8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): July 22, 2020

UFP INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Michigan (State or other Jurisdiction of Incorporation) 0-22684 (Commission File Number) 38-1465835 (IRS Employer Identification No.)

2801 East Beltline, NE Grand Rapids, Michigan (Address of Principal Executive Offices) 49525 (Zip Code)

Registrant's telephone number, including area code: (616) 364-6161

None

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	UFPI	The NASDAQ Stock Market, LLC

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

Emerging growth company ☐

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

Item 2.02        Results of Operations and Financial Condition

On July 22, 2020, the Registrant issued a press release announcing its financial results for the quarter-ended June 27, 2020.  A copy of the Registrant’s press release is attached as Exhibit 99(a) to this Current Report.

Item 9.01        Financial Statements, Pro Forma Financial Information, and Exhibits

(c)Exhibits

99(a)       Press Release dated July 22, 2020.

104 Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document).

2

EXHIBIT INDEX

Exhibit Number	Document
99(a)	Press Release, dated July 22, 2020.
104	Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).

3

SIGNATURE

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.

	UNIVERSAL FOREST PRODUCTS, INC.
	(Registrant)
Dated: July 22, 2020	By:	/s/ Michael R. Cole
		Michael R. Cole
		Principal Financial Officer and Treasurer

4

EX-99

UFP Industries, Inc.

Page 1

Exhibit 99(a)

News release

---------------AT THE COMPANY---------------

Dick Gauthier

VP, Business Outreach

(616) 365-1555

FOR IMMEDIATE RELEASE

Wednesday, July 22, 2020

UFP Industries Reports Record Net Earnings for Second Quarter
- Diluted EPS up 23 percent, EBITDA up 22 percent –

GRAND RAPIDS, Mich., Wednesday, July 22, 2020 – UFP Industries, Inc. (Nasdaq: UFPI) today announced record net earnings attributable to controlling interest of $66.5 million for the second quarter of 2020, as well as record EPS of $1.08 per diluted share, a 23 percent increase over the same period of 2019.

“I am very grateful that our operations were deemed essential and we were able to continue to serve customers during the second quarter,” said CEO Matthew J. Missad. “I am also grateful to our customers, many of whom continued to operate by finding new ways to serve the public and keep their employees safe. Their extraordinary efforts contributed to the success we experienced in the second quarter.

“While virus-related shutdowns negatively impacted our industrial and construction segments in ways we expected, the increase in home improvement activity resulting from stay-at-home orders benefited our retail segment. Conditions improved as we progressed through the second quarter, as demand in our retail segment accelerated sharply while the headwinds in our industrial and construction segments eased. Overall, our results once again validate our balanced business model and diverse product portfolio, which combine to mitigate the risk of a decline in a single market.

“We experienced much greater than expected demand for our home improvement products, and I give credit to our managers, treating and production teams, and buyers who worked tirelessly to fill customer orders and continue to do so. Our decentralized, entrepreneurial model empowers our local leaders with the decision-making authority they need to respond quickly to market changes, and our experienced team answered the call again, just as they have during other challenging times. They rapidly adapted to the changes in the markets they serve and made the changes necessary to keep our employees safe.”

The company continues to execute strategies to grow and enhance its value-added service and product offering, including:

● The company recently acquired T&R Lumber, which manufactures and distributes a range of products used primarily by nurseries, including tree boxes, plastic containers, stakes and trellises.

● New product sales grew 6 percent, driven by retail sales, which grew nearly 16 percent

UFP Industries, Inc.

Page 2

UFP Industries maintains a disciplined and balanced approach to capital allocation with ample availability for growth and to return to shareholders. The company’s long-term credit facilities and cash currently provide over $562 million in available liquidity, and it continues to maintain a strong pipeline of acquisition targets. Additionally, on July 22, 2020, the company’s board approved a quarterly dividend payment of 12.5 cents a share, a prorated 25 percent increase over the dividends paid in 2019. The dividend is payable on September 15, 2020, to shareholders of record on September 1, 2020. During the first quarter, the company repurchased 750,000 shares of its common stock at an average price of $38.62; it is authorized to repurchase an additional 1.1 million shares.

Second Quarter 2020 Highlights (comparisons on a year-over-year basis):

- Earnings from operations of $92.4 million were up 24 percent, and net earnings attributable to controlling interest of $66.5 million were up 22 percent

- EBITDA of $110.4 million increased by 22 percent

- Net sales of $1.24 billion; higher lumber prices contributed 3 percent in net sales which was substantially offset by a 3 percent decrease in units sold

- Operating cash flow more than doubled to $147.2 million for the first six months of 2020, up 107 percent over the same period of 2019

- Cash reserves exceed debt by almost $37 million

By business segment, the company reported the following second-quarter results:

UFP Retail

● $609.2 million in net sales, up 26 percent over the second quarter of 2019. Retail unit sales increased 22 percent, with higher selling prices increasing sales by 4 percent. The following business units drove unit sales growth: Home and Décor (up 72 percent); ProWood (up 27 percent); Fence, Lawn and Garden (up 23 percent); and UFP-Edge (up 9 percent). Retail sales growth accelerated as the second quarter progressed, with year-over-year sales increasing from 3 percent higher in April to 47 percent higher in June.

UFP Industrial

● $224.4 million in net sales, down 23 percent from the second quarter of 2019. Unit sales decreased 27 percent, while higher selling prices contributed a 4 percent increase in gross sales. Industrial sales showed steady improvement as the second quarter progressed, with year-over-year sales improving from 32 percent lower in April to 14 percent lower in June.

UFP Construction

● $359.2 million in net sales, down 13 percent from the second quarter of 2019, due to a 16 percent decrease in unit sales and a 3 percent increase in selling prices. Unit sales fell in all business units: Concrete Forming (down 5 percent), Site Built (down 15 percent), Commercial (down 19 percent), and Factory Built (down 20 percent). Construction sales showed steady improvement as the second quarter progressed, with year-over-year sales improving from 19 percent lower in April to 6 percent lower in June.

CONFERENCE CALL

UFP Industries will conduct a conference call to discuss information included in this news release and related matters at 8:30 a.m. ET on Thursday, July 23, 2020. The call will be hosted by CEO Matthew J. Missad and CFO Michael Cole, and will be available for analysts and institutional investors domestically at 866-518-4547 and internationally at 213-660-0879. Use conference pass code 6095819. The conference call will be available simultaneously and in its entirety to all interested investors and news media through a webcast at http://www.ufpi.com. A replay of the call will be available through July 25, 2020, at 855-859-2056 or 404-537-3406.

UFP Industries, Inc.

Page 3

UFP Industries, Inc. (formerly Universal Forest Products, Inc.)

UFP Industries is a holding company whose subsidiaries supply wood, wood composite and other products to three robust markets: retail, construction and industrial. Founded in 1955, the company is headquartered in Grand Rapids, Mich., with affiliates throughout North America, Europe, Asia and Australia. For more about UFP Industries, go to www.ufpi.com.

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act, as amended, that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the markets we serve, the economy and the Company itself. Words like “anticipates,” “believes,” “confident,” “estimates,” “expects,” “forecasts,” “likely,” “plans,” “projects,” “should,” variations of such words, and similar expressions identify such forward-looking statements. These statements do not guarantee future performance and involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. The Company does not undertake to update forward-looking statements to reflect facts, circumstances, events, or assumptions that occur after the date the forward-looking statements are made. Actual results could differ materially from those included in such forward-looking statements. Investors are cautioned that all forward-looking statements involve risks and uncertainty. Among the factors that could cause actual results to differ materially from forward-looking statements are the following: fluctuations in the price of lumber; adverse or unusual weather conditions; adverse economic conditions in the markets we serve; government regulations, particularly involving environmental and safety regulations; and our ability to make successful business acquisitions. Certain of these risk factors as well as other risk factors and additional information are included in the Company's reports on Form 10-K and 10-Q on file with the Securities and Exchange Commission.

Non-GAAP Financial Information

This release includes certain financial information not prepared in accordance with U.S. GAAP. Because not all companies calculate non-GAAP financial information identically (or at all), the presentations herein may not be comparable to other similarly titled measures used by other companies. Management considers EBITDA, a non-GAAP measure, an alternative performance measure which may provide useful information to investors.

# # #

UFP Industries, Inc.

Page 4

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED

JUNE 2020/2019

		Quarter Period								Year to Date
(In thousands, except per share data)		2020				2019				2020				2019
NET SALES		$	1,242,001	100	%	$	1,239,817	100	%	$	2,274,063	100	%	$	2,254,943	100	%
COST OF GOODS SOLD			1,037,070	83.5			1,053,091	84.9			1,901,896	83.6			1,913,950	84.9
GROSS PROFIT			204,931	16.5			186,726	15.1			372,167	16.4			340,993	15.1
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES			113,781	9.2			112,891	9.1			223,121	9.8			218,207	9.7
OTHER	`		(1,209)	(0.1)			(402)	—			(1,944)	(0.1)			103	—
EARNINGS FROM OPERATIONS			92,359	7.4			74,237	6.0			150,990	6.6			122,683	5.4
OTHER EXPENSE, NET			(992)	(0.1)			1,725	0.1			3,747	0.2			2,592	0.1
EARNINGS BEFORE INCOME TAXES			93,351	7.5			72,512	5.8			147,243	6.5			120,091	5.3
INCOME TAXES			23,657	1.9			17,367	1.4			36,979	1.6			28,944	1.3
NET EARNINGS			69,694	5.6			55,145	4.4			110,264	4.8			91,147	4.0
LESS NET EARNINGS ATTRIBUTABLE TO NONCONTROLLING INTEREST			(3,231)	(0.3)			(630)	(0.1)			(3,642)	(0.2)			(1,092)	—
NET EARNINGS ATTRIBUTABLE TO CONTROLLING INTEREST		$	66,463	5.4		$	54,515	4.4		$	106,622	4.7		$	90,055	4.0
EARNINGS PER SHARE - BASIC		$	1.08			$	0.88			$	1.73			$	1.46
EARNINGS PER SHARE - DILUTED		$	1.08			$	0.88			$	1.73			$	1.46
COMPREHENSIVE INCOME			72,533				55,616				104,547				92,991
LESS COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST			(3,356)				(791)				(1,432)				(1,477)
COMPREHENSIVE INCOME ATTRIBUTABLE TO CONTROLLING INTEREST		$	69,177			$	54,825			$	103,115			$	91,514

UFP Industries, Inc.

Page 5

SUPPLEMENTAL SALES AND SG&A DATA
(In thousands)	Quarter Period						Year to Date
Segment Classification	2020			2019		%	2020			2019		%
Retail	$	$ 609,190		$	482,090	26.4%	$	961,351		$	815,190	17.9%
Industrial		224,379			291,245	-23.0%		480,922			566,004	-15.0%
Construction		359,170			414,825	-13.4%		740,325			779,962	-5.1%
All Other		49,411			52,669	-6.2%		91,804			94,779	-3.1%
Corporate		(149)			(1,012)	-85.3%		(339)			(992)	-65.8%
Total Net Sales	$	1,242,001		$	1,239,817	0.2%	$	2,274,063		$	2,254,943	0.8%
	2020		% of Sales	2019		% of Sales	2020		% of Sales	2019		% of Sales
SG&A, Excluding Bonus Expense	$	85,884	6.9%	$	94,620	7.6%	$	181,232	8.0%	$	187,554	8.3%
Bonus Expense		27,897	2.2%		18,271	1.5%		41,889	1.8%		30,653	1.4%
Total SG&A	$	113,781	9.2%	$	112,891	9.1%	$	223,121	9.8%	$	218,207	9.7%
SG&A, Excluding Bonus Expense as a Percentage of Gross Profit		41.9%			50.7%			48.7%			55.0%

UFP Industries, Inc.

Page 6

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

JUNE 2020/2019

(In thousands)
ASSETS		2020		2019	LIABILITIES AND EQUITY		2020		2019
CURRENT ASSETS					CURRENT LIABILITIES
Cash and cash equivalents	$	200,546	$	20,497	Cash overdraft	$	—	$	24,972
Restricted cash		724		1,024	Accounts payable		199,338		189,649
Investments		19,195		16,776	Accrued liabilities		233,088		164,812
Accounts receivable		522,930		483,263	Current portion of debt		2,786		173
Inventories		459,424		528,680
Other current assets		33,786		46,868
TOTAL CURRENT ASSETS		1,236,605		1,097,108	TOTAL CURRENT LIABILITIES		435,212		379,606
OTHER ASSETS		120,464		111,175
INTANGIBLE ASSETS, NET		299,963		273,804	LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS		161,057		187,471
					OTHER LIABILITIES		123,014		100,349
PROPERTY, PLANT AND EQUIPMENT, NET		401,576		368,572	EQUITY		1,339,325		1,183,233
TOTAL ASSETS	$	2,058,608	$	1,850,659	TOTAL LIABILITIES AND EQUITY	$	2,058,608	$	1,850,659

UFP Industries, Inc.

Page 7

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE SIX MONTHS ENDED

JUNE 2020/2019

(In thousands)		2020		2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	110,264	$	91,147
Adjustments to reconcile net earnings to net cash from operating activities:
Depreciation		31,330		29,200
Amortization of intangibles		3,129		2,946
Expense associated with share-based and grant compensation arrangements		2,303		2,209
Deferred income taxes (credit)		290		(536)
Unrealized loss (gain) on investment and other		473		(1,518)
Net gain on disposition and impairment of assets		(271)		(321)
Changes in:
Accounts receivable		(155,554)		(139,468)
Inventories		25,983		28,008
Accounts payable and cash overdraft		57,017		49,947
Accrued liabilities and other		72,246		9,334
NET CASH FROM OPERATING ACTIVITIES		147,210		70,948
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant, and equipment		(46,730)		(42,477)
Proceeds from sale of property, plant and equipment		644		977
Acquisitions and purchase of noncontrolling interest, net of cash received		(18,689)		(5,034)
Purchases of investments		(20,094)		(4,859)
Proceeds from sale of investments		18,339		3,667
Other		318		(10)
NET CASH USED IN INVESTING ACTIVITIES		(66,212)		(47,736)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving credit facilities		6,759		393,434
Repayments under revolving credit facilities		(6,498)		(408,027)
Repayments of debt		(3,077)		(3,061)
Proceeds from issuance of common stock		697		542
Dividends paid to shareholders		(15,374)		(12,271)
Distributions to noncontrolling interest		(299)		(900)
Repurchase of common stock		(29,212)		—
Other		32		28
NET CASH USED IN FINANCING ACTIVITIES		(46,972)		(30,255)
Effect of exchange rate changes on cash		(1,422)		366
NET CHANGE IN CASH AND CASH EQUIVALENTS		32,604		(6,677)
ALL CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		168,666		28,198
ALL CASH AND CASH EQUIVALENTS, END OF PERIOD	$	201,270	$	21,521
Reconciliation of cash and cash equivalents and restricted cash:
Cash and cash equivalents, beginning of period	$	168,336	$	27,316
Restricted cash, beginning of period		330		882
All cash and cash equivalents, beginning of period	$	168,666	$	28,198
Cash and cash equivalents, end of period	$	200,546	$	20,497
Restricted cash, end of period		724		1,024
All cash and cash equivalents, end of period	$	201,270	$	21,521

UFP Industries, Inc.

Page 8

EBITDA RECONCILIATION (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED

JUNE 2020/2019

	Quarter Period				Year to Date
(In thousands)	2020		2019		2020		2019
Net earnings	$	69,694	$	55,145	$	110,264	$	91,147
Interest expense		1,898		2,407		3,805		4,867
Interest and investment income		(189)		(512)		(530)		(757)
Income taxes		23,657		17,367		36,979		28,944
Expenses associated with share-based compensation arrangements		859		922		2,303		2,209
Net gain on disposition and impairment of assets		14		(199)		(271)		(321)
Unrealized loss (gain) on investments		(2,701)		(170)		472		(1,518)
Depreciation expense		15,613		14,725		31,330		29,200
Amortization of intangibles		1,558		1,094		3,129		2,946
EBITDA	$	110,403	$	90,779	$	187,481	$	156,717

UFP Industries, Inc.

Page 9

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS AS A PERCENTAGE OF SALES

CURRENT YEAR’S SALES STATED AT LAST YEAR’S SELLING PRICES (UNAUDITED)

FOR THE SIX MONTHS ENDED - JUNE 2020/2019

	Quarter Period
	Actual			Sales Adjusted to Last Year's Selling Price			Actual
		2020			2020			2019
NET SALES		100.0	%		100.0	%		100.0	%
COST OF GOODS SOLD		83.5			83.0			84.9
GROSS PROFIT		16.5			17.0			15.1
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES		9.2			9.5			9.1
OTHER		(0.1)			(0.1)			-
EARNINGS FROM OPERATIONS		7.4			7.7			6.0
OTHER EXPENSE, NET		(0.1)			(0.1)			0.1
EARNINGS BEFORE INCOME TAXES		7.5			7.8			5.8
INCOME TAXES		1.9			2.0			1.4
NET EARNINGS		5.6			5.8			4.4
LESS NET EARNINGS ATTRIBUTABLE TO
NONCONTROLLING INTEREST		(0.3)			(0.3)			(0.1)
NET EARNINGS ATTRIBUTABLE TO
CONTROLLING INTEREST		5.4	%		5.5	%		4.4	%
Note: Actual percentages are calculated and may not sum to total due to rounding.
2020 NET SALES	$	1,242,001
2020 SELL PRICE INCREASE		(3.00)	%
INCREASE IN 2020 NET SALES DUE TO SELL PRICE INCREASE	$	(37,260)
ACTUAL 2020 NET SALES		1,242,001
ADJUSTED 2020 NET SALES	$	1,204,741
ACTUAL 2020 COST OF GOODS SOLD	$	1,037,070
PLUS DIFFERENCE IN NET SALES (ABOVE)		(37,260)
ADJUSTED 2020 COST OF GOODS SOLD	$	999,810

XML

Document and Entity Information	Jul. 22, 2020
Document and Entity Information
Document Type	8-K
Document Period End Date	Jul. 22, 2020
Entity Registrant Name	UFP INDUSTRIES, INC.
Entity File Number	0-22684
Entity Incorporation, State or Country Code	MI
Entity Tax Identification Number	38-1465835
Entity Address, Address Line One	2801 East Beltline, NE
Entity Address, City or Town	Grand Rapids
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49525
City Area Code	616
Local Phone Number	364-6161
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	UFPI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000912767
Amendment Flag	false