		35.0	%		35.0	%		35.0	%
State income taxes, net of federal income tax		8.1			2.6			6.5			6.1
Valuation allowance		(0.3	)		2,126.5			(3.3	)		(849.1	)
Stock compensation windfall benefit		(1.7	)		—			(2.6	)		—
Permanent differences		(13.6	)		14.1			(5.7	)		(2.3	)
Other		—			1.5			0.2			(0.6	)
		27.5	%		2,179.7	%		30.1	%		(810.9	)%

As discussed in Note 1 the Company adopted updated guidance related to the accounting for stock compensation in the first quarter of 2017. As a result of this updated guidance all windfalls or shortfalls are now recognized as a component of income tax expense in the period they occur.  

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We evaluate our deferred tax assets on a quarterly basis to determine whether a valuation allowance is required. In accordance with the Income Taxes topic of the Codification we assess whether it is more likely than not that some or all of our deferred tax assets will not be realized. Significant judgment is required in estimating valuation allowances for deferred tax assets and in making this determination, we consider all available positive and negative evidence and make certain assumptions. The realization of a deferred tax asset ultimately depends on the existence of sufficient taxable income in the applicable carryback or carryforward periods. We consider nature, frequency, and severity of current and cumulative losses, as well as historical and forecasted financial results, the overall business environment, our industry's historic cyclicality, the reversal of existing deferred tax liabilities, and tax planning strategies in our assessment. Changes in our estimates of future taxable income and tax planning strategies will affect our estimate of the realization of the tax benefits of these tax carryforwards. As of September 30, 2017, the Company needed to generate approximately $231.2 million of pre-tax income in future periods to fully realize its net federal deferred tax assets.

We recorded a full valuation allowance in 2008 due to our cumulative three year loss position at that time, compounded by the negative industry-wide business trends and outlook. We remained in a cumulative three year loss position until the second quarter of 2016. In the third quarter of 2016, management determined that there was sufficient positive evidence to conclude that it was more likely than not that the valuation allowance should be released against our net federal and some state deferred tax assets.  Further, during the second quarter of 2017, as a result of executing certain tax planning strategies related to legal entity conversions, we determined that it was more likely than not that we will utilize almost all of our state net operating loss carryovers. Therefore, we recorded reductions to the associated valuation allowance of $0.1 million and $3.8 million for the three and nine months ended September 30, 2017, respectively. We recorded reductions to the valuation allowance of $117.6 million and $128.6 million for the three and nine months ended September 30, 2016, respectively, against our net deferred tax assets as we released valuation allowances against our federal and some state deferred tax assets.

Section 382 of the Internal Revenue Code imposes annual limitations on the utilization of net operating loss (“NOL”) carryforwards, other tax carryforwards, and certain built-in losses upon an ownership change as defined under that section. In general terms, an ownership change may result from transactions that increase the aggregate ownership of certain stockholders in the Company’s stock by more than 50 percentage points over a three year testing period (“Section 382 Ownership Change”). In the first nine months of 2017, affiliates of a significant shareholder sold their investment in the Company, which triggered a Section 382 Ownership Change. As a result of triggering a Section 382 Ownership Change, an annual limitation is now imposed on the Company’s tax attributes, including its NOLs and other credits. The Company has evaluated the impact of this limitation on its Federal NOLs and does not expect it to have a material impact on the future utilization or realizability of its Federal NOLs. While the Company is still evaluating the impact of this limitation on its other attributes, we do not expect it to have a material impact on the future utilization or realizability of its other attributes.

We base our estimate of deferred tax assets and liabilities on current tax laws and rates. In certain cases, we also base our estimate on business plan forecasts and other expectations about future outcomes. Changes in existing tax laws or rates could affect our actual tax results, and future business results may affect the amount of our deferred tax liabilities or the valuation of our deferred tax assets over time. Due to uncertainties in the estimation process, particularly with respect to changes in facts and circumstances in future reporting periods, as well as the residential homebuilding industry’s cyclicality and sensitivity to changes in economic conditions, it is possible that actual results could differ from the estimates used in previous analyses.  

Accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on our consolidated results of operations or financial position.

6. Commitments and Contingencies

Since the fourth quarter of 2016, the Company has seen an increased occurrence of known and threatened construction defect legal claims primarily in two states. While these claims are generally covered under the Company’s existing insurance programs to the extent any loss exceeds the deductible, there is a reasonable possibility of loss that is not able to be estimated at this time because (i) many of the proceedings are in the discovery stage, (ii) the outcome of future litigation is uncertain, and/or (iii) the complex nature of the claims.  Although the Company cannot estimate a reasonable range of loss based on currently available information, the resolution of these matters could have a material adverse effect on the Company's financial position, results of operations or cash flows.

In addition, we are involved in various other claims and lawsuits incidental to the conduct of our business in the ordinary course. We carry insurance coverage in such amounts in excess of our self-insured retention as we believe to be reasonable under the circumstances and that may or may not cover any or all of our liabilities in respect of such claims and lawsuits. Although the ultimate disposition of these other proceedings cannot be predicted with certainty, management believes the outcome of any such claims that are pending or threatened, either individually or on a combined basis, will not have a material adverse effect on our consolidated financial position, cash flows or results of operations. However, there can be no assurances that future adverse judgments and costs would not be material to our results of operations or liquidity for a particular period.

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7. Segment and Product Information

We offer an integrated solution to our customers providing manufacturing, supply, and installation of a full range of structural and related building products.  We provide a wide variety of building products and services directly to homebuilder customers. We manufacture floor trusses, roof trusses, wall panels, stairs, millwork, windows, and doors. We also provide a full range of construction services. These product and service offerings are distributed across approximately 402 locations operating in 40 states across the United States, which are organized into nine geographical regions.  Centralized financial and operational oversight, including resource allocation and assessment of performance on an income (loss) before income taxes basis, is performed by our CEO, whom we have determined to be our chief operating decision maker (“CODM”).    

The Company has nine operating segments aligned with its nine geographical regions (Regions 1 through 9). While all of our operating segments have products, distribution methods and customers of a similar nature, certain of our operating segments have been aggregated due to also containing similar economic characteristics, resulting in the following composition of reportable segments:

• Regions 1 and 2 have been aggregated to form the “Northeast” reportable segment

• Regions 3 and 5 have been aggregated to form the “Southeast” reportable segment  

• Regions 4 and 6 have been aggregated to form the “South” reportable segment

• Region 7, 8 and 9 have been aggregated to form the “West” reportable segment

In addition to our reportable segments, our consolidated results include corporate overhead, other various operating activities that are not internally allocated to a geographical region nor separately reported as a single unit to the CODM, and certain reconciling items primarily related to allocations of corporate overhead and rent expense, which have collectively been presented as “All Other”.  The accounting policies of the segments are consistent with those referenced in Note 1, except for noted reconciling items.  

The following tables present Net sales, income (loss) before income taxes and certain other measures for the reportable segments, reconciled to consolidated total continuing operations, for the periods indicated (in thousands):

	Three months ended September 30, 2017
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	341,188	$	3,233	$	5,442	$	11,875
Southeast		388,881		2,689		6,064		10,661
South		463,562		4,953		5,883		21,513
West		635,573		6,599		8,610		34,207
Total reportable segments		1,829,204		17,474		25,999		78,256
All other		49,705		5,557		7,837		(23,408	)
Total consolidated	$	1,878,909	$	23,031	$	33,836	$	54,848
	Three months ended September 30, 2016
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	328,529	$	4,009	$	5,058	$	10,613
Southeast		356,694		2,626		5,452		9,829
South		451,342		5,048		5,859		20,078
West		563,718		7,747		7,172		30,656
Total reportable segments		1,700,283		19,430		23,541		71,176
All other		45,675		6,122		68,749		(77,209	)
Total consolidated	$	1,745,958	$	25,552	$	92,290	$	(6,033	)

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	Nine months ended September 30, 2017
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	949,484	$	10,185	$	15,694	$	26,665
Southeast		1,132,598		7,882		17,254		35,079
South		1,394,513		14,683		17,605		67,996
West		1,633,851		20,663		23,774		67,701
Total reportable segments		5,110,446		53,413		74,327		197,441
All other		144,824		17,383		29,376		(80,842	)
Total consolidated	$	5,255,270	$	70,796	$	103,703	$	116,599
	Nine months ended September 30, 2016
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	912,314	$	14,897	$	13,817	$	25,677
Southeast		1,027,283		8,930		14,518		29,479
South		1,284,466		16,930		16,700		55,737
West		1,472,509		27,133		20,382		57,905
Total reportable segments		4,696,572		67,890		65,417		168,798
All other		123,800		19,011		104,899		(153,656	)
Total consolidated	$	4,820,372	$	86,901	$	170,316	$	15,142

Asset information by segment is not reported internally or otherwise reviewed by the CODM nor does the Company earn revenues or have long-lived assets located in foreign countries.  The Company’s net sales by product category for the periods indicated were as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Lumber & lumber sheet goods	$	679,902	$	592,770	$	1,867,613	$	1,615,062
Manufactured products		318,565		301,563		900,880		824,242
Windows, doors & millwork		347,462		337,155		1,016,674		963,247
Gypsum, roofing & insulation		147,960		145,618		409,417		396,582
Siding, metal & concrete products		183,517		176,557		498,935		476,593
Other building products & services		201,503		192,295		561,751		544,646
Net sales	$	1,878,909	$	1,745,958	$	5,255,270	$	4,820,372

8. Related Party Transactions

Floyd F. Sherman, our chief executive officer, and Brett Milgrim, a member of the Company’s board of directors, serve on the board of directors for PGT, Inc. We purchased windows from PGT, Inc. totaling $2.9 million and $2.8 million for the three months ended September 30, 2017 and 2016, respectively. We purchased windows from PGT, Inc. totaling $9.4 million and $8.0 million for the nine months ended September 30, 2017 and 2016, respectively. We had accounts payable to PGT, Inc. in the amounts of $1.4 million and $1.4 million as of September 30, 2017 and December 31, 2016, respectively.

Transactions between the Company and other related parties occur in the ordinary course of business. However, the Company carefully monitors and assesses related party relationships. Management does not believe that any of these transactions with related parties had a material impact on the Company’s results for the three and nine months ended September 30, 2017 and 2016.

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Item  2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition and results of operations should be read in conjunction with the Management’s Discussion and Analysis of Financial Condition and Results of Operations and the consolidated financial statements and notes thereto for the year ended December 31, 2016 included in our most recent annual report on Form 10-K. The following discussion and analysis should also be read in conjunction with the unaudited condensed consolidated financial statements appearing elsewhere in this report. In this quarterly report on Form 10-Q, references to the “company,” “we,” “our,” “ours” or “us” refer to Builders FirstSource, Inc. and its consolidated subsidiaries unless otherwise stated or the context otherwise requires.

Cautionary Statement

Statements in this report and the schedules hereto that are not purely historical facts or that necessarily depend upon future events, including statements about expected market share gains, forecasted financial performance or other statements about anticipations, beliefs, expectations, hopes, intentions or strategies for the future, may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended.  Readers are cautioned not to place undue reliance on forward-looking statements. In addition, oral statements made by our directors, officers and employees to the investor and analyst communities, media representatives and others, depending upon their nature, may also constitute forward-looking statements. As with the forward-looking statements included in this report, these forward-looking statements are by nature inherently uncertain, and actual results may differ materially as a result of many factors.  All forward-looking statements are based upon information available to Builders FirstSource, Inc. on the date this report was submitted.  Builders FirstSource, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Any forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements, including risks or uncertainties related to the Company’s growth strategies, including gaining market share, or the Company’s revenues and operating results being highly dependent on, among other things, the homebuilding industry, lumber prices and the economy.  Builders FirstSource, Inc. may not succeed in addressing these and other risks.  Further information regarding factors that could affect our financial and other results can be found in the risk factors section of Builders FirstSource, Inc.’s most recent annual report on Form 10-K filed with the Securities and Exchange Commission.  Consequently, all forward-looking statements in this report are qualified by the factors, risks and uncertainties contained therein.

COMPANY OVERVIEW

We are a leading supplier and manufacturer of building materials, manufactured components and construction services to professional homebuilders, sub-contractors, remodelers and consumers. The Company operates 402 locations in 40 states across the United States. Given the span and depth of our geographical reach, our locations are organized into nine geographical regions (Regions 1 through 9), which are also our operating segments, and these are further aggregated into four reportable segments: Northeast, Southeast, South and West. All of our segments have similar customers, products and services, and distribution methods. Our financial statements contain additional information regarding segment performance which is discussed in Note 7 to the condensed consolidated financial statements included in Item 1 of this quarterly report on Form 10-Q.

We offer an integrated solution to our customers providing manufacturing, supply and installation of a full range of structural and related building products. Our manufactured products include our factory-built roof and floor trusses, wall panels and stairs, vinyl windows, custom millwork and trim, as well as engineered wood that we design, cut, and assemble for each home. We also assemble interior and exterior doors into pre-hung units. Additionally, we supply our customers with a broad offering of professional grade building products not manufactured by us, such as dimensional lumber and lumber sheet goods and various window, door and millwork lines. Our full range of construction-related services includes professional installation, turn-key framing and shell construction, and spans all our product categories.

We group our building products into six product categories:

• Lumber & Lumber Sheet Goods. Lumber & lumber sheet goods include dimensional lumber, plywood, and OSB products used in on-site house framing.  

• Manufactured Products. Manufactured products consist of wood floor and roof trusses, steel roof trusses, wall panels, stairs, and engineered wood.

• Windows, Door & Millwork. Windows & doors are comprised of the manufacturing, assembly, and distribution of windows and the assembly and distribution of interior and exterior door units. Millwork includes interior trim and custom features that we manufacture under the Synboard ^® brand name.  

• Gypsum, Roofing & Insulation. Gypsum, roofing, & insulation include wallboard, ceilings, joint treatment and finishes.  

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• Siding, Metal, and Concrete. Siding, metal, and concrete includes vinyl, composite, and wood siding, exterior trim, other exteriors, metal studs and cement.

• Other Building Products & Services. Other building products & services are comprised of products such as cabinets and hardware as well as services such as turn-key framing, shell construction, design assistance, and professional installation spanning the majority of our product categories.

Our operating results are dependent on the following trends, events and uncertainties, some of which are beyond our control:

• Homebuilding Industry. Our business is driven primarily by both the residential new construction market and the residential repair and remodel market, which are in turn dependent upon a number of factors, including demographic trends, interest rates, consumer confidence, employment rates, foreclosure rates, the availability of skilled construction labor, and the health of the economy and mortgage markets. According to the U.S. Census Bureau, the annualized rate for U.S. total housing starts was 1,127,000 as of September 30, 2017. The annualized rate for U.S. single-family housing starts was 829,000 as of September 30, 2017. However, both total and single-family housing starts remain well below the normalized historical annual averages (from 1959 through 2016) of 1.5 million and 1.1 million, respectively. The housing industry is currently experiencing a shortage of skilled construction labor, which we believe is constraining housing activity. Due to the lower levels in housing starts and substantial competition for homebuilder business, we have and will continue to experience pressure on our gross margins. In addition to these factors, there has been a trend of consolidation within the building products supply industry. However, our industry remains highly fragmented and competitive and we will continue to face significant competition from local and regional suppliers. We still believe there are several meaningful trends that indicate U.S. housing demand will recover to the historical average in the long term and that the downturn in the housing industry was a trough in the cyclical nature of the residential construction industry. These trends include relatively low interest rates, the aging of housing stock, and normal population growth due to immigration and birthrate exceeding death rate. Industry forecasters, including the National Association of Homebuilders (“NAHB”), expect to see continued improvement in housing demand over the next few years.

• Targeting Large Production Homebuilders. Over the past ten years, the homebuilding industry has undergone consolidation, and the larger homebuilders have increased their market share. We expect that trend to continue as larger homebuilders have better liquidity and land positions relative to the smaller, less capitalized homebuilders. Our focus is on maintaining relationships and market share with these customers while balancing the competitive pressures we are facing in servicing large homebuilders with certain profitability expectations. We expect that our ability to maintain strong relationships with the largest builders will be vital to our ability to expand into new markets as well as grow our market share. Additionally, we have been successful in expanding our custom homebuilder customer base while maintaining acceptable credit standards.

• Repair and remodel end market.  Although the repair and remodel end market is influenced by housing starts to a lesser degree than the homebuilding market, the repair and remodel end market is still dependent upon some of the same factors as the homebuilding market, including demographic trends, interest rates, consumer confidence, employment rates, foreclosure rates, and the health of the economy and home financing markets. We expect that our ability to remain competitive in this space as well as grow our market share will depend on our continued ability to provide a high level of customer service coupled with a broad product offering.  

• Use of Prefabricated Components. Homebuilders are increasingly using prefabricated components in order to realize increased efficiency and improved quality. Shortening cycle time from start to completion is a key imperative of the homebuilders during periods of strong consumer demand. While the conversion of customers to this product offering slowed during the downturn, we see the demand for prefabricated components increasing as the residential new construction market continues to strengthen and the availability of skilled construction labor remains limited.

• Economic Conditions. Economic changes both nationally and locally in our markets impact our financial performance. The building products supply industry is highly dependent upon new home construction and subject to cyclical market changes. Our operations are subject to fluctuations arising from changes in supply and demand, national and local economic conditions, labor costs and availability, competition, government regulation, trade policies and other factors that affect the homebuilding industry such as demographic trends, interest rates, single-family housing starts, the availability of suitable building lots, employment levels, consumer confidence, and the availability of credit to homebuilders, contractors, and homeowners. During the downturn, mortgage financing and commercial credit for smaller homebuilders was severely constrained and continues to slow a recovery in our industry despite recent improvement.

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• Cost of Materials. Prices of wood products, which are subject to cyclical market fluctuations, may adversely impact operating income when prices rapidly rise or fall within a relatively short period of time. We purchase certain materials, including lumber products, which are then sold to customers as well as used as direct production inputs for our manufactured and prefabricated products. Short-term changes in the cost of materials, some of which are subject to significant fluctuations, are sometimes passed on to our customers, but our pricing quotation periods may limit our ability to pass on such price changes. We may also be limited in our ability to pass on increases on in-bound freight costs on our products. Our inability to pass on material price increases to our customers could adversely impact our operating results.

• Controlling Expenses. Another important aspect of our strategy is controlling costs and striving to be the low-cost building materials supplier in the markets we serve. We pay close attention to managing our working capital and operating expenses. Further, we pay careful attention to our logistics function and its effect on our shipping and handling costs.

• Multi-Family and Light Commercial Business. Our primary focus has been, and continues to be, on single-family residential new construction and the repair and remodel end market. However, we will continue to identify opportunities for profitable growth in the multi-family and light commercial markets.

• Reduction of Debt: As a result of our historical growth through acquisitions, we have substantial indebtedness. Debt reduction will continue to be a key area of focus for the Company.

RECENT DEVELOPMENTS

In the first quarter of 2017, the Company executed two debt transactions which are described in Note 3 to the condensed consolidated financial statements included in Item 1 of this quarterly report on Form 10-Q. These transactions further extended our debt maturity profile and reduced our annual cash interest on a go forward basis.

CURRENT OPERATING CONDITIONS AND OUTLOOK

Though the level of housing starts remains below the historical average, the homebuilding industry has shown improvement since 2011. For the third quarter of 2017, actual U.S. total housing starts were 317,400, a 1.4% increase compared to the third quarter of 2016. Actual U.S. single-family starts were 229,600 in the third quarter of 2017, an 11.2% increase compared to the same quarter a year ago. For the nine months ended September 30, 2017 actual U.S. total housing starts were 912,200, a 3.1% increase compared to the nine months ended September 30, 2016. Actual U.S. single-family starts were 648,600 for the first nine months of 2017, a 9.1% increase from the same period a year ago. While the housing industry has strengthened over the past few years, the limited availability of credit to smaller homebuilders and potential homebuyers, as well as the high demand for a limited supply of skilled construction labor, among other factors, have hampered a stronger recovery. A composite of third party sources, including the NAHB, are forecasting 1,208,500 U.S. total housing starts and 840,500 U.S single family housing starts for 2017, which are increases of 3.0% and 7.5%, respectively from 2016. In addition, the Home Improvement Research Institute (“HIRI”) is forecasting sales in the professional repair and remodel end market to increase approximately 3.4% in 2017 compared to 2016.

Our net sales for the third quarter of 2017 were up 7.6% over the same period last year. We estimate that our sales volume increased 0.7%, while commodity price inflation resulted in an additional 6.9% increase in sales during the third quarter of 2017 compared to the third quarter of 2016. Sales growth in the third quarter of 2017 was hampered by one less selling day in the third quarter of 2017 compared to the third quarter of 2016 as well as the impact of Hurricanes Harvey and Irma. In addition, increases in single-family sales volume were offset by a flat repair and remodel end market and declines in multi-family. Our gross margin percentage decreased by 0.6% during the third quarter of 2017 compared to the third quarter of 2016. Our gross margin percentage decreased primarily due to commodity price inflation during the third quarter of 2017 relative to our short-term customer pricing commitments. We continue to invest in our business to improve our operating efficiency, which has allowed us to better leverage our operating costs against changes in net sales. Our selling, general and administrative expenses, as a percentage of net sales, were 19.7% in the third quarter of 2017, a 0.4% decrease from 20.1% in the third quarter of 2016. This decrease in selling, general and administrative expenses, as a percentage of net sales, was primarily attributable to cost leverage on increased sales, offset by investments the Company made towards growth initiatives, including additional sales associates and new locations.

We believe that the long-term outlook for the housing industry is positive due to growth in the underlying demographics. We feel we are well-positioned to take advantage of the construction activity in our markets and to increase our market share, which may include strategic acquisitions. We will continue to focus on working capital by closely monitoring the credit exposure of our customers and by working with our vendors to improve our payment terms and pricing on our products. We will also continue to work diligently to achieve the appropriate balance of short-term expense control while maintaining the expertise and capacity to grow the business as market conditions improve. In addition, debt reduction will continue to be a key area of focus for the Company.  We want to create long-term shareholder value and avoid taking steps that will limit our ability to compete.

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SEASONALITY AND OTHER FACTORS

Our first and fourth quarters have historically been, and are generally expected to continue to be, adversely affected by weather causing reduced construction activity during these quarters. In addition, quarterly results historically have reflected, and are expected to continue to reflect, fluctuations from period to period arising from the following:

• The volatility of lumber prices;

• The cyclical nature of the homebuilding industry;

• General economic conditions in the markets in which we compete;

• The pricing policies of our competitors;

• The production schedules of our customers; and

• The effects of weather.

The composition and level of working capital typically change during periods of increasing sales as we carry more inventory and receivables. Working capital levels typically increase in the second and third quarters of the year due to higher sales during the peak residential construction season. These increases have in the past resulted in negative operating cash flows during this peak season, which historically have been financed through available cash and borrowing availability under credit facilities. Collection of receivables and reduction in inventory levels following the peak building and construction season have in the past positively impacted cash flow.

RESULTS OF OPERATIONS

The following table sets forth, for the three and nine months ended September 30, 2017 and 2016, the percentage relationship to net sales of certain costs, expenses and income items:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Net sales		100.0	%		100.0	%		100.0	%		100.0	%
Cost of sales		75.6	%		75.0	%		75.3	%		75.0	%
Gross margin		24.4	%		25.0	%		24.7	%		25.0	%
Selling, general and administrative expenses		19.7	%		20.1	%		20.5	%		21.2	%
Income from operations		4.7	%		4.9	%		4.2	%		3.8	%
Interest expense, net		1.8	%		5.3	%		2.0	%		3.5	%
Income tax expense (benefit)		0.8	%		(7.5	)%		0.7	%		(2.6	)%
Net income		2.1	%		7.1	%		1.5	%		2.9	%

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Three Months Ended September 30, 2017 Compared with the Three Months Ended September 30, 2016

Net Sales. Net sales for the three months ended September 30, 2017 were $1,878.9 million, a 7.6% increase over net sales of $1,746.0 million for the three months ended September 30, 2016. We estimate that our sales volume increased 0.7%, while commodity price inflation resulted in an additional 6.9% increase in sales during the third quarter of 2017 compared to the third quarter of 2016. Single-family sales volume growth in the third quarter of 2017 was offset by a flat repair and remodel end market and declines in multi-family.  Sales volume growth was also hampered by one less selling day in the third quarter of 2017 compared to 2016 and the impact of Hurricanes Harvey and Irma. 

The following table shows net sales classified by product category (dollars in millions):

	Three Months Ended September 30,
	2017					2016
	Net Sales		% of Net Sales			Net Sales		% of Net Sales			% Change
Lumber & lumber sheet goods	$	679.9		36.2	%	$	592.8		34.0	%		14.7	%
Manufactured products		318.6		16.9	%		301.6		17.3	%		5.6	%
Windows, doors & millwork		347.5		18.5	%		337.1		19.3	%		3.1	%
Gypsum, roofing & insulation		147.9		7.9	%		145.6		8.3	%		1.6	%
Siding, metal & concrete products		183.5		9.8	%		176.6		10.1	%		3.9	%
Other building products & services		201.5		10.7	%		192.3		11.0	%		4.8	%
Net sales	$	1,878.9		100.0	%	$	1,746.0		100.0	%		7.6	%

We achieved increased net sales across all of our product categories. The impact of commodity price inflation in the third quarter of 2017 resulted in the sales growth of our lumber and lumber sheet goods and manufactured products categories exceeding the sales growth of our other product categories.

Gross Margin. Gross margin increased $22.2 million to $459.3 million. Our gross margin percentage decreased to 24.4% in the third quarter of 2017 from 25.0% in the third quarter of 2016, a 0.6% decrease. Our gross margin percentage decreased primarily due to commodity price inflation during the third quarter of 2017 relative to our short-term customer pricing commitments.

Selling, General and Administrative Expenses.  Selling, general and administrative expenses increased $19.8 million, or 5.6%. Our salaries and benefits expense was $239.0 million, an increase of $2.9 million from the third quarter of 2016, and stock compensation expense increased $0.9 million. Delivery expense increased $6.2 million, office general and administrative expense increased $2.4 million and occupancy expense increased $1.5 million. In addition, we recognized a $1.5 million loss on the disposal of assets in the third quarter of 2017 compared to a gain of $4.8 million in the third quarter of 2016.

As a percentage of net sales, selling, general and administrative expenses decreased to 19.7% in the third quarter of 2017 from 20.1% in the third quarter of 2016, primarily attributable to cost leverage on increased sales, offset by investments the Company made towards growth initiatives, including additional sales associates and new locations.  

Interest Expense, Net. Interest expense was $33.8 million in the third quarter of 2017, a decrease of $58.5 million from the third quarter of 2016. Of this decrease, $4.8 million was attributable to reduced interest expense resulting from our debt transactions executed in fiscal year 2016 and the first quarter of 2017. In addition, interest expense for the third quarter of 2016 was increased by $53.3 million in charges related to the debt financing transactions executed in that period. The remaining change is largely due to reduced interest expense on lease obligations in the third quarter of 2017 compared to the same period last year.

Income Tax Expense. We recorded income tax expense of $15.1 million in the third quarter of 2017 compared to an income tax benefit of $131.5 million in the third quarter of 2016. We recorded reductions of $0.1 million and $117.6 million in the after tax non-cash valuation allowance on our net deferred tax assets in the third quarters of 2017 and 2016, respectively. Our effective tax rate was 27.5% in the third quarter of 2017 primarily due to tax planning initiatives related to research and development credits for fiscal years 2015, 2016 and 2017. Our effective tax rate was 2,179.7% in the third quarter of 2016 primarily due to the effect of the valuation allowance decrease against our net federal and some state deferred tax assets in that period. Absent the valuation allowance our effective tax rate, inclusive of discrete items, would have been 53.2% in the third quarter of 2016.

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Nine Months Ended September 30, 2017 Compared with the Nine Months Ended September 30, 2016

Net Sales. Net sales for the nine months ended September 30, 2017 were $5,255.3 million, a 9.0% increase over net sales of $4,820.4 million for the nine months ended September 30, 2016. We estimate that our sales volume increased 3.2%, while commodity price inflation resulted in an additional 5.8% increase in sales during the first nine months of 2017 compared to the first nine months of 2016. For the nine months ended September 30, 2017 sales volume growth in single-family and the repair and remodeling end market were partially offset by declines in multi-family.

The following table shows net sales classified by product category (dollars in millions):

	Nine Months Ended September 30,
	2017					2016
	Net Sales		% of Net Sales			Net Sales		% of Net Sales			% Change
Lumber & lumber sheet goods	$	1,867.6		35.5	%	$	1,615.1		33.5	%		15.6	%
Manufactured products		900.9		17.2	%		824.2		17.1	%		9.3	%
Windows, doors & millwork		1,016.7		19.3	%		963.2		20.0	%		5.5	%
Gypsum, roofing & insulation		409.4		7.8	%		396.6		8.2	%		3.2	%
Siding, metal & concrete products		498.9		9.5	%		476.6		9.9	%		4.7	%
Other building products & services		561.8		10.7	%		544.7		11.3	%		3.1	%
Net sales	$	5,255.3		100.0	%	$	4,820.4		100.0	%		9.0	%

We achieved increased net sales across all of our product categories. The impact of commodity price inflation in the first nine months of 2017 resulted in the sales growth of our lumber and lumber sheet goods and manufactured products categories exceeding the sales growth of our other product categories.

Gross Margin. Gross margin increased $91.0 million to $1,296.2 million. Our gross margin percentage decreased to 24.7% in the first nine months of 2017 from 25.0% in the first nine months of 2016, a 0.3% decrease. Our gross margin percentage decreased primarily due to the impact of commodity price inflation during the first nine months of 2017 relative to our short-term customer pricing commitments.

Selling, General and Administrative Expenses.  Selling, general and administrative expenses increased $56.2 million, or 5.5%. Our salaries and benefits expense was $696.0 million, an increase of $23.8 million from the first nine months of 2016, and stock compensation expense increased $2.2 million. Office general and administrative expense increased $12.8 million, occupancy expense increased $5.0 million and delivery expense increased $2.5 million. In addition, we recognized a $4.4 million loss on the disposal of assets in the first nine months of 2017 compared to a gain of $5.2 million in the first nine months of 2016.

As a percentage of net sales, selling, general and administrative expenses decreased to 20.5% in the first nine months of 2017 from 21.2% in the first nine months of 2016, due to cost leverage on increased sales as well as the decline in depreciation and amortization on acquired ProBuild assets, partially offset by investments the Company made towards growth initiatives, including additional sales associates and new locations.

Interest Expense, Net. Interest expense was $103.7 million for the nine months ended September 30, 2017, a decrease of $66.6 million from the nine months ended September 30, 2016. Of this decrease, $20.7 million was attributable to reduced interest expense, a positive result of our debt transactions executed in fiscal year 2016 and the first quarter of 2017. In addition, interest expense for the nine months ended September 30, 2016 was increased by $47.3 million in charges related to the debt financing transactions executed in that period. Partially offsetting these decreases, interest expense for the nine months ended September 30, 2017 increased $2.4 million related to the 2024 term loan and 2022 facility amendments which were completed in the first quarter of 2017. The remaining change is largely due to reduced interest expense on lease obligations in the first nine months of 2017 compared to the same period last year.

Income Tax Expense. We recorded income tax expense of $35.1 million for the nine months ended September 30, 2017 compared to an income tax benefit of $122.8 million for the nine months ended September 30, 2016. We recorded reductions of $3.8 million and $128.6 million in the after tax non-cash valuation allowance on our net deferred tax assets for the nine months ended September 30, 2017 and 2016, respectively. Our effective tax rate was 30.1% for the nine months ended September 30, 2017 largely due to the tax benefits associated with various tax planning initiatives in 2017 primarily relating to legal entity conversions and research and development credits for fiscal years 2015, 2016 and 2017. As a result of the legal entity conversions we consider it more likely than not that we will utilize our state net operating loss carryovers before they expire. Our effective tax rate was (810.9%) for the nine months ended September 30, 2016 primarily due to the effect of the valuation allowance decrease against our net federal and

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some state deferred tax assets in that period. Absent the valuation allowance our effective tax rate would have been 38.2% for the nine months ended September 30, 2016.

Results by Reportable Segment

The following table shows net sales and income before income taxes by reportable segment (dollars in thousands):

	Three months ended September 30,
	Net sales													Income before income taxes
	2017		% of net sales			2016		% of net sales			% change			2017		% of net sales			2016		% of net sales			% change
Northeast	$	341,188		18.7	%	$	328,529		19.3	%		3.9	%	$	11,875		3.5	%	$	10,613		3.2	%		11.9	%
Southeast		388,881		21.3	%		356,694		21.0	%		9.0	%		10,661		2.7	%		9,829		2.8	%		8.5	%
South		463,562		25.3	%		451,342		26.5	%		2.7	%		21,513		4.6	%		20,078		4.4	%		7.1	%
West		635,573		34.7	%		563,718		33.2	%		12.7	%		34,207		5.4	%		30,656		5.4	%		11.6	%
	$	1,829,204		100.0	%	$	1,700,283		100.0	%				$	78,256		4.3	%	$	71,176		4.2	%

	Nine months ended September 30,
	Net sales													Income before income taxes
	2017		% of net sales			2016		% of net sales			% change			2017		% of net sales			2016		% of net sales			% change
Northeast	$	949,484		18.6	%	$	912,314		19.4	%		4.1	%	$	26,665		2.8	%	$	25,677		2.8	%		3.8	%
Southeast		1,132,598		22.1	%		1,027,283		21.9	%		10.3	%		35,079		3.1	%		29,479		2.9	%		19.0	%
South		1,394,513		27.3	%		1,284,466		27.3	%		8.6	%		67,996		4.9	%		55,737		4.3	%		22.0	%
West		1,633,851		32.0	%		1,472,509		31.4	%		11.0	%		67,701		4.1	%		57,905		3.9	%		16.9	%
	$	5,110,446		100.0	%	$	4,696,572		100.0	%				$	197,441		3.9	%	$	168,798		3.6	%

We have four reportable segments based on an aggregation of the geographic regions in which we operate. Our reportable segments do not necessarily align with any single region as defined by the U.S Census Bureau.  

According to the U.S. Census Bureau, actual single-family housing starts in the third quarter of 2017 increased 23.8%, 5.1%, 9.1% and 15.7% in the Northeast, Midwest, South and West regions, respectively, compared to the third quarter of 2016. For the third quarter of 2017, we achieved increased net sales and profitability across all of our reportable segments primarily attributable to the impacts of commodity price inflation.

According to the U.S. Census Bureau, actual single-family housing starts in the first nine months of 2017 increased 5.8%, 7.7%, 7.5% and 14.7% in the Northeast, Midwest, South and West regions, respectively, compared to the first nine months of 2016. For the first nine months of 2017, we achieved increased net sales and profitability across all of our reportable segments attributable to the impact of commodity price inflation as well as an increase in sales volume.

LIQUIDITY AND CAPITAL RESOURCES

Our primary capital requirements are to fund working capital needs and operating expenses, meet required interest and principal payments, and to fund capital expenditures and potential future acquisitions. Our capital resources at September 30, 2017 consist of cash on hand and borrowing availability under our 2022 facility.

Our 2022 facility will be primarily used for working capital, general corporate purposes, and funding acquisitions. In addition, we may use the 2022 facility to facilitate debt consolidation. Availability under the 2022 facility is determined by a borrowing base. Our borrowing base consists of trade accounts receivable, inventory, other receivables which include progress billings and credit card receivables, and qualified cash that all meet specific criteria contained within the credit agreement, minus agent specified reserves. Net excess borrowing availability is equal to the maximum borrowing amount minus outstanding borrowings and letters of credit.

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The following table shows our borrowing base and excess availability as of September 30, 2017 and December 31, 2016 (in millions):

	As of
	September 30, 2017			December 31, 2016
Accounts Receivable Availability	$	497.4		$	403.5
Inventory Availability		396.3			332.0
Other Receivables Availability		36.9			27.9
Gross Availability		930.6			763.4
Less:
Agent Reserves		(27.7	)		(26.9	)
Plus:
Cash in Qualified Accounts		34.6			15.5
Borrowing Base		937.5			752.0
Aggregate Revolving Commitments		900.0			800.0
Maximum Borrowing Amount (lesser of Borrowing Base and    Aggregate Revolving Commitments)		900.0			752.0
Less:
Outstanding Borrowings		(55.0	)		—
Letters of Credit		(84.9	)		(84.8	)
Net Excess Borrowing Availability on Revolving Facility	$	760.1		$	667.2

As of September 30, 2017 we had $55.0 million in outstanding borrowings under our 2022 facility and our net excess borrowing availability was $760.1 million after being reduced by outstanding letters of credit of approximately $84.9 million. Excess availability must equal or exceed a minimum specified amount, currently $90.0 million, or we are required to meet a fixed charge coverage ratio of 1:00 to 1:00. We were not in violation of any covenants or restrictions imposed by any of our debt agreements at September 30, 2017.

Liquidity

Our liquidity at September 30, 2017 was $769.4 million, which consists of net borrowing availability under the 2022 facility and cash on hand.

We have substantial indebtedness following our recent acquisitions, which increased our interest expense and could have the effect of, among other things, reducing our flexibility to respond to changing business and economic conditions. From time to time, based on market conditions and other factors and subject to compliance with applicable laws and regulations, the Company may repurchase or call the 2023 notes or 2024 notes, repay debt, or otherwise enter into transactions regarding its capital structure.

Should the current industry conditions deteriorate or we pursue additional acquisitions, we may be required to raise additional funds through the sale of capital stock or debt in the public capital markets or in privately negotiated transactions. There can be no assurance that any of these financing options would be available on favorable terms, if at all. Alternatives to help supplement our liquidity position could include, but are not limited to, idling or permanently closing additional facilities, adjusting our headcount in response to current business conditions, attempts to renegotiate leases, and divesting of non-core businesses. There are no assurances that these steps would prove successful or materially improve our liquidity position.

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Consolidated Cash Flows

Cash used in operating activities was $7.6 million and $3.7 million for the nine months ended September 30, 2017 and 2016, respectively. The $3.9 million increase in cash used in operations was largely the result of our working capital increase of $212.6 million in the first nine months of 2017 exceeding the working capital increase of $163.1 million for the first nine months of 2016. This seasonal investment in working capital, primarily related to accounts receivable and inventory, increased in the first nine months of 2017 compared to the first nine months of 2016 due to a $434.9 million increase in sales over the same period. Our accounts receivable days and inventory turns for the nine months ended September 30, 2017 were consistent with the prior year. The impact of the working capital increase was offset by a $56.0 million decrease in cash interest payments for the nine months ended September 30, 2017 compared to the nine months ended September 30, 2016.

Cash used in investing activities was $43.3 million and $35.3 million for the nine months ended September 30, 2017 and 2016, respectively. The $8.0 million increase in cash used in investing activities is primarily due to a $13.9 million increase in capital expenditures in the nine months ended September 30, 2017 compared to the nine months ended September 30, 2016.  This increase in cash used in investing activities was partially offset by $4.0 million in cash used for acquisitions in the first nine months of 2016. In addition, proceeds from the sale of property, plant and equipment increased $2.0 million in the first nine months of 2017 compared to first nine months of 2016.

Cash provided by financing activities was $45.7 million for the nine months ended September 30, 2017 compared to cash used in financing activities of $20.2 million for the nine months ended September 30, 2016. The change is primarily related to the payment of $34.4 million in debt extinguishment costs in the first nine months of 2016 in connection with our debt financing transactions executed during that period. We had $55.0 million in net borrowings on our 2022 facility during the nine months ended September 30, 2017 compared to net borrowings of $29.0 million during the nine months ended September 30, 2016.  In addition, payments of debt issuance costs were $2.8 million for the first nine months of 2017 compared to $15.2 million for the first nine months of 2016. Partially offsetting these increases in cash provided by financing activities, net repayments of long-term debt increased $3.5 million in the first nine months of 2017 compared to the first nine months of 2016.

RECENT ACCOUNTING PRONOUNCEMENTS

Information regarding recent accounting pronouncements is discussed in Note 1 to the condensed consolidated financial statements included in Item 1 of this quarterly report on Form 10-Q.

Item  3. Quantitative and Qualitative Disclosures About Market Risk

We may experience changes in interest expense if changes in our debt occur. Changes in market interest rates could also affect our interest expense. Our 2023 notes and 2024 notes bear interest at a fixed rate, therefore, our interest expense related to these notes would not be affected by an increase in market interest rates. Borrowings under the 2022 facility and the 2024 term loan bear interest at either a base rate or eurodollar rate, plus, in each case, an applicable margin. At September 30, 2017, a 1.0% increase in interest rates would result in approximately $0.6 million in additional interest expense annually as we had $55.0 million in outstanding borrowings under the 2022 facility. The 2022 facility also assesses variable commitment and outstanding letter of credit fees based on quarterly average loan utilization. At September 30, 2017, a 1.0% increase in interest rates on the 2024 term loan would result in approximately $4.6 million in additional interest expense annually.

We purchase certain materials, including lumber products, which are then sold to customers as well as used as direct production inputs for our manufactured products that we deliver. Short-term changes in the cost of these materials and the related in-bound freight costs, some of which are subject to significant fluctuations, are sometimes, but not always, passed on to our customers. Our delayed ability to pass on material price increases to our customers can adversely impact our operating results.

Item 4. Controls and Procedures

Disclosure Controls Evaluation and Related CEO and CFO Certifications. Our management, with the participation of our principal executive officer (“CEO”) and principal financial officer (“CFO”), conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this quarterly report.

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Certifications of our CEO and our CFO, which are required in accordance with Rule 13a-14 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), are attached as exhibits to this quarterly report. This “Controls and Procedures” section includes the information concerning the controls evaluation referred to in the certifications, and it should be read in conjunction with the certifications for a more complete understanding of the topics presented.

Limitations on the Effectiveness of Controls. We do not expect that our disclosure controls and procedures will prevent all errors and all fraud. A system of controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the system are met. Because of the limitations in all such systems, no evaluation can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. Furthermore, the design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how unlikely. Because of these inherent limitations in a cost-effective system of controls and procedures, misstatements or omissions due to error or fraud may occur and not be detected.

Scope of the Controls Evaluation. The evaluation of our disclosure controls and procedures included a review of their objectives and design, and the effect of the controls and procedures on the information generated for use in this quarterly report. In the course of the evaluation, we sought to identify whether we had any data errors, control problems or acts of fraud and to confirm that appropriate corrective action, including process improvements, were being undertaken if needed. This type of evaluation is performed on a quarterly basis so that conclusions concerning the effectiveness of our disclosure controls and procedures can be reported in our quarterly reports on Form 10-Q. Many of the components of our disclosure controls and procedures are also evaluated by our internal audit department, our legal department and by personnel in our finance organization. The overall goals of these various evaluation activities are to monitor our disclosure controls and procedures on an ongoing basis, and to maintain them as dynamic systems that change as conditions warrant.

Conclusions regarding Disclosure Controls. Based on the required evaluation of our disclosure controls and procedures, our CEO and CFO have concluded that, as of September 30, 2017, we maintain disclosure controls and procedures that are effective in providing reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting. During the period covered by this report, there have been no changes in our internal control over financial reporting identified in connection with the evaluation described above that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II  — OTHER INFORMATION

Item 1. Legal Proceedings

Since the fourth quarter of 2016, the Company has seen an increased occurrence of known and threatened construction defect legal claims primarily in two states. While these claims are generally covered under the Company’s existing insurance programs to the extent any loss exceeds the deductible, there is a reasonable possibility of loss that is not able to be estimated at this time because (i) many of the proceedings are in the discovery stage, (ii) the outcome of future litigation is uncertain, and/or (iii) the complex nature of the claims.  Although the Company cannot estimate a reasonable range of loss based on currently available information, the resolution of these matters could have a material adverse effect on the Company's financial position, results of operations or cash flows.

In addition, we are involved in various other claims and lawsuits incidental to the conduct of our business in the ordinary course. We carry insurance coverage in such amounts in excess of our self-insured retention as we believe to be reasonable under the circumstances and that may or may not cover any or all of our liabilities in respect of such claims and lawsuits. Although the ultimate disposition of these other proceedings cannot be predicted with certainty, management believes the outcome of any such claims that are pending or threatened, either individually or on a combined basis, will not have a material adverse effect on our consolidated financial position, cash flows or results of operations. However, there can be no assurances that future adverse judgments and costs would not be material to our results of operations or liquidity for a particular period.

Although our business and facilities are subject to federal, state and local environmental regulation, environmental regulation does not have a material impact on our operations. We believe that our facilities are in material compliance with such laws and regulations. As owners and lessees of real property, we can be held liable for the investigation or remediation of contamination on such properties, in some circumstances without regard to whether we knew of or were responsible for such contamination. Our current expenditures with respect to environmental investigation and remediation at our facilities are minimal, although no assurance can be provided that more significant remediation may not be required in the future as a result of spills or releases of petroleum products or hazardous substances or the discovery of unknown environmental conditions.

Item  1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part 1, “Item 1A. Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2016, which could materially affect our business, financial condition or future results. The risks described in our annual report on Form 10-K are not the only risks facing our company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results

Item  2. Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities

(a)  None

Use of Proceeds

(b) Not applicable

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Company Stock Repurchases

(c) The following table provides information with respect to our purchases of Builders FirstSource, Inc. common stock during the third quarter of fiscal year 2017:

Period	TotalNumber ofSharesPurchased		AveragePrice Paidper Share		Total Number ofShares Purchasedas  Part of PubliclyAnnounced Plansor Programs		MaximumNumber ofShares That MayYet be PurchasedUnder the Plansor Programs
July 1, 2017 — July 31, 2017		—	$	—		—		—
August 1, 2017 — August 31, 2017		131		16.56		—		—
September 1, 2017 — September 30, 2017		—		—		—		—
Total		131	$	16.56		—		—

The shares presented in the above table represent stock tendered in order to meet tax withholding requirements for restricted stock units vested.

Item 3. Defaults Upon Senior Securities

(a) None

(b) None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

(a) None

(b) None

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Item 6. Exhibits

Exhibit Number	Description
3.1	Amended and Restated Certificate of Incorporation of Builders FirstSource, Inc. (incorporated by reference to Exhibit 3.1 to Amendment No. 4 to the Registration Statement of the Company on Form S-1, filed with the Securities and Exchange Commission on June 6, 2005, File Number 333-122788)
3.2	Amended and Restated By-Laws of Builders FirstSource, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 6, 2017, File Number 0-51357)
4.1	Registration Rights Agreement, dated as of January 21, 2010, among Builders FirstSource, Inc., JLL Partners Fund V, L.P., and Warburg Pincus Private Equity IX, L.P. (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Securities Exchange Commission on January 22, 2010, File Number 0-51357)
4.2	Indenture, dated as of July 31, 2015, among Builders FirstSource, Inc., the guarantors party thereto, and Wilmington Trust, National Association, as trustee (form of Note included therein) (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form  8-K, filed with the Securities and Exchange Commission on August 6, 2015, File Number 0-51357)
4.3	Supplemental Indenture, dated as of July 31, 2015, among Builders FirstSource, Inc., the guarantors party thereto, and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 6, 2015, File Number 0-51357)
4.4	Indenture, dated as of August 22, 2016, among Builders FirstSource, Inc., the guarantors party thereto, and Wilmington Trust, National Association, as trustee and notes collateral agent (form of Note included therein) (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 23, 2016, File Number 0-51357)
10.1	Underwriting Agreement, dated September 6, 2017, among Builders FirstSource, Inc., Goldman Sachs & Co. LLC and JLL Building Holdings, LLC, as a selling stockholder (incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 8, 2017, File Number 0-51357)
10.2*	2017 Form of Builders FirstSource, Inc. 2014 Incentive Plan Director Restricted Stock Unit Award Certificate
31.1*	Certification of Chief Executive Officer pursuant to 17 CFR 240.13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Floyd F. Sherman as Chief Executive Officer
31.2*	Certification of Chief Financial Officer pursuant to 17 CFR 240.13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Peter M. Jackson as Chief Financial Officer
32.1**	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Floyd F. Sherman as Chief Executive Officer and Peter M. Jackson as Chief Financial Officer
101*	The following financial information from Builders FirstSource, Inc.’s Form 10-Q filed on November 9, 2017 formatted in eXtensible Business Reporting Language (“XBRL”): (i) Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2017 and 2016, (ii) Condensed Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016, (iii) Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2017 and 2016, (iv) Condensed Consolidated Statements of Changes in Stockholders’ Equity for the nine months ended September 30, 2017 and (v) the Notes to Condensed Consolidated Financial Statements.

* Filed herewith.

** Builders FirstSource, Inc. is furnishing, but not filing, the written statement pursuant to Title 18 United States Code 1350, as added by Section 906 of the Sarbanes-Oxley Act of 2002, of Floyd F. Sherman, our Chief Executive Officer, and Peter M. Jackson, our Chief Financial Officer.

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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 thereunto duly authorized.

BUILDERS FIRSTSOURCE, INC.

/s/ FLOYD F. SHERMAN

Floyd F. Sherman

Chief Executive Officer

(Principal Executive Officer)

November 9, 2017

/s/ PETER M. JACKSON

Peter M. Jackson

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

November 9, 2017

/s/ JAMI COULTER

Jami Coulter

Vice President and Chief Accounting Officer

(Principal Accounting Officer)

November 9, 2017

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EX-10.2

Exhibit 10.2

BUILDERS FIRSTSOURCE, INC.

2014 INCENTIVE PLAN

DIRECTOR RESTRICTED STOCK UNIT AWARD CERTIFICATE

Non-transferable

GRANT TO

(“Grantee”)

by Builders FirstSource, Inc. (the “Company”) of

restricted stock units (the “Units”) convertible, on a one-for-one basis, into shares of its common stock, par value $0.01 per share.

The Units are granted pursuant to and subject to the provisions of the Builders FirstSource, Inc. 2014 Incentive Plan (the “Plan”) and this Restricted Stock Unit Award Certificate (the “Certificate”), including without limitation the Terms and Conditions beginning on page 2 hereof.  By accepting the Units, Grantee shall be deemed to have agreed to the terms and conditions set forth in this Certificate and the Plan. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.

Unless vesting is accelerated as provided in Section 1 hereof or otherwise under the Plan, the Units shall vest (become non-forfeitable) in accordance with the following schedule, provided that the Grantee remains in Continuous Service with the Company on each applicable vesting date:  

Vesting Date Percent of Units Vested

IN WITNESS WHEREOF, Builders FirstSource, Inc., acting by and through its duly authorized officers, has caused this Certificate to be duly executed.

BUILDERS FIRSTSOURCE, INC.   By:  ___________________________        Grant Date:  

TERMS AND CONDITIONS

1.  Vesting of Units.  The Units shall vest (become non-forfeitable) in accordance with the vesting schedule shown on the cover page of this Certificate.  Notwithstanding the vesting schedule, the Units shall become fully vested and exercisable upon (i) the termination of Grantee’s Continuous Service with the Company due to death, Disability, or retirement or (ii) a Change in Control.

Unless vesting is accelerated as set forth herein or otherwise under the Plan, if Grantee’s Continuous Service with the Company ceases prior to the vesting date, Grantee shall forfeit all right, title and interest in and to the Units as of the date of such termination and the Units will be reconveyed to the Company without further consideration or any act or action by Grantee.  

Notwithstanding the other provisions of this Section 1, the Committee may accelerate the vesting of the Units granted hereunder in such other circumstances as it may determine.

2.  Conversion to Stock.  Unless the Units are forfeited prior to the vesting date as provided in Section 1 above, the Units will be converted to actual shares of Stock on the vesting date.  The Company shall issue the Shares in the name of the Grantee in either certificated or book entry form, as selected by the Company.  Notwithstanding the foregoing, the Company shall have no obligation to issue Shares in payment of the Units until such issuance and payment shall comply with all relevant provisions of law and the requirements of any Exchange upon which the Company’s Shares are then listed.  Notwithstanding the foregoing, the Committee may, in its sole discretion, direct the Company to pay the Grantee the cash value of vesting shares upon vesting in lieu of the issuance of shares.

3.  Dividend Equivalents. No adjustment to the Units will be made for any dividend that is paid.

4.  Changes in Capital Structure.  If the Stock shall be changed into or exchanged for a different number or class of shares of stock or securities of the Company or of another company, whether through reorganization, recapitalization, statutory share exchange, reclassification, stock split-up, combination of shares, merger or consolidation, or otherwise, there shall be substituted for each share of Stock then underlying a Unit subject to this Certificate the number and class of shares of stock or securities into which each outstanding share of Stock shall be so exchanged.  

5.  Restrictions on Transfer.  No right or interest of Grantee in the Units may be pledged, hypothecated or otherwise encumbered to or in favor of any party other than the Company or its Parent or any of their subsidiaries, or be subjected to any lien, obligation or liability of Grantee to any other party other than the Company or its Parent or any of their subsidiaries.  Units are not assignable or transferable by Grantee other than by will or the laws of descent and distribution; but the Committee may permit other transfers.  

6.  Limitation of Rights.  The Units do not confer to Grantee or Grantee’s beneficiary any rights of a stockholder of the Company unless and until shares of Stock are in fact issued to such person in connection with the Units.

7.  Payment of Taxes.  Grantee will, no later than the date as of which any amount related to the Units first becomes includable in Grantee’s gross income for federal income tax purposes, pay to the Company, or make other arrangements satisfactory to the Committee regarding payment of, any federal, state and local taxes of any kind (including Grantee’s FICA obligation) required by

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law to be withheld by the Company with respect to such amount.  Unless prohibited by applicable law, as determined by the Company, the withholding requirement willbe satisfied by the Company withholding from the Units upon settlement a number of shares of Stock having a Fair Market Value on the date of withholding equal to the minimum amount (and not any greater amount) required to be withheld for tax purposes, all in accordance with such procedures as the Company establishes. The obligations of the Company under this Certificate will be conditional on such payment or arrangements, and the Company and, where applicable, its Affiliates will, to the extent permitted by law, have the right to deduct any such taxes from any payment of any kind otherwise due to Grantee.

8.  Amendment.  The Committee may amend, modify or terminate this Certificate without approval of Grantee; provided, however, that such amendment, modification or termination shall not, without Grantee’s consent, reduce or diminish the value of this award determined as if it had been fully vested (i.e., as if all restrictions on the Units hereunder had expired) on the date of such amendment or termination.

9.  Plan Controls.  The terms contained in the Plan shall be and are hereby incorporated into and made a part of this Certificate.  This Certificate shall be governed by and construed in accordance with the Plan.

10.  Compensation Recoupment Policy. This Award is subject to any compensation recoupment policy applicable by its terms to Grantee that the Company may adopt from time to time to comply with any applicable law, rule or regulation of any governmental authority or to comply with the rules and regulations of any stock exchange upon which the Company’s securities are registered.

11.  Notice.  Notices hereunder must be in writing and either personally delivered or sent by registered or certified United States mail, return receipt requested, postage prepaid.  Notices to the Company must be addressed to Builders FirstSource, Inc., 2001 Bryan Street, Suite 1600, Dallas, TX 75201; Attn: General Counsel, or any other address designated by the Company in a written notice to Grantee. Notices to Grantee will be directed to the address of Grantee then currently on file with the Company, or at any other address given by Grantee in a written notice to the Company.

12.  Entire Agreement.  This Certificate, including, without limitation, the terms and conditions set forth herein, and the Plan contain the entire agreement and understanding of the parties hereto with respect to the subject matter contained herein and therein and supersede all prior communications, representations and negotiations in respect thereto.

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EX-31.1

Exhibit 31.1

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Floyd F. Sherman, certify that:

1. I have reviewed this report on Form 10-Q of Builders FirstSource, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ FLOYD F. SHERMAN

Floyd F. Sherman

Chief Executive Officer

Date: November 9, 2017

EX-31.2

Exhibit 31.2

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Peter M. Jackson, certify that:

1. I have reviewed this report on Form 10-Q of Builders FirstSource, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ PETER M. JACKSON

Peter M. Jackson

Senior Vice President and Chief Financial Officer

Date: November 9, 2017

EX-32.1

Exhibit 32.1

Certification of CEO and CFO Pursuant to 18 U.S.C. Section 1350

(Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)

In connection with the quarterly report of Builders FirstSource, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), we, Floyd F. Sherman, as Chief Executive Officer of the Company, and Peter M. Jackson, as Senior Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to our knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ FLOYD F. SHERMAN

Floyd F. Sherman

Chief Executive Officer

/s/ PETER M. JACKSON

Peter M. Jackson

Senior Vice President and Chief Financial Officer

Date: November 9, 2017

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 07, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Trading Symbol	BLDR
Entity Registrant Name	Builders FirstSource, Inc.
Entity Central Index Key	0001316835
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		112,941,304

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement [Abstract]
Sales	$ 1,878,909	$ 1,745,958	$ 5,255,270	$ 4,820,372
Cost of sales	1,419,587	1,308,864	3,959,099	3,615,199
Gross margin	459,322	437,094	1,296,171	1,205,173
Selling, general and administrative expenses	370,638	350,837	1,075,869	1,019,715
Income from operations	88,684	86,257	220,302	185,458
Interest expense, net	33,836	92,290	103,703	170,316
Income (loss) before income taxes	54,848	(6,033)	116,599	15,142
Income tax expense (benefit)	15,098	(131,502)	35,117	(122,788)
Net Income	39,750	125,469	81,482	137,930
Comprehensive Income	$ 39,750	$ 125,469	$ 81,482	$ 137,930
Net income per share:
Basic	$ 0.35	$ 1.13	$ 0.73	$ 1.25
Diluted	$ 0.34	$ 1.10	$ 0.71	$ 1.22
Weighted average common shares:
Basic	112,688	111,187	112,368	110,487
Diluted	115,871	114,273	115,310	113,393

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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 9,337	$ 14,449
Accounts receivable, less allowances of $12,446 and $11,571 at September 30, 2017 and December 31, 2016, respectively	724,007	569,208
Other receivables	62,128	55,781
Inventories, net	627,238	541,771
Other current assets	32,889	34,772
Total current assets	1,455,599	1,215,981
Property, plant and equipment, net	641,143	656,101
Assets held for sale	4,493	4,361
Goodwill	740,411	740,411
Intangible assets, net	139,010	159,373
Deferred income taxes	95,149	115,320
Other assets, net	17,240	18,340
Total assets	3,093,045	2,909,887
Current liabilities:
Checks outstanding	12,426	35,606
Accounts payable	505,810	409,759
Accrued liabilities	251,527	293,115
Current maturities of long-term debt and lease obligations	12,165	16,217
Total current liabilities	781,928	754,697
Long-term debt and lease obligations, net of current maturities, debt discount and debt issuance costs	1,839,072	1,785,835
Other long-term liabilities	60,040	59,735
Total liabilities	2,681,040	2,600,267
Commitments and contingencies (Note 6)
Stockholders' equity:
Preferred stock, $0.01 par value, 10,000 shares authorized; zero shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively
Common stock, $0.01 par value, 200,000 shares authorized; 112,931 and 111,564 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively	1,129	1,115
Additional paid-in capital	539,868	527,868
Accumulated deficit	(128,992)	(219,363)
Total stockholders' equity	412,005	309,620
Total liabilities and stockholders' equity	$ 3,093,045	$ 2,909,887

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Statement Of Financial Position [Abstract]
Allowances on trade accounts receivable	$ 12,446	$ 11,571
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	112,931,000	111,564,000
Common stock, shares outstanding	112,931,000	111,564,000

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities:
Net income	$ 81,482	$ 137,930
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization	70,796	86,901
Amortization and write-off of deferred loan costs and debt discount	5,163	5,940
Loss on extinguishment of debt		46,105
Payment of original issue discount		(1,259)
Deferred income taxes	29,060	(124,787)
Bad debt expense	(272)	35
Stock compensation expense	9,916	7,734
Net loss (gain) on sale of assets and asset impairments	5,079	(3,254)
Changes in assets and liabilities:
Receivables	(158,345)	(144,342)
Inventories	(85,313)	(62,005)
Other current assets	2,837	423
Other assets and liabilities	3,776	4,037
Accounts payable and checks outstanding	71,247	77,939
Accrued liabilities	(43,024)	(35,115)
Net cash used in operating activities	(7,598)	(3,718)
Cash flows from investing activities:
Purchases of property, plant and equipment	(48,060)	(34,127)
Proceeds from sale of property, plant and equipment	4,802	2,816
Cash used for acquisitions, net		(3,970)
Net cash used in investing activities	(43,258)	(35,281)
Cash flows from financing activities:
Borrowings under revolving credit facility	894,000	707,000
Repayments under revolving credit facility	(839,000)	(678,000)
Proceeds from issuance of notes		750,000
Repayments of long-term debt and other loans	(8,555)	(755,095)
Payments of debt extinguishment costs		(34,369)
Payments of loan costs	(2,799)	(15,205)
Exercise of stock options	4,574	6,547
Repurchase of common stock	(2,476)	(1,092)
Net cash provided by (used in) financing activities	45,744	(20,214)
Net change in cash and cash equivalents	(5,112)	(59,213)
Cash and cash equivalents at beginning of period	14,449	65,063
Cash and cash equivalents at end of period	$ 9,337	$ 5,850

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Statement Of Cash Flows [Abstract]
Non cash retirement of assets related to lease finance obligations	$ 15.0	$ 34.4
Non cash extinguishment of related lease finance obligation	12.9	39.4
Equipment purchased and financed through capital lease obligations	$ 14.2	$ 8.0

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CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - 9 months ended Sep. 30, 2017 - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid in Capital	Accumulated Deficit
Balance at Dec. 31, 2016	$ 309,620	$ 1,115	$ 527,868	$ (219,363)
Balance, shares at Dec. 31, 2016	111,564	111,564
Vesting of restricted stock units		$ 7	(7)
Vesting of restricted stock units, shares		734
Stock compensation expense	$ 9,916		9,916
Exercise of stock options	4,574	$ 9	4,565
Exercise of stock options, shares		836
Repurchase of common stock	(2,476)	$ (2)	(2,474)
Repurchase of common stock, shares		(203)
Cumulative effect adjustment (Note 1)	8,889			8,889
Net income	81,482			81,482
Balance at Sep. 30, 2017	$ 412,005	$ 1,129	$ 539,868	$ (128,992)
Balance, shares at Sep. 30, 2017	112,931	112,931

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Basis of Presentation

9 Months Ended

Sep. 30, 2017

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Basis of Presentation

1. Basis of Presentation

Builders FirstSource, Inc., a Delaware corporation formed in 1998, is a leading supplier and manufacturer of building materials, manufactured components and construction services to professional homebuilders, sub-contractors, remodelers and consumers.  The Company operates 402 locations in 40 states across the United States. In this quarterly report, references to the “Company,” “we,” “our,” “ours” or “us” refer to Builders FirstSource, Inc. and its consolidated subsidiaries unless otherwise stated or the context otherwise requires.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all recurring adjustments and normal accruals necessary for a fair statement of the Company’s financial position, results of operations and cash flows for the dates and periods presented. Results for interim periods are not necessarily indicative of the results to be expected during the remainder of the current year or for any future period. Intercompany transactions are eliminated in consolidation.

The condensed consolidated balance sheet as of December 31, 2016 is derived from the audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. This condensed consolidated balance sheet as of December 31, 2016 and the unaudited condensed consolidated financial statements included herein should be read in conjunction with the more detailed audited consolidated financial statements for the year ended December 31, 2016 included in our most recent annual report on Form 10-K. Accounting policies used in the preparation of these unaudited condensed consolidated financial statements are consistent with the accounting policies described in the Notes to Consolidated Financial Statements included in our Form 10-K.

Recent Accounting Pronouncements

In May 2017, the Financial Accounting Standards Board (“FASB”) issued an update to the existing guidance under the Compensation-Stock Compensation topic of the Accounting Standards Codification (“Codification”) to clarify when modification accounting would be applied for a change to the terms or conditions of a share-based award. Under this new guidance modification accounting is required only if the fair value, the vesting conditions, or the classification of the award changes as a result of the change in terms or conditions. This guidance is required to be adopted on a prospective basis for annual periods beginning on or after December 15, 2017 with early adoption permitted. The Company does not regularlymodify the terms and conditions of its share-based awards and does not expect the adoption of this guidance to have a significant impact on our financial statements.

In January 2017, the FASB issued an update to the existing guidance under the Intangibles-Goodwill and Other topic of the Codification to simplify the accounting for goodwill impairment. The guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. All of the other goodwill impairment guidance will remain largely unchanged, including the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. This update is effective for annual and any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption of this guidance is permitted for annual or interim goodwill tests performed after January 1, 2017.  As such, the Company intends to adopt this guidance in the fourth quarter of 2017 in connection with its annual goodwill impairment test. This guidance will be applied on a prospective basis following adoption.

In January 2017, the FASB issued an update to the existing guidance under the Business Combinations topic of the Codification. This update revises the definition of a business. Under this guidance when substantially all of the assets acquired are concentrated in a single asset (or group of similar assets) the assets acquired would not be considered a business. If this initial screen is met the need for further assessment is eliminated. If this screen is not met in order to be considered a business an acquisition would have to include an input and a substantive process that together significantly contribute to the ability to create outputs. This update is effective for public companies for annual and interim reporting periods beginning after December 15, 2017. Early adoption of this guidance is permitted. This guidance requires prospective application following adoption. While the Company is still evaluating this updated guidance, the impact on our financial statements will depend upon the occurrence of any future acquisition activity.  

In March 2016, the FASB issued an update to the existing guidance under the Compensation-Stock Compensation topic of the Codification. This update simplifies several aspects of accounting for stock compensation including accounting for income taxes, classification of awards as liabilities or equity, forfeitures and classification on the statement of cash flows. This update was effective for public companies for annual and interim reporting periods beginning after December 15, 2016. As such, we adopted this guidance effective January 1, 2017. Upon adoption the Company recognized $8.9 million in previously unrecorded windfall benefits on a modified retrospective basis through a cumulative-effect adjustment to the beginning balance of our accumulated deficit. All windfalls or shortfalls are now recognized as a component of income tax expense in the period they occur. The Company elected to recognize the effect of pre-vesting forfeitures as they actually occur rather than estimating forfeitures each period.

In February 2016, the FASB issued an update to the existing guidance under the Leases topic of the Codification. Under the new guidance, lessees will be required to recognize the following for all leases, with the exception of short-term leases, at the commencement date: (1) a lease liability, which is a lessee‘s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. This update requires a modified retrospective transition as of the beginning of the earliest comparative period presented in the financial statements. This update is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. The Company has a significant number of leases, primarily related to real estate and rolling stock, which are accounted for as operating leases under existing guidance. While we are currently evaluating the impact of this new guidance on our financial statements, we are expecting a significant impact to our balance sheet upon adoption related to the establishment of lease liabilities and the corresponding right-of-use assets.

In July 2015, the FASB issued an update to the existing guidance under the Inventory topic of the Codification. This update changes the subsequent measurement of inventory from lower of cost or market to lower of cost and net realizable value. We adopted this guidance effective January 1, 2017 on a prospective basis. The adoption of this guidance did not have an impact on our financial statements.

In May 2014, the FASB issued an update to the existing guidance under the Revenue Recognition topic of the Codification which is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  Subsequent to issuance of the original update, the FASB issued several further updates amending this new guidance. In April 2016, the FASB issued an update clarifying issues related to identifying performance obligations and licensing. In May 2016, the FASB issued an update regarding the assessment of collectability criteria, presentation of sales taxes, measurement of noncash consideration and transition guidance for completed contracts and contract modifications. The Company intends to adopt this guidance beginning on January 1, 2018 on a modified retrospective basis. While we are still evaluating the impact of these updates on our financial statements, we anticipate that this guidance will primarily impact our contracts with service elements. Under current guidance, we recognize sales from contracts with service elements on the completed contract method when these contracts are completed within 30 days. The remaining contracts with service elements are recognized under the percentage of completion method.  Under this updated guidance, we anticipate that revenue related to our contracts with service elements will generally be recognized over time based on the extent of progress towards completion of the performance obligation because of continuous transfer of control to the customer. We anticipate the impact from adoption to primarily be associated with deferred revenue on contracts outstanding at December 31, 2017 accounted for under the completed contract method, which is anticipated to be generally recognized earlier under this new guidance. In addition, we are currently in the process of assessing and updating our business processes, systems and controls to ensure compliance with the recognition and disclosure requirements of the new standard upon adoption.  

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Net Income per Common Share

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Net Income per Common Share

2. Net Income per Common Share

Net income per common share (“EPS”) is calculated in accordance with the Earnings per Share topic of the Codification, which requires the presentation of basic and diluted EPS. Basic EPS is computed using the weighted average number of common shares outstanding during the period. Diluted EPS is computed using the weighted average number of common shares outstanding during the period, plus the dilutive effect of potential common shares.

For the purpose of computing diluted EPS, weighted average shares outstanding have been adjusted for common shares underlying 2.7 million options and 2.2 million restricted stock units (“RSUs”) for the three and nine months ended September 30, 2017. Weighted average shares outstanding have been adjusted for common shares underlying 3.5 million options and 2.1 million RSUs for the three and nine months ended September 30, 2016.

The table below presents a reconciliation of weighted average common shares used in the calculation of basic and diluted EPS (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Weighted average shares for basic EPS		112,688		111,187		112,368		110,487
Dilutive effect of options and RSUs		3,183		3,086		2,942		2,906
Weighted average shares for diluted EPS		115,871		114,273		115,310		113,393

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Debt

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Debt

3. Debt

Long-term debt and lease obligations consisted of the following (in thousands):

	September 30, 2017			December 31, 2016
2022 facility	$	55,000		$	—
2023 notes		367,608			367,608
2024 notes		750,000			750,000
2024 term loan		464,125			467,650
Lease finance obligations		224,248			238,539
Capital lease obligations		17,662			7,427
		1,878,643			1,831,224
Unamortized debt discount and debt issuance costs		(27,406	)		(29,172	)
		1,851,237			1,802,052
Less: current maturities of long-term debt and lease obligations		12,165			16,217
Long-term debt and lease obligations, net of current maturities	$	1,839,072		$	1,785,835

2017 Debt Transactions

In the first quarter of 2017 the Company executed two debt transactions which are described in more detail below. These transactions included a repricing and extension of our$470.0 million term loan facility originally due 2022 (“2015 term loan”) as well as increasing the borrowing capacity and extending the maturity of our $800.0 million revolving credit facility (“2015 facility”). These transactions have further extended our debt maturity profile and reduced our annual cash interest on a go forward basis.

Term Loan Amendment

On February 23, 2017, we repriced our 2015 term loan through an amendment and extension of the term loan credit agreement providing for a $467.7 million senior secured term loan facility due 2024 (“2024 term loan”). This repricing reduces the interest rate by 0.75% and extends the maturity by 19 months to February 29, 2024.  

The 2024 term loan bears interest based on either a eurodollar or base rate (a rate equal to the highest of an agreed commercially available benchmark rate, the federal funds effective rate plus 0.50% or the eurodollar rate plus 1.0%, as selected by the Company) plus, in each case, an applicable margin. The applicable margin in the 2024 term loan is (x) 3% in the case of Eurodollar rate loans and (y) 2% in the case of base rate loans. These rates represents a 0.75% reduction from the 2015 term loan.  Deutsche Bank AG New York Branch continues to serve as administrative agent and collateral agent under the 2024 term loan agreement. 

In connection with the 2024 term loan amendment we recognized $0.4 million in interest expense in the first quarter of 2017 related to the write-off of unamortized debt discount and debt issuance costs. We incurred $1.2 million in lender fees which, together with $10.0 million in remaining unamortized debt discount and debt issuance costs, have been recorded as a reduction of long-term debt and are being amortized over the remaining contractual life of the 2024 term loan using the effective interest method. In addition, we also incurred $1.4 million in various third-party fees and expenses related to the 2024 term loan amendment which were recorded to interest expense in the first quarter of 2017.

Revolving Credit Facility Amendment

On March 22, 2017, the Company extended the maturity date and increased the revolving commitments under its 2015 facility. This transaction resulted in an amended and restated $900.0 million revolving credit facility (“2022 facility”) and extended the maturity by 20 months to March 22, 2022. SunTrust Bank continues to serve as administrative agent and collateral agent under the 2022 facility agreement. All other material terms of the 2022 facility remain unchanged from those of the 2015 facility.

In connection with the 2022 facility amendment, we recognized $0.6 million in interest expense in the first quarter of 2017 related to the write-off of unamortized debt issuance costs. We incurred $1.6 million in lender and third-party fees which, together with $8.5 million in remaining unamortized debt issuance costs, have been recorded as other assets and are being amortized over the remaining contractual life of the 2022 facility on a straight-line basis.

2022 Facility Borrowings

As of September 30, 2017, we have $55.0 million in borrowings outstanding under our 2022 facility. During the first nine months of 2017, we borrowed $894.0 million and repaid $839.0 million at a weighted average interest rate of 2.9%.

2024 Term Loan

As of September 30, 2017, we have $464.1 million in borrowings outstanding under our 2024 term loan at a weighted average interest rate of 4.3%. During the first nine months of 2017, we repaid $3.5 million of the 2024 term loan.

We were not in violation of any covenants or restrictions imposed by any of our debt agreements at September 30, 2017.

Fair Value

As of September 30, 2017 and December 31, 2016, the Company does not have any financial instruments which are measured at fair value on a recurring basis. We have elected to report the value of our 2023 notes, 2024 notes, and 2024 term loan at amortized cost. The fair values of the 2023 notes, the 2024 notes and the 2024 term loan at September 30, 2017 were approximately $419.5 million, $794.4 million and $465.9 million, respectively, and were determined using Level 2 inputs based on market prices.

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Employee Stock-Based Compensation

9 Months Ended

Sep. 30, 2017

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Employee Stock-Based Compensation

4. Employee Stock-Based Compensation

Time Based Restricted Stock Unit Grants

In the first nine months of 2017, our board of directors granted 453,000 RSUs to employees and eligible directors under our 2007 and 2014 Incentive Plans for which vesting is based solely on continuous employment over the requisite service period. 348,000 of the RSUs vest at 33% per year at each anniversary of the grant date over the next three years, 57,000 RSUs vest at 25% per year at each anniversary of the grant date over the next four years and 48,000 RSUs vest 100% at the first anniversary of the grant date. The weighted average grant date fair value for these RSUs was $14.47 per share, which was based on the closing stock price on the grant dates.

Performance and Service Condition Based Restricted Stock Unit Grants

In the first nine months of 2017, our board of directors granted 174,000 RSUs to employees under our 2007 and 2014 Incentive Plans, that vest if the compound annual growth rate of the Company’s total sales in 2019 over 2016 exceeds a composite annual growth rate based on single-family housing starts, multi-family housing starts, and growth in repair and remodeling sales over the same period. Assuming continued employment and if the performance vesting condition is achieved, these awards will cliff vest on the third anniversary of the grant date. The weighted average grant date fair value for these RSUs was $14.54 per share, which was based on the closing stock price on the grant dates.

Market and Service Condition Based Restricted Stock Unit Grants

In the first nine months of 2017, our board of directors granted 174,000 RSUs to employees under our 2007 and 2014 Incentive Plans for which vesting is contingent upon the Company’s total shareholder return exceeding the median total shareholder return of the Company’s peer group over a three year measurement period. Assuming continued employment and if the market vesting condition is met, these awards will cliff vest on the third anniversary of the grant date. The weighted average grant date fair value for these RSUs was $11.49 per share, which was determined using the Monte Carlo simulation model using the following weighted average assumptions:

Expected volatility (company)	73.7%
Expected volatility (peer group median)	33.8%
Correlation between the company and peer group median	0.33
Expected dividend yield	0.00%
Risk-free rate	1.5%

The expected volatilities and correlation are based on the historical daily returns of our common stock and the common stocks of the constituents of the Company’s peer group over the most recent period equal to the measurement period. The expected dividend yield is based on our history of not paying regular dividends in the past and our current intention to not pay regular dividends in the foreseeable future. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant and has a term equal to the measurement period.

Stock Option Grant

In the first nine months of 2017, our board of directors granted 57,000 stock options to employees under our 2014 Incentive Plan. All the awards vest at 25% per year at each anniversary of the grant date over four years. The exercise price for the options was $12.94 per share, which was the closing stock price on the grant date. The weighted average grant date fair value of the options was $7.26 and was determined using the Black-Scholes option-pricing model with the following weighted average assumptions:

Expected life	6.0 years
Expected volatility	59.2%
Expected dividend yield	0.00%
Risk-free rate	2.2%

The expected life represents the period of time the options are expected to be outstanding. We used the simplified method for determining the expected life assumption due to limited historical exercise experience on our stock options. The expected volatility is based on the historical volatility of our common stock over the most recent period equal to the expected life of the option. The expected dividend yield is based on our history of not paying regular dividends in the past and our current intention to not pay regular dividends in the foreseeable future. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant and has a term equal to the expected life of the options.

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Income Taxes

9 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

Income Taxes

5. Income Taxes

A reconciliation of the statutory federal income tax rate to our effective rate for continuing operations is provided below:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Statutory federal income tax rate		35.0	%		35.0	%		35.0	%		35.0	%
State income taxes, net of federal income tax		8.1			2.6			6.5			6.1
Valuation allowance		(0.3	)		2,126.5			(3.3	)		(849.1	)
Stock compensation windfall benefit		(1.7	)		—			(2.6	)		—
Permanent differences		(13.6	)		14.1			(5.7	)		(2.3	)
Other		—			1.5			0.2			(0.6	)
		27.5	%		2,179.7	%		30.1	%		(810.9	)%

As discussed in Note 1 the Company adopted updated guidance related to the accounting for stock compensation in the first quarter of 2017. As a result of this updated guidance all windfalls or shortfalls are now recognized as a component of income tax expense in the period they occur.  

We evaluate our deferred tax assets on a quarterly basis to determine whether a valuation allowance is required. In accordance with the Income Taxes topic of the Codification we assess whether it is more likely than not that some or all of our deferred tax assets will not be realized. Significant judgment is required in estimating valuation allowances for deferred tax assets and in making this determination, we consider all available positive and negative evidence and make certain assumptions. The realization of a deferred tax asset ultimately depends on the existence of sufficient taxable income in the applicable carryback or carryforward periods. We consider nature, frequency, and severity of current and cumulative losses, as well as historical and forecasted financial results, the overall business environment, our industry's historic cyclicality, the reversal of existing deferred tax liabilities, and tax planning strategies in our assessment. Changes in our estimates of future taxable income and tax planning strategies will affect our estimate of the realization of the tax benefits of these tax carryforwards. As of September 30, 2017, the Company needed to generate approximately $231.2 million of pre-tax income in future periods to fully realize its net federal deferred tax assets.

We recorded a full valuation allowance in 2008 due to our cumulative three year loss position at that time, compounded by the negative industry-wide business trends and outlook. We remained in a cumulative three year loss position until the second quarter of 2016. In the third quarter of 2016, management determined that there was sufficient positive evidence to conclude that it was more likely than not that the valuation allowance should be released against our net federal and some state deferred tax assets.  Further, during the second quarter of 2017, as a result of executing certain tax planning strategies related to legal entity conversions, we determined that it was more likely than not that we will utilize almost all of our state net operating loss carryovers. Therefore, we recorded reductions to the associated valuation allowance of $0.1 million and $3.8 million for the three and nine months ended September 30, 2017, respectively. We recorded reductions to the valuation allowance of $117.6 million and $128.6 million for the three and nine months ended September 30, 2016, respectively, against our net deferred tax assets as we released valuation allowances against our federal and some state deferred tax assets.

Section 382 of the Internal Revenue Code imposes annual limitations on the utilization of net operating loss (“NOL”) carryforwards, other tax carryforwards, and certain built-in losses upon an ownership change as defined under that section. In general terms, an ownership change may result from transactions that increase the aggregate ownership of certain stockholders in the Company’s stock by more than 50 percentage points over a three year testing period (“Section 382 Ownership Change”). In the first nine months of 2017, affiliates of a significant shareholder sold their investment in the Company, which triggered a Section 382 Ownership Change. As a result of triggering a Section 382 Ownership Change, an annual limitation is now imposed on the Company’s tax attributes, including its NOLs and other credits. The Company has evaluated the impact of this limitation on its Federal NOLs and does not expect it to have a material impact on the future utilization or realizability of its Federal NOLs. While the Company is still evaluating the impact of this limitation on its other attributes, we do not expect it to have a material impact on the future utilization or realizability of its other attributes.

We base our estimate of deferred tax assets and liabilities on current tax laws and rates. In certain cases, we also base our estimate on business plan forecasts and other expectations about future outcomes. Changes in existing tax laws or rates could affect our actual tax results, and future business results may affect the amount of our deferred tax liabilities or the valuation of our deferred tax assets over time. Due to uncertainties in the estimation process, particularly with respect to changes in facts and circumstances in future reporting periods, as well as the residential homebuilding industry’s cyclicality and sensitivity to changes in economic conditions, it is possible that actual results could differ from the estimates used in previous analyses.  

Accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on our consolidated results of operations or financial position.

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2017

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

6. Commitments and Contingencies

Since the fourth quarter of 2016, the Company has seen an increased occurrence of known and threatened construction defect legal claims primarily in two states. While these claims are generally covered under the Company’s existing insurance programs to the extent any loss exceeds the deductible, there is a reasonable possibility of loss that is not able to be estimated at this time because (i) many of the proceedings are in the discovery stage, (ii) the outcome of future litigation is uncertain, and/or (iii) the complex nature of the claims.  Although the Company cannot estimate a reasonable range of loss based on currently available information, the resolution of these matters could have a material adverse effect on the Company's financial position, results of operations or cash flows.

In addition, we are involved in various other claims and lawsuits incidental to the conduct of our business in the ordinary course. We carry insurance coverage in such amounts in excess of our self-insured retention as we believe to be reasonable under the circumstances and that may or may not cover any or all of our liabilities in respect of such claims and lawsuits. Although the ultimate disposition of these other proceedings cannot be predicted with certainty, management believes the outcome of any such claims that are pending or threatened, either individually or on a combined basis, will not have a material adverse effect on our consolidated financial position, cash flows or results of operations. However, there can be no assurances that future adverse judgments and costs would not be material to our results of operations or liquidity for a particular period.

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Segment and Product Information

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Segment and Product Information

7. Segment and Product Information

We offer an integrated solution to our customers providing manufacturing, supply, and installation of a full range of structural and related building products.  We provide a wide variety of building products and services directly to homebuilder customers. We manufacture floor trusses, roof trusses, wall panels, stairs, millwork, windows, and doors. We also provide a full range of construction services. These product and service offerings are distributed across approximately 402 locations operating in 40 states across the United States, which are organized into nine geographical regions.  Centralized financial and operational oversight, including resource allocation and assessment of performance on an income (loss) before income taxes basis, is performed by our CEO, whom we have determined to be our chief operating decision maker (“CODM”).    

The Company has nine operating segments aligned with its nine geographical regions (Regions 1 through 9). While all of our operating segments have products, distribution methods and customers of a similar nature, certain of our operating segments have been aggregated due to also containing similar economic characteristics, resulting in the following composition of reportable segments:

• Regions 1 and 2 have been aggregated to form the “Northeast” reportable segment

• Regions 3 and 5 have been aggregated to form the “Southeast” reportable segment  

• Regions 4 and 6 have been aggregated to form the “South” reportable segment

• Region 7, 8 and 9 have been aggregated to form the “West” reportable segment

In addition to our reportable segments, our consolidated results include corporate overhead, other various operating activities that are not internally allocated to a geographical region nor separately reported as a single unit to the CODM, and certain reconciling items primarily related to allocations of corporate overhead and rent expense, which have collectively been presented as “All Other”.  The accounting policies of the segments are consistent with those referenced in Note 1, except for noted reconciling items.  

The following tables present Net sales, income (loss) before income taxes and certain other measures for the reportable segments, reconciled to consolidated total continuing operations, for the periods indicated (in thousands):

	Three months ended September 30, 2017
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	341,188	$	3,233	$	5,442	$	11,875
Southeast		388,881		2,689		6,064		10,661
South		463,562		4,953		5,883		21,513
West		635,573		6,599		8,610		34,207
Total reportable segments		1,829,204		17,474		25,999		78,256
All other		49,705		5,557		7,837		(23,408	)
Total consolidated	$	1,878,909	$	23,031	$	33,836	$	54,848
	Three months ended September 30, 2016
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	328,529	$	4,009	$	5,058	$	10,613
Southeast		356,694		2,626		5,452		9,829
South		451,342		5,048		5,859		20,078
West		563,718		7,747		7,172		30,656
Total reportable segments		1,700,283		19,430		23,541		71,176
All other		45,675		6,122		68,749		(77,209	)
Total consolidated	$	1,745,958	$	25,552	$	92,290	$	(6,033	)
	Nine months ended September 30, 2017
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	949,484	$	10,185	$	15,694	$	26,665
Southeast		1,132,598		7,882		17,254		35,079
South		1,394,513		14,683		17,605		67,996
West		1,633,851		20,663		23,774		67,701
Total reportable segments		5,110,446		53,413		74,327		197,441
All other		144,824		17,383		29,376		(80,842	)
Total consolidated	$	5,255,270	$	70,796	$	103,703	$	116,599
	Nine months ended September 30, 2016
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	912,314	$	14,897	$	13,817	$	25,677
Southeast		1,027,283		8,930		14,518		29,479
South		1,284,466		16,930		16,700		55,737
West		1,472,509		27,133		20,382		57,905
Total reportable segments		4,696,572		67,890		65,417		168,798
All other		123,800		19,011		104,899		(153,656	)
Total consolidated	$	4,820,372	$	86,901	$	170,316	$	15,142

Asset information by segment is not reported internally or otherwise reviewed by the CODM nor does the Company earn revenues or have long-lived assets located in foreign countries.  The Company’s net sales by product category for the periods indicated were as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Lumber & lumber sheet goods	$	679,902	$	592,770	$	1,867,613	$	1,615,062
Manufactured products		318,565		301,563		900,880		824,242
Windows, doors & millwork		347,462		337,155		1,016,674		963,247
Gypsum, roofing & insulation		147,960		145,618		409,417		396,582
Siding, metal & concrete products		183,517		176,557		498,935		476,593
Other building products & services		201,503		192,295		561,751		544,646
Net sales	$	1,878,909	$	1,745,958	$	5,255,270	$	4,820,372

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Related Party Transactions

9 Months Ended

Sep. 30, 2017

Related Party Transactions [Abstract]

Related Party Transactions

8. Related Party Transactions

Floyd F. Sherman, our chief executive officer, and Brett Milgrim, a member of the Company’s board of directors, serve on the board of directors for PGT, Inc. We purchased windows from PGT, Inc. totaling $2.9 million and $2.8 million for the three months ended September 30, 2017 and 2016, respectively. We purchased windows from PGT, Inc. totaling $9.4 million and $8.0 million for the nine months ended September 30, 2017 and 2016, respectively. We had accounts payable to PGT, Inc. in the amounts of $1.4 million and $1.4 million as of September 30, 2017 and December 31, 2016, respectively.

Transactions between the Company and other related parties occur in the ordinary course of business. However, the Company carefully monitors and assesses related party relationships. Management does not believe that any of these transactions with related parties had a material impact on the Company’s results for the three and nine months ended September 30, 2017 and 2016.

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Net Income per Common Share (Tables)

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Reconciliation of Weighted Average Common Shares Used in Calculation of Basic and Diluted EPS

The table below presents a reconciliation of weighted average common shares used in the calculation of basic and diluted EPS (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Weighted average shares for basic EPS		112,688		111,187		112,368		110,487
Dilutive effect of options and RSUs		3,183		3,086		2,942		2,906
Weighted average shares for diluted EPS		115,871		114,273		115,310		113,393

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Debt (Tables)

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Long-Term Debt and Lease Obligation

Long-term debt and lease obligations consisted of the following (in thousands):

	September 30, 2017			December 31, 2016
2022 facility	$	55,000		$	—
2023 notes		367,608			367,608
2024 notes		750,000			750,000
2024 term loan		464,125			467,650
Lease finance obligations		224,248			238,539
Capital lease obligations		17,662			7,427
		1,878,643			1,831,224
Unamortized debt discount and debt issuance costs		(27,406	)		(29,172	)
		1,851,237			1,802,052
Less: current maturities of long-term debt and lease obligations		12,165			16,217
Long-term debt and lease obligations, net of current maturities	$	1,839,072		$	1,785,835

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Employee Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2017

Market and Service Condition Based Restricted Stock Unit Grants

Schedule of Share-based Payment Award, Restricted Stock Unit, Valuation Assumptions

The weighted average grant date fair value for these RSUs was $11.49 per share, which was determined using the Monte Carlo simulation model using the following weighted average assumptions:

Expected volatility (company)	73.7%
Expected volatility (peer group median)	33.8%
Correlation between the company and peer group median	0.33
Expected dividend yield	0.00%
Risk-free rate	1.5%

Stock Options

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions

The weighted average grant date fair value of the options was $7.26 and was determined using the Black-Scholes option-pricing model with the following weighted average assumptions:

Expected life	6.0 years
Expected volatility	59.2%
Expected dividend yield	0.00%
Risk-free rate	2.2%

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Income Taxes (Tables)

9 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

Reconciliation of Statutory Federal Income Tax Rate to Our Effective Rate for Continuing Operations

A reconciliation of the statutory federal income tax rate to our effective rate for continuing operations is provided below:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Statutory federal income tax rate		35.0	%		35.0	%		35.0	%		35.0	%
State income taxes, net of federal income tax		8.1			2.6			6.5			6.1
Valuation allowance		(0.3	)		2,126.5			(3.3	)		(849.1	)
Stock compensation windfall benefit		(1.7	)		—			(2.6	)		—
Permanent differences		(13.6	)		14.1			(5.7	)		(2.3	)
Other		—			1.5			0.2			(0.6	)
		27.5	%		2,179.7	%		30.1	%		(810.9	)%

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Segment and Product Information (Tables)

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Schedule of Reconciling Information by Reportable Segments

The following tables present Net sales, income (loss) before income taxes and certain other measures for the reportable segments, reconciled to consolidated total continuing operations, for the periods indicated (in thousands):

	Three months ended September 30, 2017
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	341,188	$	3,233	$	5,442	$	11,875
Southeast		388,881		2,689		6,064		10,661
South		463,562		4,953		5,883		21,513
West		635,573		6,599		8,610		34,207
Total reportable segments		1,829,204		17,474		25,999		78,256
All other		49,705		5,557		7,837		(23,408	)
Total consolidated	$	1,878,909	$	23,031	$	33,836	$	54,848
	Three months ended September 30, 2016
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	328,529	$	4,009	$	5,058	$	10,613
Southeast		356,694		2,626		5,452		9,829
South		451,342		5,048		5,859		20,078
West		563,718		7,747		7,172		30,656
Total reportable segments		1,700,283		19,430		23,541		71,176
All other		45,675		6,122		68,749		(77,209	)
Total consolidated	$	1,745,958	$	25,552	$	92,290	$	(6,033	)
	Nine months ended September 30, 2017
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	949,484	$	10,185	$	15,694	$	26,665
Southeast		1,132,598		7,882		17,254		35,079
South		1,394,513		14,683		17,605		67,996
West		1,633,851		20,663		23,774		67,701
Total reportable segments		5,110,446		53,413		74,327		197,441
All other		144,824		17,383		29,376		(80,842	)
Total consolidated	$	5,255,270	$	70,796	$	103,703	$	116,599
	Nine months ended September 30, 2016
Reportable segments	Net Sales		Depreciation & Amortization		Interest		Income (loss) before income taxes
Northeast	$	912,314	$	14,897	$	13,817	$	25,677
Southeast		1,027,283		8,930		14,518		29,479
South		1,284,466		16,930		16,700		55,737
West		1,472,509		27,133		20,382		57,905
Total reportable segments		4,696,572		67,890		65,417		168,798
All other		123,800		19,011		104,899		(153,656	)
Total consolidated	$	4,820,372	$	86,901	$	170,316	$	15,142

Schedule of Segment Reporting Information by Product Category

The Company’s net sales by product category for the periods indicated were as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Lumber & lumber sheet goods	$	679,902	$	592,770	$	1,867,613	$	1,615,062
Manufactured products		318,565		301,563		900,880		824,242
Windows, doors & millwork		347,462		337,155		1,016,674		963,247
Gypsum, roofing & insulation		147,960		145,618		409,417		396,582
Siding, metal & concrete products		183,517		176,557		498,935		476,593
Other building products & services		201,503		192,295		561,751		544,646
Net sales	$	1,878,909	$	1,745,958	$	5,255,270	$	4,820,372

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Basis of Presentation - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2017 USD ($) Store States
Basis Of Presentation [Line Items]
Entity formed, year	1998
Number of Locations | Store	402
Number of states | States	40
Usual completion period for contracts with service elements	30 days
Compensation-Stock Compensation Codification
Basis Of Presentation [Line Items]
Recognized previously unrecorded windfall benefits | $	$ 8.9

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Net Income per Common Share - Additional Information (Detail) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Stock Options
Earnings Per Share [Line Items]
Securities included in the computation of diluted EPS	2.7	3.5	2.7	3.5
Restricted Stock Units (RSUs)
Earnings Per Share [Line Items]
Securities included in the computation of diluted EPS	2.2	2.1	2.2	2.1

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Net Income per Common Share - Reconciliation of Weighted Average Common Shares Used in Calculation of Basic and Diluted EPS (Detail) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Reconciliation of weighted average common shares used in calculation of basic and diluted EPS
Weighted average shares for basic EPS	112,688	111,187	112,368	110,487
Dilutive effect of options and RSUs	3,183	3,086	2,942	2,906
Weighted average shares for diluted EPS	115,871	114,273	115,310	113,393

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Debt - Long-Term Debt and Lease Obligation (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Lease finance obligations	$ 224,248	$ 238,539
Capital lease obligations	17,662	7,427
Long term debt and lease obligations gross	1,878,643	1,831,224
Unamortized debt discount and debt issuance costs	(27,406)	(29,172)
Long-term debt and lease obligation	1,851,237	1,802,052
Less: current maturities of long-term debt and lease obligations	12,165	16,217
Long-term debt and lease obligations, net of current maturities	1,839,072	1,785,835
2023 notes
Debt Instrument [Line Items]
Debt instrument carrying amount	367,608	367,608
2024 notes
Debt Instrument [Line Items]
Debt instrument carrying amount	750,000	750,000
2024 term loan
Debt Instrument [Line Items]
Debt instrument carrying amount	464,125	$ 467,650
2022 facility
Debt Instrument [Line Items]
Line of credit facility outstanding	$ 55,000

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Debt - 2017 Debt Transactions - Additional Information (Detail)	Mar. 31, 2017 USD ($)
2015 facility
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 800,000,000
2015 term loan
Debt Instrument [Line Items]
Term loan facility amount	$ 470,000,000

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Debt - Term Loan Amendment - Additional Information (Detail) - USD ($) $ in Thousands		3 Months Ended	9 Months Ended
	Feb. 23, 2017	Mar. 31, 2017	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Unamortized debt discount and debt issuance costs			$ 27,406	$ 29,172
2024 Term Loan
Debt Instrument [Line Items]
Term loan facility amount	$ 467,700
Interest rate reduced due to repricing of term loan credit agreement	0.75%
Senior secured term loan extended maturity period	19 months
Senior secured term loan maturity date	Feb. 29, 2024
Debt instrument interest rate description			The 2024 term loan bears interest based on either a eurodollar or base rate (a rate equal to the highest of an agreed commercially available benchmark rate, the federal funds effective rate plus 0.50% or the eurodollar rate plus 1.0%, as selected by the Company) plus, in each case, an applicable margin.
Write-off of unamortized debt discount and debt issuance cost		$ 400
Lender fees paid in connection with 2024 term loan amendment		1,200
Unamortized debt discount and debt issuance costs		10,000
Debt issuance costs recorded to interest expense		$ 1,400
2024 Term Loan | Federal Funds Effective Rate
Debt Instrument [Line Items]
Debt instrument applicable margin rate	0.50%
2024 Term Loan | Eurodollar Base Rate
Debt Instrument [Line Items]
Debt instrument applicable margin rate	1.00%
2024 Term Loan | Eurodollar Rate
Debt Instrument [Line Items]
Debt instrument applicable margin rate	3.00%
2024 Term Loan | Base Rate
Debt Instrument [Line Items]
Debt instrument applicable margin rate	2.00%

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Debt - Revolving Credit Facility Amendment - Additional Information (Detail) - 2022 facility - USD ($)		3 Months Ended
	Mar. 22, 2017	Mar. 31, 2017
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 900,000,000
Senior secured term loan extended maturity period	20 months
Senior secured term loan maturity date	Mar. 22, 2022
Write off of unamortized deferred issuance cost		$ 600,000
Debt issuance costs		1,600,000
Unamortized debt discount and debt issuance costs		$ 8,500,000

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Debt - 2022 Facility Borrowings - Additional Information (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Debt Instrument [Line Items]
Borrowings under revolving credit facility	$ 894,000	$ 707,000
Payments under revolving credit facility	839,000	$ 678,000
2022 facility
Debt Instrument [Line Items]
Line of credit facility outstanding	55,000
Borrowings under revolving credit facility	894,000
Payments under revolving credit facility	$ 839,000
Line of credit facility, weighted average interest rate on borrowings during the period	2.90%

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Debt - 2024 Term Loan - Additional Information (Detail) - 2024 term loan - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Debt instrument carrying amount	$ 464,125	$ 467,650
Weighted average interest rate of debt outstanding	4.30%
Repayment of term loan	$ 3,500

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Debt - Fair Value - Additional Information (Detail) - Level 2 $ in Millions	Sep. 30, 2017 USD ($)
2023 notes
Debt Instrument [Line Items]
Fair value of long term debt	$ 419.5
2024 notes
Debt Instrument [Line Items]
Fair value of long term debt	794.4
2024 term loan
Debt Instrument [Line Items]
Fair value of long term debt	$ 465.9

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Employee Stock-Based Compensation - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2017 $ / shares shares
Time Based Restricted Stock Unit Grants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value, granted | $ / shares	$ 14.47
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs Granted	453,000
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs Granted	348,000
Stock award granted vesting period	3 years
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans One | Share Based Compensation Award Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	33.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans One | Share Based Compensation Award Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	33.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans One | Share Based Compensation Award Tranche Three
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	33.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs Granted	57,000
Stock award granted vesting period	4 years
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Two | Share Based Compensation Award Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Two | Share Based Compensation Award Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Two | Share Based Compensation Award Tranche Three
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Two | Share Based Compensation Award Tranche Four
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Three
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs Granted	48,000
Time Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans Three | Share Based Compensation Award Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	100.00%
Performance and Service Condition Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs Granted	174,000
Weighted average grant date fair value, granted | $ / shares	$ 14.54
Market and Service Condition Based Restricted Stock Unit Grants | 2007 and 2014 Incentive Plans
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
RSUs Granted	174,000
Stock award granted vesting period	3 years
Weighted average grant date fair value, granted | $ / shares	$ 11.49
Stock Options | 2014 Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award granted vesting period	4 years
Options, Granted	57,000
Exercise Price for the options on the grant date | $ / shares	$ 12.94
Weighted average grant date fair value of option | $ / shares	$ 7.26
Stock Options | 2014 Incentive Plan | Share Based Compensation Award Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Stock Options | 2014 Incentive Plan | Share Based Compensation Award Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Stock Options | 2014 Incentive Plan | Share Based Compensation Award Tranche Three
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%
Stock Options | 2014 Incentive Plan | Share Based Compensation Award Tranche Four
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock award vesting percentage	25.00%

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Employee Stock-Based Compensation - Restricted Stock Unit Valuation (Detail) - Market and Service Condition Based Restricted Stock Unit Grants	9 Months Ended
	Sep. 30, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility (company)	73.70%
Expected volatility (peer group median)	33.80%
Correlation between the company and peer group median	0.33
Expected dividend yield	0.00%
Risk-free rate	1.50%

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Employee Stock-Based Compensation - Stock Option Valuation (Detail) - Stock Options	9 Months Ended
	Sep. 30, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life	6 years
Expected volatility	59.20%
Expected dividend yield	0.00%
Risk-free rate	2.20%

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Income Taxes - Reconciliation of Statutory Federal Income Tax Rate to Our Effective Rate for Continuing Operations (Detail)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Tax Disclosure [Abstract]
Statutory federal income tax rate	35.00%	35.00%	35.00%	35.00%
State income taxes, net of federal income tax	8.10%	2.60%	6.50%	6.10%
Valuation allowance	(0.30%)	2126.50%	(3.30%)	(849.10%)
Stock compensation windfall benefit	(1.70%)		(2.60%)
Permanent differences	(13.60%)	14.10%	(5.70%)	(2.30%)
Other		1.50%	0.20%	(0.60%)
Total effective rate for continuing operations	27.50%	2179.70%	30.10%	(810.90%)

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Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Tax Disclosure [Abstract]
Pre-tax income, required in future periods to fully realize federal deferred tax assets			$ 231.2
Increase (Decrease) in valuation allowance related to net deferred tax	$ 0.1	$ 117.6	$ 3.8	$ 128.6
Ownership change percentage criteria under Section 382 of the Internal Revenue Code			50.00%
Testing period			3 years

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Commitments and Contingencies - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2017 States
Commitments And Contingencies Disclosure [Abstract]
Construction defect legal claims in states	2

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Segment and Product Information - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2017 Store States Region Segment
Segment Reporting [Abstract]
Number of Locations | Store	402
Number of states | States	40
Number of geographic regions | Region	9
Number of operating segments | Segment	9

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Segment and Product Information - Schedule of Reconciling Information by Reportable Segments (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	$ 1,878,909	$ 1,745,958	$ 5,255,270	$ 4,820,372
Depreciation & Amortization	23,031	25,552	70,796	86,901
Interest	33,836	92,290	103,703	170,316
Income (loss) before income taxes	54,848	(6,033)	116,599	15,142
Operating Segments
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	1,829,204	1,700,283	5,110,446	4,696,572
Depreciation & Amortization	17,474	19,430	53,413	67,890
Interest	25,999	23,541	74,327	65,417
Income (loss) before income taxes	78,256	71,176	197,441	168,798
Operating Segments | Northeast
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	341,188	328,529	949,484	912,314
Depreciation & Amortization	3,233	4,009	10,185	14,897
Interest	5,442	5,058	15,694	13,817
Income (loss) before income taxes	11,875	10,613	26,665	25,677
Operating Segments | Southeast
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	388,881	356,694	1,132,598	1,027,283
Depreciation & Amortization	2,689	2,626	7,882	8,930
Interest	6,064	5,452	17,254	14,518
Income (loss) before income taxes	10,661	9,829	35,079	29,479
Operating Segments | South
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	463,562	451,342	1,394,513	1,284,466
Depreciation & Amortization	4,953	5,048	14,683	16,930
Interest	5,883	5,859	17,605	16,700
Income (loss) before income taxes	21,513	20,078	67,996	55,737
Operating Segments | West
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	635,573	563,718	1,633,851	1,472,509
Depreciation & Amortization	6,599	7,747	20,663	27,133
Interest	8,610	7,172	23,774	20,382
Income (loss) before income taxes	34,207	30,656	67,701	57,905
All other
Entity Wide Information Revenue From External Customer [Line Items]
Net Sales	49,705	45,675	144,824	123,800
Depreciation & Amortization	5,557	6,122	17,383	19,011
Interest	7,837	68,749	29,376	104,899
Income (loss) before income taxes	$ (23,408)	$ (77,209)	$ (80,842)	$ (153,656)

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Segment and Product Information - Segment Reporting Information by Product Category (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	$ 1,878,909	$ 1,745,958	$ 5,255,270	$ 4,820,372
Lumber And Lumber Sheet Goods
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	679,902	592,770	1,867,613	1,615,062
Manufactured Products
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	318,565	301,563	900,880	824,242
Windows, Doors And Millwork
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	347,462	337,155	1,016,674	963,247
Gypsum, Roofing And Insulation
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	147,960	145,618	409,417	396,582
Siding, Metal And Concrete Products
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	183,517	176,557	498,935	476,593
Other Building Products And Services
Entity Wide Information Revenue From External Customer [Line Items]
Net sales	$ 201,503	$ 192,295	$ 561,751	$ 544,646

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Related Party Transactions - Additional Information (Detail) - PGT, Inc. - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Related Party Transaction [Line Items]
Windows purchased from PGT, Inc.	$ 2.9	$ 2.8	$ 9.4	$ 8.0
Accounts payable to related parties	$ 1.4		$ 1.4		$ 1.4