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Item 2 — Management's Discussion and Analysis
Builders Firstsource, Inc. · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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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, 2025, included in our 2025 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.
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, industry and business outlook 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 (the “Exchange Act”). Readers are cautioned not to place undue reliance on forward-looking statements. In addition, oral statements made by the Company’s directors, officers and employees to the investor and analyst communities, media representatives and others, depending upon their nature, may also constitute forward-looking statements. All forward-looking statements are based upon currently available information and the Company’s current assumptions, expectations and projections about future events. Forward-looking statements are by nature inherently uncertain, and actual results or events may differ materially from the results or events described in the forward-looking statements as a result of many factors. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements involve risks and uncertainties, many of which are beyond the Company’s control or may be currently unknown to the Company, that could cause actual events or results to differ materially from the events or results described in the forward-looking statements; such risks or uncertainties include those related to the Company’s growth strategies, including acquisitions, organic growth and digital and technology strategies, including the Company’s ability to drive growth by incorporating artificial intelligence and machine learning solutions into its platform, or the dependence of the Company’s revenues and operating results on, among other things, the homebuilding industry and, to a lesser extent, repair and remodel activity, which in each case is dependent on economic conditions, including inflation, interest rates, home size and affordability, consumer confidence, labor and supply shortages, tariffs and duties and also lumber and other commodity prices. The Company may not succeed in addressing these and other risks. Further information regarding the risk factors that could affect the Company’s financial and other results can be found in the risk factors section of the Company’s 2025 Form 10-K and may also be described from time to time in the other reports the Company files 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 provider of building materials for professional builders in new residential construction and repair and remodeling. We deliver integrated homebuilding solutions by manufacturing, supplying, and installing a full range of structural and related building products. The Company operates approximately 565 locations in 43 states across the United States, which are internally organized into two geographic operating divisions (East and West), which represent the Company’s operating segments. Due to the similar economic characteristics, categories of products, distribution methods and customers, our two operating segments are aggregated into one reportable segment.
Our leading network of strategically located manufacturing facilities produces factory-built roof and floor trusses, wall panels, vinyl windows, custom millwork and trim, manufactured and semi-custom modular homes, as well as engineered wood that we design and cut specifically for each home. We also assemble interior and exterior doors into pre-hung units for easy installation. Additionally, we distribute a wide range of building products, including lumber, sheet goods, windows, doors, millwork, and specialty items. Our services, which vary by market, include, among others, professional installation, turnkey framing, and shell construction. Supported by the latest construction innovations and digital solutions, we help drive greater efficiency across homebuilding.
RECENT DEVELOPMENTS
Business Combinations
Through June 30, 2026, we completed the acquisitions of PBC and Precision Design for an aggregate purchase price of approximately $31.0 million. Among other opportunities, these acquisitions further expand our market footprint and provide additional operations in our value-added product categories. These transactions are described in further detail in Note 2 to the condensed consolidated financial statements included in Part I, Item 1 of this quarterly report on Form 10-Q.
Company Shares Repurchases
During the six months ended June 30, 2026, the Company repurchased 3.3 million shares at a weighted average price of $92.25 per share, for a total cost of $302.9 million, inclusive of applicable fees and taxes. On April 29, 2026, the Company’s board of directors authorized the repurchase of up to $500.0 million of the Company’s outstanding shares of common stock, inclusive of the approximately $200.0 million remaining under the Company’s prior April 2025 $500.0 million share repurchase authorization.
CURRENT OPERATING CONDITIONS AND OUTLOOK
According to the U.S. Census Bureau, actual U.S. total housing starts were 372 thousand for the second quarter of 2026, a decrease of 0.7% compared to the second quarter of 2025. Actual U.S. single-family starts for the second quarter of 2026 were 253 thousand, representing a decrease of 4.2%, compared to the second quarter of 2025.
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A composite of third-party sources, including the National Association of Home Builders and John Burns Research and Consulting, are forecasting approximately 1.3 million U.S. total housing starts and 910 thousand U.S. single-family housing starts for 2026. These forecasts represent decreases of 2.3% and 3.2%, respectively, compared to 2025 housing starts data, as reported by the U.S. Census Bureau.
Notwithstanding these headwinds, we believe the housing industry’s long-term outlook is positive and that it remains underbuilt due to growth in the underlying demographics relative to historical new construction levels. However, consumer confidence and macroeconomic uncertainty, including domestic and global conditions, fluctuations in interest rates, stock market volatility, and the impact of changes in tariffs and inflation, have adversely impacted, and may continue to adversely impact near-term housing industry demand as homes are less affordable for consumers, investors, and builders. Despite these challenges, we believe we are well-positioned to grow and capture market share as industry conditions improve in the long term. Our focus remains on managing the business through this cycle by maintaining disciplined working capital practices, including closely monitoring the credit exposure of our customers, maintaining appropriate inventory levels, and working with our vendors to improve payment terms. We strive to achieve the appropriate balance of short-term expense control while maintaining the expertise and capacity to grow the business.
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 cyclical nature of the homebuilding industry;
•General economic conditions in the markets in which we compete;
•The volatility of lumber prices;
•The pricing policies of our competitors;
•Disruptions in our supply chain; and
•The production schedules of our customers.
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 first and second quarters of the year due to higher sales during the peak residential construction season. These increases may result in negative operating cash flows during this peak season, which historically have been financed through available cash and borrowing availability under credit facilities. Generally, collection of receivables and reduction in inventory levels following the peak building and construction season positively impact cash flow.
RESULTS OF OPERATIONS
The following table sets forth the percentage relationship to net sales of certain costs, expenses and income (loss) items:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Net sales 100.0 % 100.0 % 100.0 % 100.0 %
Cost of sales 71.9 % 69.3 % 71.8 % 69.4 %
Gross margin 28.1 % 30.7 % 28.2 % 30.6 %
Selling, general and administrative expenses 24.8 % 23.3 % 26.2 % 24.3 %
Income from operations 3.3 % 7.4 % 2.0 % 6.3 %
Interest expense, net 1.9 % 1.7 % 2.1 % 1.7 %
Income tax expense 1.5 % 1.3 % 0.6 % 1.0 %
Net income (loss) (0.1 )% 4.4 % (0.7 )% 3.6 %
Three Months Ended June 30, 2026 Compared with the Three Months Ended June 30, 2025
Net Sales. Net sales for the three months ended June 30, 2026, were $3.9 billion, an 8.8% decrease from net sales of $4.2 billion for the three months ended June 30, 2025. Core organic sales decreased net sales by 7.0%, primarily due to a lower housing starts environment and related headwinds, while commodity price deflation decreased net sales by another 2.7%. These decreases were partially offset by an increase in net sales from acquisitions of 0.9%.
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The following table shows net sales classified by product category:
Three Months Ended June 30,
2026 2025
(in millions)
Net Sales % of Net Sales Net Sales % of Net Sales % Change
Manufactured products (1) $ 831.6 21.5 % $ 959.3 22.7 % (13.3 )%
Windows, doors and millwork (1) 954.6 24.7 % 1,050.7 24.8 % (9.1 )%
Specialty building products and services 1,036.9 26.9 % 1,092.5 25.8 % (5.1 )%
Lumber and lumber sheet goods 1,039.4 26.9 % 1,131.6 26.7 % (8.1 )%
Net sales $ 3,862.5 100.0 % $ 4,234.1 100.0 % (8.8 )%
(1) Manufactured products and windows, doors and millwork are collectively referred to as total value-added products.
We experienced decreased net sales in our manufactured products category primarily due to a lower single-family housing starts environment and commodity price deflation, partially offset by an increase in net sales from acquisitions. Our windows, doors and millwork and specialty building products and services net sales decreased primarily due to decreased single-family activity resulting from a lower housing starts environment, partially offset by an increase in net sales from acquisitions. Our lumber and lumber sheet goods category decreased primarily due to commodity price deflation and a lower single-family housing starts environment, partially offset by an increase in net sales from acquisitions.
Gross Margin. Gross margin decreased $0.2 billion to $1.1 billion. Our gross margin percentage decreased to 28.1% in the second quarter of 2026 from 30.7% in the second quarter of 2025, a 2.6% decrease. This decrease was primarily driven by a lower housing starts environment and related headwinds.
Selling, General and Administrative Expenses. Selling, general and administrative expenses decreased by $29.5 million, or 3.0%, primarily due to lower variable compensation resulting from decreased net sales and lower wages as a result of cost saving actions, partially offset by expenses from our ongoing enterprise resource planning system implementation and higher fuel costs.
As a percentage of net sales, selling, general and administrative expenses increased to 24.8%, up from 23.3%, for the three months ended June 30, 2026 and 2025, respectively, primarily attributable to reduced operating leverage.
Interest Expense, Net. Interest expense was $76.1 million in the second quarter of 2026, an increase of $4.1 million from the second quarter of 2025. The increase was primarily due to additional interest expense from purchase options exercised related to other finance obligations.
Income Tax Expense. We recorded income tax expense of $56.3 million and $54.3 million in the second quarters of 2026 and 2025, respectively. The increase in the tax expense was primarily driven by a settlement agreement with the IRS regarding the treatment of certain research and development expenses claimed in prior years. As a result of the settlement agreement, we recognized a discrete income tax expense of approximately $43.9 million in the current year period, which significantly increased income tax expense and our effective tax rate. Excluding the impact of the settlement agreement, income tax expense decreased primarily as a result of a decrease in income before income taxes in the current period. Our effective tax rate was 107.4% in the second quarter of 2026, compared to 22.7% in the second quarter of 2025.
Six Months Ended June 30, 2026 Compared with the Six Months Ended June 30, 2025
Net Sales. Net sales for the six months ended June 30, 2026, were $7.1 billion, a 9.4% decrease from net sales of $7.9 billion for the six months ended June 30, 2025. Core organic sales decreased net sales by 7.5%, primarily due to a lower housing starts environment and related headwinds, while commodity price deflation decreased net sales by another 3.0%. These decreases were partially offset by increased net sales from acquisitions of 1.1%.
The following table shows net sales classified by product category:
Six Months Ended June 30,
2026 2025
(in millions)
Net Sales % of Net Sales Net Sales % of Net Sales % Change
Manufactured products (1) $ 1,566.2 21.9 % $ 1,813.2 23.0 % (13.6 )%
Windows, doors and millwork (1) 1,808.6 25.3 % 1,994.8 25.3 % (9.3 )%
Specialty building products & services 1,890.2 26.4 % 1,981.1 25.1 % (4.6 )%
Lumber & lumber sheet goods 1,884.6 26.4 % 2,102.5 26.6 % (10.4 )%
Net sales $ 7,149.6 100.0 % $ 7,891.6 100.0 % (9.4 )%
(1) Manufactured products and windows, doors and millwork are collectively referred to as total value-added products.
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We experienced decreased net sales in our manufactured products category primarily due to a lower single-family housing starts environment and commodity price deflation, partially offset by an increase in net sales from acquisitions. Our windows, doors and millwork and specialty building products and services net sales decreased primarily due to decreased single-family activity resulting from a lower housing starts environment, partially offset by an increase in net sales from acquisitions. Our lumber and lumber sheet goods category decreased primarily due to commodity price deflation and a lower single-family housing starts environment, partially offset by an increase in net sales from acquisitions.
Gross Margin. Gross margin decreased $0.4 billion to $2.0 billion, and our gross margin percentage decreased to 28.2% for the six months ended June 30, 2026, from 30.6% in the six months ended June 30, 2025, a 2.4% decrease. This decrease was primarily driven by a lower housing starts environment and related headwinds.
Selling, General and Administrative Expenses. Selling, general and administrative expenses decreased $47.8 million, or 2.5%. This decrease was primarily due to lower variable compensation resulting from decreased net sales and lower wages as a result of cost saving actions, partially offset by additional operating expenses from locations acquired within the last twelve months and expenses from our ongoing enterprise resource planning system implementation.
As a percentage of net sales, selling, general and administrative expenses increased to 26.2% up from 24.3% for the six months ended June 30, 2026 and 2025, respectively, primarily attributable to reduced operating leverage.
Interest Expense, Net. Interest expense was $150.5 million in the six months ended June 30, 2026, an increase of $13.6 million from the six months ended June 30, 2025. Interest expense increased primarily due to additional interest expense from purchase options exercised related to other finance obligations.
Income Tax Expense. We recorded income tax expense of $45.8 million and $77.5 million for the six months ended June 30, 2026 and 2025, respectively. Current period tax expense was primarily driven by a settlement agreement with the IRS regarding the treatment of certain research and development expenses claimed in prior years. As a result of the settlement agreement, we recognized a discrete income tax expense of approximately $43.9 million in the current year period, which significantly increased income tax expense and decreased our effective tax rate. Excluding the impact of the settlement agreement, income tax expense decreased primarily as a result of a net loss before income taxes in 2026 compared to net income in 2025. Due to the Company’s loss before income taxes and the recognition of the discrete tax expense associated with the IRS settlement agreement, the effective tax rate for the six months ended June 30, 2026 is not meaningful and not comparable to the effective tax rate of 21.6% for the six months ended June 30, 2025.
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 growth opportunities. Our capital resources at June 30, 2026, consist of cash on hand and borrowing availability under our Revolving Facility.
Our Revolving Facility is primarily used for working capital, general corporate purposes and funding capital expenditures and growth opportunities. In addition, we may use borrowings under the Revolving Facility to facilitate debt repayment and consolidation, invest in strategic acquisitions, and fund share repurchases. Availability under the Revolving Facility is determined by a borrowing base. Our borrowing base consists of accounts receivable, inventory, 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.
The following table shows our borrowing base and excess availability as of:
June 30, 2026 December 31, 2025
(in millions)
Accounts receivable availability $ 909.8 $ 686.2
Inventory availability 910.4 804.2
Gross availability 1,820.2 1,490.4
Less:
Agent-specified reserves (59.4 ) (42.6 )
Plus:
Cash in qualified accounts 40.0 159.1
Borrowing base 1,800.8 1,606.9
Aggregate revolving commitments 2,200.0 2,200.0
Maximum borrowing amount (lesser of borrowing base and aggregate revolving commitments) 1,800.8 1,606.9
Less:
Outstanding borrowings (165.0 ) —
Letters of credit (76.0 ) (79.6 )
Net excess borrowing availability on revolving facility $ 1,559.8 $ 1,527.3
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As of June 30, 2026, we had $165.0 million outstanding borrowings under our Revolving Facility, and our net excess borrowing availability was $1.6 billion after being reduced by outstanding letters of credit totaling $76.0 million. Excess availability must equal or exceed a minimum specified amount, currently $180.1 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 June 30, 2026.
Liquidity
Our liquidity at June 30, 2026, was $1.6 billion, consisting of approximately $1.5 billion in net borrowing availability under the Revolving Facility and $0.1 billion cash on hand.
Our level of indebtedness results in significant 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, we may repurchase or call our notes, repay, refinance or modify our debt or otherwise enter into transactions regarding our capital structure.
If industry conditions deteriorate or if 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, managing our working capital, and/or divesting of non-core businesses. There are no assurances that these steps would prove successful or materially improve our liquidity position.
Consolidated Cash Flows
Cash provided by operating activities was $155.5 million for the six months ended June 30, 2026, compared to cash provided by operating activities of $473.4 million for the six months ended June 30, 2025. The decrease in cash provided by operating activities was primarily driven by a net loss in the current period compared to net income in the prior year period, partially offset by an increase in deferred income tax liabilities and a decrease in net working capital in the first six months of 2026.
For the six months ended June 30, 2026, cash used in investing activities decreased $952.4 million compared to the six months ended June 30, 2025, primarily due to $859.6 million less cash used for acquisitions.
Cash used in financing activities was $164.5 million for the six months ended June 30, 2026, which consisted primarily of using $303.5 million for repurchases of common stock, partially offset by $165.0 million in net borrowings on the Revolving Facility. Cash provided by financing activities was $519.5 million for the six months ended June 30, 2025, which consisted primarily of a net $739.3 million received for the issuance of the 6.75% 2035 Notes, and $233.0 million net borrowings on the Revolving Facility, offset by $414.0 million for repurchases of common stock.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Critical accounting policies are those that are both important to the accurate portrayal of a company’s financial condition and results, and require subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
To prepare financial statements that conform to generally accepted accounting principles, we make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. Certain estimates are particularly sensitive due to their significance to the financial statements and the possibility that future events may be significantly different from our expectations.
Refer to Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 Form 10-K for a discussion of our critical accounting estimates and assumptions.
RECENT ACCOUNTING PRONOUNCEMENTS
Information regarding recent accounting pronouncements is discussed in Note 1 to the condensed consolidated financial statements included in Part I, Item 1 of this quarterly report on Form 10-Q.