Current Report

 

 

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

May 5, 2016

Date of Report (Date of earliest event reported)

 

 

Installed Building Products, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36307   45-3707650

(State or other jurisdiction

of incorporation)

 

(Commission

File No.)

 

(I.R.S. employer

identification number)

495 South High Street, Suite 50

Columbus, Ohio 43215

(Address of principal executive offices, including zip code)

(614) 221-3399

(Registrant’s telephone number, including area code)

 

 

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

 

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

 

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

 

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

 

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

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On May 5, 2016, Installed Building Products, Inc. (the “Company”) issued a press release reporting the financial results for the three months ended March 31, 2016. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed to be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission, except as shall be expressly set forth by specific reference in such filing.

 

Item 7.01 Regulation FD.

One or more representatives of the Company will meet with certain current and prospective investors during the second quarter of 2016. The materials used in connection with these meetings have been posted on the Company’s website (www.installeduildingproducts.com) under the Investor Relations section.

The information contained in this Item 7.01 is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Item 7.01 shall not be deemed to be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission, except as shall be expressly set forth by specific reference in such filing.

 

Item 8.01 Other Items.

Investors and others should note that the Company announces material financial information to investors using its website (www.installedbuildingproducts.com), SEC filings, press releases, public conference calls and webcasts. The Company expects to update investor presentations and similar materials on a regular basis and will continue to post such updates on its website each quarter. The Company encourages investors, the media and others interested in the Company to review the information it posts from time to time on its website.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number

  

Description

99.1    Press Release, dated May 5, 2016, announcing results for the three months ended March 31, 2016.

 


SIGNATURES

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

 

    INSTALLED BUILDING PRODUCTS, INC.
Date: May 5, 2016     By:  

/s/ Michael T. Miller

     

Executive Vice President and

Chief Financial Officer

 

 

 


EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Press Release, dated May 5, 2016, announcing results for the three months ended March 31, 2016.
Press Release

Exhibit 99.1

 

LOGO

INSTALLED BUILDING PRODUCTS REPORTS RESULTS

FOR FIRST QUARTER 2016

Net Revenue Increased 47.5% to $191.7 Million

Adjusted EBITDA Increased 154.8% to $19.3 Million

Operating Income Increased 254.0% to $10.6 Million

Columbus, Ohio, May 5, 2016. Installed Building Products, Inc. (the “Company” or “IBP”) (NYSE:IBP), an industry-leading installer of insulation and complementary building products, announced today results for the first quarter ended March 31, 2016.

First Quarter 2016 Highlights

 

    Net revenue increased 47.5% to $191.7 million

 

    Adjusted EBITDA increased 154.8% to $19.3 million

 

    Operating income improved 254.0% to $10.6 million

 

    Adjusted net income per diluted share increased 320% to $0.21

 

    In January 2016, acquired Key Green Builder Services, LLC d/b/a Key Insulation, which enhances the company’s presence in the Austin and San Antonio, Texas markets, with 2015 revenues of approximately $11.8 million

 

    In February 2016, acquired Phoenix, Arizona based Marshall Insulation, LLC., with 2015 revenues of approximately $4.0 million

 

    In February 2016, acquired Bakersfield, California based Kern Door Company, Inc., with 2015 revenues of approximately $4.5 million

 

    In February 2016, entered into a new five-year, $325 million senior secured credit facility with an accordion feature allowing the Company to increase the borrowing capacity to $400 million, subject to certain approvals

Recent Developments

 

    In April, 2016, acquired Alpine Insulation based in Sheboygan, Wisconsin with five operating locations throughout the state and approximately $23.9 million in revenues for 2015

“The 2016 first quarter was exceptionally strong, driven by market growth in completions, strong same branch sales, and the addition of our acquired branches,” stated Jeff Edwards, Chairman and Chief Executive Officer. “For the first quarter, IBP’s single family same branch sales increased 27.8% compared to growth in total US single family completions of 16.7%. In addition, the contribution from our acquired branches helped total revenues grow 47.5% to $191.7 million.”

Mr. Edwards continued, “A higher number of completed jobs and a more favorable mix of installation services helped improve first quarter profitability, compared to the same period last year. Incremental Adjusted EBITDA margin was 19.0% in the quarter, compared to 13.9% in last year’s first quarter, primarily due to strong same branch incremental Adjusted EBITDA margin of 25.4% for the quarter. 2016 has started off strong and we are encouraged by the positive momentum we continue to experience.”

 

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First Quarter 2016 Results Overview

For the first quarter of 2016, net revenue was $191.7 million, an increase of 47.5% from $129.9 million in the first quarter of 2015. On a same branch basis, net revenue improved 26.1% from the prior year quarter, with approximately 50.0% of the increase attributable to growth in the number of completed jobs and the remainder achieved through price gains and more favorable customer and product mix.

Gross profit improved 60.0% to $54.6 million from $34.1 million in the prior year quarter. Gross margin expanded to 28.5% from 26.3% in the prior year quarter, primarily due to higher revenue and a more profitable mix of business.

Selling, general and administrative expense (SG&A), as a percentage of net revenue, was 21.7% compared to 23.4% in the prior year quarter. Higher net revenue in the 2016 first quarter more than offset the higher costs needed to support our growth.

Adjusted EBITDA was $19.3 million, a 154.8% increase from $7.6 million in the prior year quarter, largely due to higher gross profit and an improvement in SG&A as a percentage of net revenue. Adjusted EBITDA, as a percentage of net revenue, grew 430 basis points to 10.1%, compared to 5.8% in the prior year quarter. Operating income improved 254.0% to $10.6 million, from $3.0 million in the prior year quarter.

Adjusted net income was $6.6 million, or $0.21 per diluted share, compared to $1.4 million, or $0.05 per diluted share in the prior year quarter. Adjusted net income adjusts for the impact of non-core items in both periods. On a GAAP basis, net income attributable to common stockholders was $5.8 million, or $0.19 per diluted share, compared to $1.2 million, or $0.04 per diluted share, in the prior year quarter.

Conference Call and Webcast

The Company will host a conference call and webcast on May 5, 2016 at 10:00 a.m. Eastern Time to discuss these results. To participate in the call, please dial 855-327-6837 (domestic) or 631-891-4304 (international). The live webcast will be available at www.installedbuildingproducts.com in the investor relations section. A replay of the conference call will be available through June 5, 2016, by dialing 877-870-5176 (domestic) or 858-384-5517 (international) and entering the passcode 10001076.

About Installed Building Products

Installed Building Products, Inc. is the nation’s second largest insulation installer for the residential new construction market and is also a diversified installer of complementary building products, including garage doors, rain gutters, shower doors, closet shelving and mirrors, throughout the United States. The Company manages all aspects of the installation process for its customers, including direct purchases of materials from national manufacturers, supply of materials to job sites and quality installation. The Company offers its portfolio of services for new and existing single-family and multi-family residential and commercial building projects from its national network of branch locations.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, including with respect to the demand for our services, expansion of our national footprint, our ability to

 

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capitalize on the new home construction recovery, our ability to strengthen our market position, our ability to pursue value-enhancing acquisitions, our ability to improve profitability and expectations for demand for our services for the remainder of 2016. Forward-looking statements may generally be identified by the use of words such as “anticipate,” “believe,” “expect,” “intends,” “plan,” and “will” or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Any forward-looking statements that we make herein and in any future reports and statements are not guarantees of future performance, and actual results may differ materially from those expressed in or suggested by such forward-looking statements as a result of various factors, including, without limitation, the factors discussed in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as the same may be updated from time to time in our subsequent filings with the Securities and Exchange Commission. Any forward-looking statement made by the Company in this press release speaks only as of the date hereof. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict these events or how they may affect it. The Company has no obligation, and does not intend, to update any forward-looking statements after the date hereof, except as required by federal securities laws.

Non-GAAP Financial Measures

In addition to the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains the non-GAAP financial measures of Adjusted EBITDA and Adjusted Net Income. The reasons for the use of Adjusted EBITDA, Adjusted Net Income and Adjusted Diluted Net Income Per Share Attributable to Common Stockholders, reconciliations of Adjusted EBITDA and Adjusted Net Income to the most directly comparable GAAP measures and other information relating to Adjusted EBITDA and Adjusted Net Income are included below following the unaudited condensed consolidated financial statements.

 

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INSTALLED BUILDING PRODUCTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

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

 

     Three months ended March 31,  
     2016      2015  

Net revenue

   $ 191,698       $ 129,948   

Cost of sales

     137,107         95,822   
  

 

 

    

 

 

 

Gross profit

     54,591         34,126   

Operating expenses

     

Selling

     11,251         8,112   

Administrative

     30,283         22,237   

Amortization

     2,479         789   
  

 

 

    

 

 

 

Operating income

     10,578         2,988   

Other expense

     

Interest expense

     1,553         698   

Other

     104         25   
  

 

 

    

 

 

 
     1,657         723   
  

 

 

    

 

 

 

Income before income taxes

     8,921         2,265   

Income tax provision

     3,108         1,023   
  

 

 

    

 

 

 

Net income attributable to common stockholders

   $ 5,813       $ 1,242   
  

 

 

    

 

 

 

Basic and diluted net income per share attributable to common stockholders

   $ 0.19       $ 0.04   
  

 

 

    

 

 

 

Weighted average shares outstanding:

     

Basic

     31,242,237         31,493,587   

Diluted

     31,330,971         31,494,848   

 

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INSTALLED BUILDING PRODUCTS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

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

 

     March 31,     December 31,  
     2016     2015  

ASSETS

    

Current assets

    

Cash

   $ 11,700      $ 6,818   

Accounts receivable (less allowance for doubtful accounts of $2,702 and $2,486 as March 31, 2016 and December 31, 2015, respectively)

     107,290        103,198   

Inventories

     31,012        29,337   

Other current assets

     8,908        10,879   
  

 

 

   

 

 

 

Total current assets

     158,910        150,232   

Property and equipment, net

     60,430        57,592   

Non-current assets

    

Goodwill

     93,715        90,512   

Intangibles, net

     69,775        67,218   

Other non-current assets

     9,220        8,018   
  

 

 

   

 

 

 

Total non-current assets

     172,710        165,748   
  

 

 

   

 

 

 

Total assets

   $ 392,050      $ 373,572   
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities

    

Current maturities of long-term debt

   $ 10,905      $ 10,021   

Current maturities of capital lease obligations

     7,962        8,411   

Accounts payable

     55,594        50,867   

Accrued compensation

     16,747        14,488   

Other current liabilities

     13,574        13,635   
  

 

 

   

 

 

 

Total current liabilities

     104,782        97,422   

Long-term debt

     118,209        113,214   

Capital lease obligations, less current maturities

     11,264        12,031   

Deferred income taxes

     15,287        14,582   

Other long-term liabilities

     22,512        21,840   
  

 

 

   

 

 

 

Total liabilities

     272,054        259,089   

Stockholders’ equity

    

Preferred Stock; $0.01 par value: 5,000,000 authorized and 0 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively

     —          —     

Common Stock; $0.01 par value: 100,000,000 authorized, 31,982,888 issued and 31,333,961 and 31,366,328 shares outstanding at March 31, 2016 and December 31, 2015, respectively

     320        320   

Additional paid in capital

     157,224        156,688   

Accumulated deficit

     (25,329     (31,142

Treasury Stock; at cost: 648,927 and 616,560 shares at March 31, 2016 and December 31, 2015, respectively

     (12,219     (11,383
  

 

 

   

 

 

 

Total stockholders’ equity

     119,996        114,483   
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 392,050      $ 373,572   
  

 

 

   

 

 

 

 

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INSTALLED BUILDING PRODUCTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands)

 

     Three Months Ended
March 31,
 
     2016     2015  

Cash flows from operating activities

    

Net income

   $ 5,813      $ 1,242   

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

    

Depreciation and amortization of property and equipment

     5,443        3,500   

Amortization of intangibles

     2,479        789   

Amortization of deferred financing costs and debt discount

     77        36   

Provision for doubtful accounts

     521        536   

Write-off of debt issuance costs

     286        —     

Gain on sale of property and equipment

     (79     (68

Noncash stock compensation

     536        102   

Deferred income taxes

     708        —     

Changes in assets and liabilities, excluding effects of acquisitions

    

Accounts receivable

     (3,045     2,094   

Inventories

     (1,364     (796

Other assets

     1,619        282   

Accounts payable

     3,557        (923

Income taxes payable

     284        1,046   

Other liabilities

     2,992        (1,855
  

 

 

   

 

 

 

Net cash provided by operating activities

     19,827        5,985   
  

 

 

   

 

 

 

Cash flows from investing activities

    

Purchases of property and equipment

     (6,503     (5,666

Acquisitions of businesses, net of cash acquired of $0 and $661, respectively

     (8,797     (30,019

Proceeds from sale of property and equipment

     190        153   

Other

     —          —     
  

 

 

   

 

 

 

Net cash used in investing activities

     (15,110     (35,532
  

 

 

   

 

 

 

Cash flows from financing activities

    

Proceeds from revolving line of credit under July 2014 Credit Agreement

     —          35,400   

Payments on revolving line of credit under July 2014 Credit Agreement

     —          (5,350

Proceeds from term loan under February 2016 Credit Agreement

     100,000        —     

Payments on term loan under April 2015 Credit Agreement

     (48,125     —     

Payments on delayed draw term loan under April 2015 Credit Agreement

     (50,000     —     

Proceeds from vehicle and equipment notes payable

     4,933        4,361   

Debt issuance costs

     (1,228     —     

Principal payments on long term debt

     (1,119     (766

Principal payments on capital lease obligations

     (2,348     (2,413

Acquisition-related obligations

     (1,112     —     

Repurchase of common stock

     —          (6,100

Surrender of restricted stock by employees

     (836     —     
  

 

 

   

 

 

 

Net cash provided by financing activities

     165        25,132   
  

 

 

   

 

 

 

Net change in cash

     4,882        (4,415

Cash at beginning of period

     6,818        10,761   
  

 

 

   

 

 

 

Cash at end of period

   $ 11,700      $ 6,346   
  

 

 

   

 

 

 

Supplemental disclosures of cash flow information

    

Net cash paid during the period for:

    

Interest

   $ 1,155      $ 646   

Income taxes, net of refunds

     2,398        (24

Supplemental disclosure of noncash investing and financing activities

    

Vehicles capitalized under capital leases and related lease obligations

     1,247        509   

Seller obligations in connection with acquisition of businesses

     1,052        5,486   

 

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Reconciliation of Non-GAAP Financial Measures

Adjusted EBITDA and Adjusted Net Income measure performance by adjusting EBITDA and GAAP net income attributable to common stockholders, respectively, for certain income or expense items that are not considered part of our core operations. We believe that the presentation of these measures provides useful information to investors regarding our results of operations because it assists both investors and us in analyzing and benchmarking the performance and value of our business.

We believe the Adjusted EBITDA measure is useful to investors and us as a measure of comparative operating performance from period to period as it measures our changes in pricing decisions, cost controls and other factors that impact operating performance, and removes the effect of our capital structure (primarily interest expense), asset base (primarily depreciation and amortization), items outside our control (primarily income taxes) and the volatility related to the timing and extent of other activities such as asset impairments and non-core income and expenses. Accordingly, we believe that this measure is useful for comparing general operating performance from period to period. In addition, we use various EBITDA-based measures in determining the achievement of awards under certain of our incentive compensation programs. Other companies may define Adjusted EBITDA differently and, as a result, our measure may not be directly comparable to measures of other companies. In addition, Adjusted EBITDA may be defined differently for purposes of covenants contained in our revolving credit facility or any future facility.

Although we use the Adjusted EBITDA measure to assess the performance of our business, the use of the measure is limited because it does not include certain material expenses, such as interest and taxes, necessary to operate our business. Adjusted EBITDA should be considered in addition to, and not as a substitute for, GAAP net (loss) income as a measure of performance. Our presentation of this measure should not be construed as an indication that our future results will be unaffected by unusual or non-recurring items. This measure has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Because of these limitations, this measure is not intended as an alternative to net (loss) income as an indicator of our operating performance, as an alternative to any other measure of performance in conformity with GAAP or as an alternative to cash flow (used in) provided by operating activities as a measure of liquidity. You should therefore not place undue reliance on this measure or ratios calculated using this measure.

We also believe the Adjusted Net Income measure is useful to investors and us as a measure of comparative operating performance from period to period as it measures our changes in pricing decisions, cost controls and other factors that impact operating performance, and removes the effect of certain non-core items such as discontinued operations, acquisition related expenses, the tax impact of these certain non-core items, and the volatility related to the timing and extent of other activities such as asset impairments and non-core income and expenses. Accordingly, we believe that this measure is useful for comparing general operating performance from period to period. Other companies may define Adjusted Net Income differently and, as a result, our measure may not be directly comparable to measures of other companies. In addition, Adjusted Net Income may be defined differently for purposes of covenants contained in our revolving credit facility or any future facility.

 

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INSTALLED BUILDING PRODUCTS, INC.

RECONCILIATION OF GAAP TO NON-GAAP MEASURES

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

The table below reconciles Adjusted Net Income to the most directly comparable GAAP financial measure, net income (loss) attributable to common stockholders, for the periods presented therein.

Per share figures may reflect rounding adjustments and consequently totals may not appear to sum.

 

     Three months ended March 31,  
     2016      2015  

Net income attributable to common stockholders, as reported

   $ 5,813       $ 1,242   

Adjustments for adjusted net income:

     

Write-off of capitalized loan costs

     286         —     

Share based compensation expense

     536         102   

Acquisition related expenses

     363         219   

Tax impact of adjusted items at 34.8% effective tax rate 1

     (412      (145
  

 

 

    

 

 

 

Adjusted net income

   $ 6,586       $ 1,418   
  

 

 

    

 

 

 

Weighted average shares outstanding (diluted)

     31,330,971         31,494,848   

Diluted net income per share attributable to common stockholders, as reported

   $ 0.19       $ 0.04   

Adjustments for adjusted net income, net of tax impact, per diluted share 2

     0.02         0.01   
  

 

 

    

 

 

 

Diluted adjusted net income per share

   $ 0.21       $ 0.05   
  

 

 

    

 

 

 

 

1 Effective tax rate of 34.8% and 45.2% as of March 31, 2016 and 2015, respectively, applied to the adjustments
2 Includes adjustments related to share-based compensation expense and acquisition related expenses

 

8


The table below reconciles Adjusted EBITDA to the most directly comparable GAAP financial measure, net income, for the periods presented therein.

Reconciliation of GAAP to Non-GAAP Measures

Adjusted EBITDA Calculations

 

     Three months ended
March 31,
 
     2016     2015  

Adjusted EBITDA:

    

Net income (GAAP)

   $ 5,813      $ 1,242   

Interest expense

     1,553        698   

Provision for income taxes

     3,108        1,023   

Depreciation and amortization

     7,921        4,289   
  

 

 

   

 

 

 

EBITDA

     18,395        7,252   
  

 

 

   

 

 

 

Acquisition related expenses

     363        219   

Share based compensation expense

     536        102   
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 19,294      $ 7,573   
  

 

 

   

 

 

 

Adjusted EBITDA margin

     10.1     5.8

Installed Building Products, Inc.

Supplementary Table

 

     Three months ended
March 31,
 
     2016      2015  

Period-over-period Growth

     

Sales Growth

     47.5      22.7

Same Branch Sales Growth

     26.1      14.0

Single-Family Sales Growth

     47.9      25.5

Single-Family Same Branch Sales Growth

     27.8      16.7

U.S. Housing Market 1

     

Total Completions Growth

     20.0      0.9

Single-Family Completions Growth

     16.7      0.5

Same Branch Sales Growth

     

Volume Growth

     13.8      6.8

Price/Mix Growth

     12.3      7.2

 

1  U.S. Census Bureau data, as revised

 

 

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Installed Building Products, Inc.

Components of Increase in Revenue and Adjusted EBITDA

 

     Three months ended March 31,  
     2016      % Total     2015      % Total  

Revenue Increase

          

Same Branch

   $ 33,949         55.0   $ 14,785         61.6

Acquired

     27,801         45.0     9,217         38.4
  

 

 

    

 

 

   

 

 

    

 

 

 

Total

   $ 61,750         100.0   $ 24,002         100.0
        Adj EBITDA           Adj EBITDA   
        Contribution           Contribution   
     

 

 

      

 

 

 

Adjusted EBITDA

          

Same Branch

   $ 8,617         25.4   $ 2,786         18.8

Acquired

     3,104         11.2     555         6.0
  

 

 

    

 

 

   

 

 

    

 

 

 

Total

   $ 11,721         19.0   $ 3,341         13.9

Source: Installed Building Products, Inc.

Contact Information:

Investor Relations:

614-221-9944

investorrelations@installed.net

 

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