Document 1
Exhibit 99.1
Q4 FY2025 Earnings Call June 18, 2025
2 Safe Harbor and B asis of Presentation Forward - Looking Statement Safe Harbor — This presentation includes “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can generally identify forward - looking statements by the Company’s use of forward - looking terminology such as “anticipate,” “bel ieve,” “confident,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “seek,” or “should,” or the negative thereof or other variations th ere on or comparable terminology. In particular, statements about the markets in which GMS operates and our products, including potential or expected growth in those markets and products, the eco nom y generally, our ability to navigate the evolving operating environment and execute our business, strategic initiatives and priorities and growth potential, closing of acquisi tio ns and integration of such acquisitions, future M&A and greenfields, inflation, mortgage and lending rates, capital structure, pricing (including but not limited to, fluctuations in co mmodity pricing), volumes, net sales, organic sales, gross margins, incremental EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, capital expenditures, free cash flow, future financial per formance and liquidity, the Company’s cost reduction initiatives and results thereof, and the ability of the Company to grow stronger contained in this presentation may be consid ere d forward - looking statements. Statements about our expectations, beliefs, plans, strategies, objectives, prospects, assumptions or future events or performance may be considere d f orward - looking statements. The Company has based forward - looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward - looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond its control. Forward - looking statements involve risks and uncertainties, including, but not limited to, those described in the “Risk Factors” section in t he Company’s most recent Annual Report on Form 10 - K, and in its other periodic reports filed with the SEC. In addition, the statements in this presentation are made as of June 18, 2025. Th e Company undertakes no obligation to update any of the forward - looking statements made herein, whether as a result of new information, future events, changes in expectation or otherwi se. These forward - looking statements should not be relied upon as representing the Company’s views as of any date subsequent to June 18, 2025. Use of Non - GAAP and Adjusted Financial Information — To supplement GAAP financial information, we use adjusted measures of operating results which are non - GAAP measures. This non - GAAP adjusted financial information is provided as additional information for investors. These adjusted results exclude certain costs, expenses, gains and losses, and we believe their exclusion can enhance an overall understanding of our past financial performance and also our prospects for the fu ture. These adjustments to our GAAP results are made with the intent of providing both management and investors a more complete understanding of our operating performance by excl udi ng non - recurring, infrequent or other non - cash charges that are not believed to be material to the ongoing performance of our business. The presentation of this additional inf ormation is not meant to be considered in isolation or as a substitute for GAAP measures of net income, diluted earnings per share or net cash provided by (used in) operating activities pr epared in accordance with generally accepted accounting principles in the United States. Please see the Appendix to this presentation for a further discussion on these non - GAAP measure s and a reconciliation of these non - GAAP measures to the most directly comparable GAAP measures.
3 Full Year Results Highlighted by Continued Platform Expansion, Cost Reductions and Strong Cash Flow Full Year FY 2025 Results 2 • Acquisitions helped drive slight growth in net sales for the year • Completed three strategic acquisitions during FY25 including Yvon Building Supply, R.S. Elliott and Howard & Sons Building Materials • Stubbornly high interest rates and general economic uncertainty negatively impacted the market sentiment to close out FY25 • Prices remained resilient in Wallboard, Ceilings and Complementary Products, while prices deteriorated in Steel Framing given the influence of other sectors on this product category • Strong cash flow generation; Free Cash Flow 1 was 67% of Adj EBITDA 1 for full year FY25 • Leveraging previous investments in technology and efficiency optimization, we implemented $55 million of annualized cost reductions during FY25; Full quarterly run rate should be realized in Q1 FY26 1 For a reconciliation of Adjusted EBITDA and Free Cash Flow to the most directly comparable GAAP metrics, see Appendix. 2 Comparisons are to FY2024 + 0.6% per day $5.5B Net Sales - 110 bps 31.2% Gross Margin - 58.2% $115.5M Net Income - 18.6% $500.9M Adj EBITDA 1 - 11.5% $383.6M Cash Provided by Ops - 10.6% $336.1M Free Cash Flow 1
4 Resilient Pricing and Strong Cash Flow Generation Amid Challenging Market Conditions During Q4 Q4 FY 2025 Results 2 • Solid results, better than forecasted, even as macroeconomic challenges continue • Strong cash flow generation; Free Cash Flow 1 was 167% of Adj EBITDA 1 for Q4 FY25 • Volume improvement in Ceilings and Complementary Products • Resilient or higher pricing in Wallboard, Ceilings and Complementary Products, while prices remained pressured in Steel Framing • Minimal direct impact expected from tariffs, except possibly setting the floor for near - term Steel Framing prices • Implemented $25 million of annualized cost reductions during Q4 FY25, bringing the total implemented during Fiscal Year 2025 to $55 million annualized 1 For a reconciliation of Adjusted EBITDA and Free Cash Flow to the most directly comparable GAAP metrics, see Appendix. 2 Comparisons are to Q4 FY2024 - 4.1% per day $1.3B Net Sales - 70 bps 31.2% Gross Margin - 53.7% $26.1M Net Income - 25.1% $109.8M Adj EBITDA 1 - 3.7% $196.8M Cash Provided by Ops - 1.8% $183.4M Free Cash Flow 1
5 MULTI - FAMILY MARKET • Stable or rising rents in most markets • New starts numbers indicate improving optimism • Less uncertainty in the market could spur improvement • Hope to see year - over - year declines in multi - family volumes ending by early Calendar 2026 Becoming Leaner & More Efficient as End Markets Expected to Remain Soft in the Near Term SINGLE FAMILY MARKET • Soft market conditions continuing • Fundamental need for housing in both the U.S. and Canada • Stubbornly high mortgage rates and overall affordability concerns keeping buyers on the sidelines for now • Given recent share gains and some regional strength, we expect to outpace normal seasonal trends in the near term COMMERCIAL MARKET • Activity levels negatively impacted by high interest rates, the lack of available financing and general economic uncertainty • Education, healthcare and data centers continue to do well • Potential improvement in tenant improvement if back - to - the - office trends accelerate • Some recovery in our commercial business expected in the first half of Calendar 2026 if rates improve and more confidence in the direction of the economy
6 Sales Ahead of Forecast as Market Conditions Recovered Slightly from Q3 U.S. Per Day Residential Sales Q425 Net Sales $ 1.3 B Per Day Net Sales 2.1% U.S. Per Day Commercial Sales 10.1% 2.7% 4.1% per day • Ceilings continued to benefit from project mix and saw both volume and price expansion • Resilient pricing across Wallboard, Ceilings and Complementary Products U.S. Multi Family per day sales U.S. Single Family per day sales 4.5% 32.4% 6.0% Note: G iven the wide breadth of offerings and units of measure in Complementary Products, detailed segregated price vs volume report ing is not available at a consolidated level. Also, end market metrics are organic sales. 1 1
7 Cost Reduction Actions Help Offset General Cost Inflation 1 For a reconciliation of Adjusted EBITDA and Adjusted EBITDA Margin to the most directly comparable GAAP metrics, see Appendix . 2 Comparisons are to Q4 FY24 $146.6 $109.8 10.4% 8.2% 6.0% 6.5% 7.0% 7.5% 8.0% 8.5% 9.0% 9.5% 10.0% 10.5% 11.0% 11.5% 12.0% 12.5% 13.0% 13.5% $0 $50 $100 $150 Fiscal Q4 2024 Fiscal Q4 2025 Adj. EBITDA Adj. EBITDA Margin ($ mm) Gross Margin Bridge SG&A % Bridge 1 1 - 1.1% - 0.2% +0.2% +0.2% +0.2% 31.9% 31.2% FY24 Q4 GM% Lower Volume-Based Incentives Steel Price/Cost Wallboard Price/Cost Complementary Price/Cost Ceilings Price/Cost FY25 Q4 GM% Q4 FY 2025 Results 2 - 53.7% $26.1M Net Income - 200 bps 2.0% Net Income Margin - 25.1% $109.8M Adj EBITDA 1 - 220 bps 8.2% Adj EBITDA Margin 1 - 0.1% - 0.1% - 0.7% 0.7% 0.4% 0.4% 0.4% 0.3% 22.3% 23.6% FY24 Q4 SG&A% General Operating Cost Inflation Reduced Absorption on Lower Volume Rent Expense Steel Price Deflation Accident Claim Activity Benefit from Acquisitions Wallboard Price Inflation Cost-out Actions FY25 Q4 SG&A%
8 Attractive Capital Structure Supports the Execution of Strategic Priorities • Repurchased 349K shares for $26.4 million during Q425 • $192.0 million repurchase authorization remaining at April 30, 2025 1.7x 2.1x 2.3x 2.4x 2.4x 04/30/2024 7/31/2024 10/31/2024 1/31/2025 4/30/2025 $58 $53 $272 $37 $376 $477 FY26 FY27 FY28 FY29 FY30 Thereafter LTM Net Debt / PF Adjusted EBITDA 4 Debt 5 Maturity Schedule $ in millions Share Repurchases 2 Substantial Liquidity 2 • $55.6 million of cash on hand • $631.3 million available under our revolving credit facility 3 - Year Historical Use of Cash 3 For Fiscal Years 2023, 2024 and 2025 Acquisitions 48% Capital Expenditures 12% Share Repurchases 30% Debt/Lease Payments 10% Q425 Cash Flow 1 • Cash generated by operating activities was $196.8 million • Free cash flow was $183.4 million $1,114 $1,327 $1,398 $1,351 $1,208 Apr-24 Jul-24 Oct-24 Jan-25 Apr-25 Recent Quarterly Reductions in Net Debt Sequential Debt Reduction 1. For a reconciliation of free cash flow to cash provided or used by operating activities, the most directly comparable GAAP me tri c, see Appendix. 2. Balance sheet, capital structure and share repurchase authorization references are as of 4/30/2025. 3. Includes cash used for Capital Expenditures, Acquisitions, Share Repurchases, Payments on Principal on Long - Term Debt and Paymen ts on Principal on Finance Lease Obligations for fiscal years 2023, 2024 and 2025. 4. For detail, including a reconciliation of Pro Forma Adjusted EBITDA to net income, the most directly comparable GAAP metric, see Appendix. 5. Debt includes First Lien Term Loan, ABL Facility, Senior Notes, Finance Leases & Installment Notes.
9 End Market & Product - Level Expectations Q1 FY26 YOY Per Day Price/Mix Expectations Q1 FY26 YOY Per Day Volume Expectations Product Category Total (Incl. acquisitions) Organic Flat to up slightly •Single - family: Down 25% to 30% •Multi - family: Down low teens •Commercial: Roughly flat Down mid to high single digits Down high single digits Total Wallboard: Up mid to high single digits Down low single digits Ceilings: Down low single digits Down high single digits Steel Framing: Sales down low single digits Complementary Products:
10 Consolidated Expectations Q1 FY26 Expectation Metric for Q1 FY26 Down low to mid single digits in total; Down mid to high single digits organically Net Sales ~ 31.2% Gross Margin $51 million to $53 million GAAP Net Income $132 million to $137 million Adjusted EBITDA 1 9.5% to 9.8% range Adjusted EBITDA Margin 1 Full Year FY26 Expectation Metric for Full Year FY26 ~ $73 million to $75 million Interest Expense ~ $40 million to $45 million Capital Expenditures ~ 60% to 65% of FY26 Adj. EBITDA 1 Free Cash Flow 1 ~ 27% Tax Rate 2 1 For a reconciliation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income or Free Cash Flow to the most directly c omp arable GAAP metrics, see Appendix. 2 Tax rate refers to the normalized cash tax rate excluding the impact of acquisition accounting and certain other deferred tax am ounts.
11 Appendix
12 Q4 Fiscal 2025 At a Glance Comparisons are to Q 4 FY2 4 unless noted otherwise • Economic uncertainty, general affordability concerns and tight lending conditions continue to create soft end market demand • Continued price resilience in Wallboard, Ceilings and Complementary Products, while Steel Framing prices were down sequentially and YOY • Overall operating costs lower YOY, reflective of the Company’s cost reductions actions • Strong cash flow generation • Net Sales of $1.3 billion, down 4.1% per day 1 For a reconciliation of Adjusted EBITDA to the most directly comparable GAAP metrics, see Appendix. • Gross margin of 31.2%, flat with Q3 FY25 and down 70 bps YOY • Net income of $26.1 million, compared to net income of $56.4 million • Adjusted EBITDA 1 of $109.8 million, compared to $146.6 million • Implemented an additional estimated $25 million in annualized cost reductions during Q4 FY25, bringing the total annualized run rate of reductions to $55 million implemented during Fiscal 2025 Q4 FY25 Net Sales Wallboard 40% Ceilings 15% Steel Framing 14% Complementary Products 31%
13 Continued Focus on the Execution of Our Strategy Strategic Pillars • Taking near - term actions to further align and rationalize our operations with today’s market realities • Solid balance sheet with no near - term maturities • Significant levels of free cash flow generation • Disciplined capital allocation strategy Plus,
14 Summary Quarterly Financials Note: Totals above may not foot due to rounding Commentary A. Net reduction in branches is a result of the divestiture of Leading Edge Insulation (LEI) and branch closures in the Northeast, offset by two additional Greenfield openings (In millions) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 (Unaudited) Wallboard Volume (MSF) 1,204 1,231 1,101 1,234 4,769 1,233 1,211 1,047 1,101 4,592 Wallboard Price ($ / '000 Sq. Ft.) 475$ 476$ 473$ 475$ 475$ 477$ 481$ 479$ 478$ 479$ Wallboard 571$ 585$ 521$ 586$ 2,263$ 588$ 582$ 502$ 527$ 2,198$ Ceilings 175 175 156 189 695 207 204 181 201 793 Steel framing 237 232 203 220 893 210 217 180 189 796 Complementary products 426 428 379 418 1,651 444 467 399 417 1,726 Net sales 1,410 1,421 1,258 1,413 5,502 1,448 1,471 1,261 1,334 5,514 Cost of sales 959 962 844 962 3,726 997 1,010 868 918 3,792 Gross profit 451 459 415 451 1,775 452 461 393 416 1,722 Gross margin 32.0% 32.3% 33.0% 31.9% 32.3% 31.2% 31.4% 31.2% 31.2% 31.2% Operating expenses (income): Selling, general and administrative expenses 287 301 296 316 1,199 315 324 311 315 1,265 Depreciation and amortization 32 33 33 36 133 38 42 42 42 164 Impairment of goodwill - - - - - - - 42 - 42 Gain on sale of business - - - - - - - (7) - (7) Total operating expenses 319 334 328 351 1,332 353 366 388 357 1,464 Operating income 132 125 86 100 443 98 95 5 60 258 Other (expense) income: Interest expense (19) (19) (19) (19) (75) (22) (24) (23) (20) (89) Write-off of discount and deferred financing costs (1) - - (1) (2) - - - - - Other income, net 2 2 2 3 9 2 1 1 1 6 Total other expense, net (18) (17) (17) (17) (69) (20) (22) (22) (19) (83) Income (loss) before taxes 114 108 69 83 375 78 72 (17) 41 174 Income tax expense 27 27 17 27 98 21 19 4 15 59 Net income (loss) 87$ 81$ 52$ 56$ 276$ 57$ 54$ (21)$ 26$ 115$ Business Days 64 65 62 64 255 64 65 62 63 254 Net Sales by Business Day 22.0$ 21.9$ 20.3$ 22.1$ 21.6$ 22.6$ 22.6$ 20.3$ 21.2$ 21.7$ Beginning Branch Count 304 305 308 311 304 316 325 331 322 316 Added (Reduced) Branches (A) 1 3 3 5 12 9 6 (9) 1 7 Ending Branch Count 305 308 311 316 316 325 331 322 323 323
15 Quarterly Cash Flows (1) Free cash flow is a non - GAAP financial measure defined as net cash provided by (used in) operations less capital expenditures. D ifferences may occur due to rounding. Note: Totals above may not foot due to rounding ($ in millions) (Unaudited) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Net income (loss) $ 86.8 $ 81.0 $ 51.9 $ 56.4 $ 276.1 $ 57.2 $ 53.5 $ (21.4) $ 26.1 $ 115.5 Non-cash changes & other changes (12.3) 48.2 27.5 81.1 144.5 (12.5) 64.7 59.8 107.3 219.2 Changes in primary working capital components: Trade accounts and notes receivable (38.2) (51.1) 92.1 (29.3) (26.5) (36.4) (11.8) 149.0 (46.0) 54.8 Inventories (1.4) 21.6 (20.3) 17.1 17.0 (20.6) 16.4 (9.4) 16.4 2.8 Accounts payable (28.3) 18.4 (47.0) 79.0 22.2 (10.6) (7.2) (83.8) 93.0 (8.7) Cash provided by (used in) operating activities 6.6 118.1 104.3 204.2 433.2 (22.9) 115.6 94.1 196.8 383.6 Purchases of property and equipment (13.5) (16.0) (10.2) (17.5) (57.2) (9.0) (14.1) (11.0) (13.4) (47.5) Proceeds from sale of assets 1.0 0.7 0.2 0.7 2.7 1.2 1.1 13.6 1.4 17.3 Acquisitions of businesses, net of cash acquired (39.0) (17.0) 0.6 (320.8) (376.2) (118.5) (88.8) 2.9 0.2 (204.1) Other investing activities - - - - - - (5.2) - - (5.2) Cash (used in) provided by investing activities (51.5) (32.3) (9.4) (337.6) (430.8) (126.2) (107.0) 5.5 (11.8) (239.5) Cash (used in) provided by financing activities (39.1) (89.7) (83.9) 212.2 (0.4) 35.3 22.4 (123.6) (189.3) (255.2) Effect of exchange rates 0.7 (1.1) 0.8 (1.1) (0.6) 0.9 (0.3) (0.9) 0.8 0.6 Increase (decrease) in cash and cash equivalents (83.3) (4.9) 11.8 77.8 1.4 (113.0) 30.8 (24.9) (3.4) (110.5) Balance, beginning of period 164.7 81.4 76.5 88.3 164.7 166.1 53.2 83.9 59.0 166.1 Balance, end of period $ 81.4 $ 76.5 $ 88.3 $ 166.1 $ 166.1 $ 53.2 $ 83.9 $ 59.0 $ 55.6 $ 55.6 Supplemental cash flow disclosures: Cash paid for income taxes $ 3.2 $ 66.1 $ 24.4 $ 26.7 $ 120.4 $ 2.9 $ 43.1 $ 12.3 $ 4.9 $ 63.2 Cash paid for interest $ 21.9 $ 13.5 $ 22.0 $ 13.5 $ 70.8 $ 26.7 $ 19.2 $ 26.6 $ 15.5 $ 88.0 Cash provided by (used in) operating activities $ 6.6 $ 118.1 $ 104.3 $ 204.2 $ 433.2 $ (22.9) $ 115.6 $ 94.1 $ 196.8 $ 383.6 Purchases of property and equipment (13.5) (16.0) (10.2) (17.5) (57.2) (9.0) (14.1) (11.0) (13.4) (47.5) Free cash flow (1) $ (6.9) $ 102.1 $ 94.1 $ 186.7 $ 376.0 $ (31.9) $ 101.5 $ 83.1 $ 183.4 $ 336.1
16 Q4 2025 Net Sales 1. Organic net sales growth calculation excludes net sales of acquired businesses until first anniversary of acquisition date an d i mpact of foreign currency translation. ($ in millions) (Unaudited) FY25 FY24 Reported Organic (1) Organic (1) 1,275.5$ 1,413.0$ Acquisitions 67.2 - Fx Impact (8.8) - Total Net Sales 1,333.8$ 1,413.0$ (5.6%) (9.7%) Wallboard 526.6$ 586.0$ (10.1%) (12.5%) Ceilings 201.0 188.9 6.4% 2.9% Steel Framing 189.2 220.5 (14.2%) (17.9%) Complementary Products 416.9 417.6 (0.2%) (7.3%) Total Net Sales 1,333.8$ 1,413.0$ (5.6%) (9.7%) Fiscal Q4 Variance
17 Quarterly Net Income (Loss) to Adjusted EBITDA Reconciliation Commentary A. Represents changes in the fair value of stock appreciation rights B. Represents changes in the fair value of noncontrolling interests C. Represents non - cash equity - based compensation expense related to the issuance of share - based awards D. Represents severance expenses and certain other cost adjustments as permitted under the ABL Facility and the Term Loan Facility E. Represents one - time costs related to acquisitions paid to third parties F. Includes gains and losses from the sale and disposal of assets G. Represents the non - cash cost of sales impact of purchase accounting adjustments to increase inventory to its estimated fair value H. Represents the change in fair value of contingent consideration arrangements I. Represents expenses paid to third party advisors related to debt refinancing activities ( $ in 000s) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 (Unaudited) Net Income (Loss) 86,830$ 80,957$ 51,905$ 56,387$ 276,079$ 57,248$ 53,536$ (21,409)$ 26,094$ 115,469$ Add: Interest Expense 18,914 18,742 18,784 19,021 75,461 22,213 23,697 23,069 20,101 89,080 Add: Write off of debt discount and deferred financing fees 1,401 - - 674 2,075 - - - - - Less: Interest Income (474) (292) (378) (610) (1,754) (370) (193) (189) (167) (919) Add: Income Tax Expense 26,734 27,205 17,468 26,680 98,087 20,946 18,890 4,177 14,813 58,826 Add: Depreciation Expense 16,327 16,963 17,276 18,640 69,206 19,228 20,529 21,271 21,979 83,007 Add: Amortization Expense 15,691 15,974 15,528 16,963 64,156 18,804 21,549 21,159 19,629 81,141 EBITDA 165,423$ 159,549$ 120,583$ 137,755$ 583,310$ 138,069$ 138,008$ 48,078$ 102,449$ 426,604$ Adjustments Impairment of goodwill - - - - - - - 42,454 - 42,454 Stock appreciation rights (A) 1,218 401 1,789 1,983 5,391 243 397 691 965 2,296 Redeemable noncontrolling interests (B) 480 184 461 302 1,427 422 693 34 111 1,260 Equity-based compensation (C) 3,304 5,111 3,559 3,644 15,618 3,678 4,925 3,422 3,621 15,646 Severance and other permitted costs (D) 406 882 1,033 307 2,628 956 6,460 2,282 2,153 11,851 Transaction costs (acquisition and other) (E) 1,385 1,223 765 1,483 4,856 1,280 1,193 789 658 3,920 (Gain) loss on disposal of assets (F) (131) (310) (222) (66) (729) 858 (351) (5,333) (650) (5,476) Effects of fair value adjustments to inventory (G) 302 140 8 1,183 1,633 375 106 3 1 485 Change in fair value of contingent consideration (H) - - - - - - 793 621 468 1,882 Debt transaction costs (I) 911 378 44 (13) 1,320 - - - - - Total Adjustments 7,875$ 8,009$ 7,437$ 8,823$ 32,144$ 7,812$ 14,216$ 44,963$ 7,327$ 74,318$ Adjusted EBITDA (as reported) 173,298$ 167,558$ 128,020$ 146,578$ 615,454$ 145,881$ 152,224$ 93,041$ 109,776$ 500,922$ Net Sales $1,409,600 $1,420,930 $1,258,348 $1,413,029 $5,501,907 $1,448,456 $1,470,776 $1,260,710 $1,333,796 $5,513,738 Adjusted EBITDA Margin 12.3% 11.8% 10.2% 10.4% 11.2% 10.1% 10.3% 7.4% 8.2% 9.1%
18 Net Income to Pro Forma Adjusted EBITDA Reconciliation Commentary A. Represents changes in the fair value of stock appreciation rights B. Represents changes in the fair value of noncontrolling interests C. Represents non - cash equity - based compensation expense related to the issuance of share - based awards D. Represents severance expenses and certain other cost adjustments as permitted under the ABL Facility and the Term Loan Facility E. Represents costs related to acquisitions paid to third parties F. Includes gains and losses from the sale and disposal of assets G. Represents the non - cash cost of sales impact of acquisition accounting adjustments to increase inventory to its estimated fair value H. Represents the change in fair value of contingent consideration arrangements I. Represents costs paid to third - party advisors related to debt refinancing activities J. Pro forma impact of earnings from acquisitions from the beginning of the LTM period to the date of acquisition, including synergies ( $ in 000s) 2025 2024 2023 2022 2021(Unaudited) Net Income 115,469$ 276,079$ 332,991$ 273,442$ 105,560$ Add: Interest Expense 89,080 75,461 65,843 58,097 53,786 Add: Write off of debt discount and deferred financing fees - 2,075 - - 4,606 Less: Interest Income (919) (1,754) (1,287) (163) (86) Add: Income Tax Expense 58,826 98,087 114,512 91,377 31,534 Add: Depreciation Expense 83,007 69,206 61,177 55,437 50,480 Add: Amortization Expense 81,141 64,156 65,730 63,795 57,645 EBITDA 426,604$ 583,310$ 638,966$ 541,985$ 303,525$ Adjustments Impairment of goodwill 42,454 - - - - Stock appreciation rights (A) 2,296 5,391 7,703 4,403 3,173 Redeemable noncontrolling interests (B) 1,260 1,427 1,178 1,983 1,288 Equity-based compensation (C) 15,646 15,618 13,217 10,968 8,442 Severance and other permitted costs (D) 11,851 2,628 2,788 1,132 2,948 Transaction costs (acquisition and other) (E) 3,920 4,856 1,961 3,545 1,068 (Gain) loss on disposal of assets (F) (5,476) (729) (1,413) (913) (1,011) Effects of fair value adjustments to inventory (G) 485 1,633 1,123 3,818 788 Change in fair value of contingent consideration (H) 1,882 - - - - Gain on legal settlement - - - - (1,382) Debt transaction costs (I) - 1,320 173 - 532 Total Adjustments 74,318$ 32,144$ 26,730$ 24,936$ 15,846$ Adjusted EBITDA (as reported) 500,922 615,454$ 665,696$ 566,921$ 319,371$ Contributions from acquisitions 6,983 24,213 9,535 21,348 4,948 Pro Forma Adjusted EBITDA (J) 507,905$ 639,667$ 675,231$ 588,269$ 324,319$ Net Sales $5,513,739 $5,501,907 $5,329,252 $4,634,875 $3,298,823 Adjusted EBITDA margin (as reported) 9.1% 11.2% 12.5% 12.2% 9.7%
19 Income Before Taxes to Adjusted Net Income Reconciliation Commentary A. Represents all non - cash amortization resulting from business combinations. To make the financial presentation more consistent with other public building products companies, beginning in the first quarter 2025 we are now including an adjustment for all non - cash amortization expense related to acquisitions, as opposed to non - cash amortization and depreciation for select acquisitions B. Normalized cash tax rate excluding the impact of acquisition accounting and certain other deferred tax amounts ($ in 000s) 4Q25 4Q24 (Unaudited) Income before taxes 40,907$ 83,067$ EBITDA adjustments 7,327 8,823 Write-off of debt discount and deferred financing fees - 674 Amortization expense (A) 19,629 16,963 Adjusted pre-tax income 67,863 109,527 Adjusted income tax expense 17,644 27,929 Adjusted net income 50,219$ 81,598$ Effective tax rate (B) 26.0% 25.5% Weighted average shares outstanding: Basic 38,317 39,830 Diluted 38,813 40,539 Adjusted net income per share: Basic 1.31$ 2.05$ Diluted 1.29$ 2.01$
20 Reported SG&A to Adjusted SG&A Reconciliation Commentary A. Represents changes in the fair value of stock appreciation rights B. Represents changes in the fair value of noncontrolling interests C. Represents non - cash equity - based compensation expense related to the issuance of share - based awards D. Represents severance expenses and certain other cost adjustments as permitted under the ABL Facility and the Term Loan Facility E. Represents one - time costs related to acquisitions paid to third parties F. Includes gains and losses from the sale and disposal of assets G. Represents costs paid to third - party advisors related to debt refinancing activities (Unaudited) 1Q24 2Q24 3Q24 3Q24 FY2024 1Q25 2Q25 3Q25 4Q25 FY2025 ($ in millions) SG&A - Reported 286.8$ 300.9$ 295.7$ 315.5$ 1,198.9$ 315.2$ 324.2$ 310.8$ 315.1$ 1,265.3$ Adjustments Stock appreciation rights (A) (1.2) (0.4) (1.8) (2.0) (5.4) (0.2) (0.4) (0.7) (1.0) (2.3) Redeemable noncontrolling interests (B) (0.5) (0.2) (0.5) (0.3) (1.4) (0.4) (0.7) (0.0) (0.1) (1.3) Equity-based compensation (C) (3.3) (5.1) (3.6) (3.6) (15.6) (3.7) (4.9) (3.4) (3.6) (15.6) Severance and other permitted costs (D) (0.4) (0.9) (1.0) (0.3) (2.6) (1.0) (6.5) (2.3) (2.2) (11.9) Transaction costs (acquisition and other) (E) (1.4) (1.2) (0.8) (1.5) (4.9) (1.3) (1.2) (0.8) (0.7) (3.9) Gain (loss) on disposal of assets (F) 0.1 0.3 0.2 0.1 0.7 (0.9) 0.4 (2.1) 0.7 (1.9) Debt transaction costs (G) (0.9) (0.4) (0.0) 0.0 (1.3) - - - - - SG&A - Adjusted 279.2$ 293.0$ 288.3$ 307.9$ 1,168.4$ 307.7$ 310.9$ 301.5$ 308.2$ 1,228.4$ Net Sales 1,409.6$ 1,420.9$ 1,258.3$ 1,413.0$ 5,501.9$ 1,448.5$ 1,470.8$ 1,260.7$ 1,333.8$ 5,513.7$ Adjusted SG&A Margin 19.8% 20.6% 22.9% 21.8% 21.2% 21.2% 21.1% 23.9% 23.1% 22.3% Note: Totals above may not foot due to rounding
21 Leverage Summary (1) Net of unamortized discount of $2.0mm, $1.9mm, $1.8mm, $1.7mm and $1.6mm as of April 30, 2024, July 31, 2024, October 31, 202 4, January 31, 2025 and April 30, 2025, respectively. (2) Net of deferred financing costs of $4.4mm, $4.3mm, $4.0mm, $3.8mm and $3.7mm as of April 30, 2024, July 31, 2024, October 31, 20 24, January 31, 2025 and April 30, 2025, respectively. (3) Net of deferred financing costs of $3.4mm, $3.2mm, $3.1mm, $2.9mm and $2.7mm as of April 30, 2024, July 31, 2024, October 31, 20 24, January 31, 2025 and April 30, 2025, respectively. (4) For detail, including a reconciliation of Pro Forma Adjusted EBITDA to net income, the most directly comparable GAAP metric, see Appendix. ($ mm) 4/30/24 7/31/24 10/31/24 1/31/25 4/30/25 LTM LTM LTM LTM LTM Cash and cash equivalents $166 $53 $84 $59 $56 ABL Facility $270 $359 $449 $373 $225 First Lien Term Loan 491 490 489 488 487 Senior Notes 347 347 347 347 347 Finance Lease Obligations 169 174 185 191 193 Installment Notes & Other 4 10 10 11 11 Total Debt $1,281 $1,380 $1,480 $1,410 $1,264 Total Net Debt $1,114 $1,327 $1,396 $1,351 $1,208 PF Adj. EBITDA $640 $623 $604 $554 $508 Total Debt / PF Adj. EBITDA 2.0x 2.2x 2.5x 2.5x 2.5x Net Debt / PF Adj. EBITDA 1.7x 2.1x 2.3x 2.4x 2.4x
22 Net Income to Adjusted EBITDA Outlook Reconciliation Q1 FY26 Net Income $51 - $53 Interest expense, net 18.7 - 19.4 Provision for income taxes 18.0 - 18.7 Depreciation and amortization expense 39.3 - 40.8 Other Adjustments 4.9 - 5.1 Adjusted EBITDA $132 - $137 $ in millions
Document 1
Exhibit 99.1
GMS Reports Fourth Quarter and Fiscal Year 2025 Results
Resilient Pricing Despite Challenging and Uncertain End Market Conditions;
Additional Structural Cost Reductions Realized
Tucker, Georgia, June 18, 2025. GMS Inc. (NYSE: GMS), a leading North American specialty building products distributor, today reported financial results for the fourth quarter and fiscal year 2025 ended April 30, 2025.
Fourth Quarter Fiscal 2025 Highlights
(Comparisons are to the fourth quarter of fiscal 2024 unless otherwise noted)
· | Net sales of $1,333.8 million decreased 5.6%; organic net sales decreased 9.7%. On a per day basis, net sales were down 4.1% and organic net sales decreased 8.3%. |
· | Net income of $26.1 million decreased 53.7% from $56.4 million. Net income per diluted share of $0.67, compared to $1.39. Net income margin was 2.0% compared to 4.0%; Adjusted net income of $50.2 million, or $1.29 per diluted share, compared to $81.6 million, or $2.01 per diluted share. |
· | Adjusted EBITDA of $109.8 million compared to $146.6 million; Adjusted EBITDA margin was 8.2% compared to 10.4%. |
· | Cash provided by operating activities of $196.8 million, compared to $204.2 million. Free cash flow of $183.4 million, compared with $186.7 million. |
· | Repurchased 348,599 shares of common stock for $26.4 million at an average cost per share of $75.60, compared to 174,555 shares of common stock for $16.0 million at an average cost per share of $91.86. |
· | Net debt leverage was 2.4 times Pro Forma Adjusted EBITDA as of the end of the fourth quarter of fiscal 2025, consistent with the end of the third quarter of fiscal 2025 and up from 1.7 times Pro Forma Adjusted EBITDA a year ago. |
· | Leveraging investments in technology and efficiency optimization, the Company implemented an additional estimated $25 million in annualized cost reductions. |
1
Full Year Fiscal 2025 Highlights
(Comparisons are to the full year of fiscal 2024, unless otherwise noted)
· | Net sales of $5,513.7 million increased 0.2%; organic net sales decreased 5.8%. On a per day basis, net sales were up 0.6% and organic net sales were down 5.4%. |
· | Net income of $115.5 million, decreased 58.2% compared to net income of $276.1 million, inclusive of a $42.5 million non-cash goodwill impairment charge recorded during the Company’s third quarter of fiscal 2025. Net income per diluted share of $2.92 decreased from $6.75. Net income margin was 2.1% compared to 5.0%; Adjusted net income of $244.0 million decreased 30.7% compared to $352.0 million. Adjusted net income per diluted share of $6.18 compared to $8.61. |
· | Adjusted EBITDA of $500.9 million decreased $114.5 million, or 18.6%; Adjusted EBITDA margin decreased 210 basis points to 9.1% from 11.2%. |
· | Cash provided by operating activities of $383.6 million, compared to $433.2 million. Free cash flow of $336.1 million, compared to $376.0 million. |
· | Repurchased 1.9 million shares of common stock for $164.1 million at an average cost per share of $85.27, compared to 1.7 million shares of common stock for $115.6 million at an average cost per share of $67.93. |
· | Demonstrating the continued execution of our strategic priorities, including platform expansion and Complementary Products growth, the Company completed three strategic acquisitions and opened four greenfield yard locations. |
· | Leveraging investments in technology and efficiency optimization, the Company implemented a total estimated $55 million in annualized cost reductions. |
“We reported solid results for our fourth quarter and full year fiscal 2025 despite deterioration in end market conditions as we moved through the year,” said John C. Turner, Jr, President and Chief Executive Officer of GMS. “The ongoing challenging interest rate environment and general market uncertainty continues to be a headwind for the business, contributing to reduced levels of activity in each of our major end markets. Despite these pressures, we reported $1.33 billion in net sales for the fourth quarter and achieved volume growth for the quarter in Ceilings and Complementary Products, with resilient or expanded pricing in all major product categories except for Steel Framing. Additionally, we generated significant levels of cash flow both for our full year and for the fourth quarter, highlighted by a post-Covid record level of free cash flow conversion of Adjusted EBITDA recorded for the quarter. Our balance sheet remains strong with no near-term maturities, and we are balancing capital allocations among an active pipeline of strategic acquisitions, greenfield expansions, debt reduction and opportunistic share repurchases.”
Turner continued, “As we begin fiscal 2026, we are cautiously optimistic that we are nearing the bottom of this cycle and believe pent-up demand will materialize as the macro-environment improves. Once this market demand returns, we will be well positioned to capture the opportunity as a leaner and more efficient organization.”
2
Fourth Quarter Fiscal 2025 Results
(Comparisons are to the fourth quarter of fiscal 2024 unless otherwise noted)
Net sales for the fourth quarter of fiscal 2025 of $1.33 billion decreased 5.6%, or 4.1% on a same day basis, primarily due to softer end market conditions, partially offset by resilient pricing in Wallboard, Ceilings and Complementary Products. Steel price deflation reduced net sales by an estimated $22 million for the quarter. Organic net sales decreased 9.7% in total or 8.3% on a same day basis.
Fourth quarter year-over-year sales by product category were as follows1:
· | Wallboard sales of $526.6 million decreased 10.1% (down 12.5% on an organic basis). | |
· | Ceilings sales of $201.0 million increased 6.4% (up 2.9% on an organic basis). | |
· | Steel framing sales of $189.2 million decreased 14.2% (down 17.9% on an organic basis). | |
· | Complementary product sales of $416.9 million decreased 0.2% (down 7.3% on an organic basis). |
Gross profit of $416.2 million decreased $35.0 million, or 7.7%. Gross margin decreased 70 basis points to 31.2%. Gross margins contracted year-over-year across most major product lines driven principally by lower vendor incentive income given reduced sales volumes. Absent the lower incentive income, we experienced generally resilient pricing and margins sequentially in most of our major product categories, consistent with previously-communicated expectations, despite the current market pressures. Developing tariff activity notwithstanding, Steel Framing pricing, for the quarter continued to be a headwind, declining both sequentially and year-over-year.
Selling, general and administrative (“SG&A”) expenses were $315.1 million for the quarter, down from $315.5 million, despite a $14 million year-over-year increase in SG&A expenses related to recent acquisitions. Overall operating costs were lower year-over-year, reflective of the realized savings from the previously disclosed cost reduction actions and reduced activity levels in response to shifting demand.
SG&A expense as a percentage of net sales increased 130 basis points to 23.6% for the quarter compared to 22.3%. This was a sequential improvement from the prior quarter level of 24.7%. General operating cost inflation, including higher rent expense, drove 110 basis points of deleverage, the majority of which was offset by the previously announced cost reduction actions. Accident claim activity contributed 30 basis points of deleverage, and net product price deflation, led by Steel, was also unfavorable to SG&A leverage by 30 basis points. The remainder of the year-over-year difference was related to reduced absorption on lower sales, partially offset by the benefit of acquisitions. Adjusted SG&A expense as a percentage of net sales of 23.1% increased 130 basis points from 21.8%.
All in, net income decreased 53.7% to $26.1 million compared to net income of $56.4 million. Net income per diluted share of $0.67 decreased from $1.39 per diluted share. Adjusted net income was $50.2 million, or $1.29 per diluted share, compared to $81.6 million, or $2.01 per diluted share.
Adjusted EBITDA decreased to $109.8 million compared to $146.6 million. Adjusted EBITDA margin of 8.2% decreased 220 basis points compared to 10.4%.
1 For more details on sales by product category, including per day organic sales change due to volume and/or price, mix and foreign exchange, please refer to the tables included at the back of this press release.
3
Balance Sheet, Liquidity and Cash Flow
As of April 30, 2025, the Company had cash on hand of $55.6 million, total debt of $1.3 billion and $631.3 million of available liquidity under its revolving credit facility. Net debt leverage was 2.4 times Pro Forma Adjusted EBITDA as of the end of the quarter, up from 1.7 times Pro Forma Adjusted EBITDA at the end of the fourth quarter of fiscal 2024.
The Company generated cash from operating activities and free cash flow of $196.8 million and $183.4 million, respectively, for the quarter ended April 30, 2025. For the quarter ended April 30, 2024, the Company generated cash from operating activities and free cash flow of $204.2 million and $186.7 million, respectively.
During the quarter, the Company repurchased 348,599 shares of common stock for $26.4 million. As of April 30, 2025, the Company had $192.0 million of share repurchase authorization remaining.
Platform Expansion Activities (Including Subsequent Events)
On June 2, 2025, GMS added to its Complementary Products offerings with the acquisition of the Lutz Company. Founded in 1986 and operating out of a single location in Brooklyn Park, MN, Lutz Company is a highly-respected distributor of Exterior Insulation Finish Systems (“EIFS”), insulation board, tools and other complementary products in the greater Minneapolis, MN area.
In addition, GMS also recently established two new greenfield locations, expanding its presence to provide enhanced service and product offerings in the following markets:
· | In Owens Sound, Ontario, Canada, GMS added a new location in March 2025, enhancing the service and geographic reach of its operating company, Watson Building Supplies. |
· | In Nashville, Tennessee, GMS opened an additional location in June 2025 to enhance the capacity of its existing Valley Interiors yard, thereby providing opportunities to expand share in the Nashville market. |
Conference Call and Webcast
GMS will host a conference call and webcast to discuss its results for the fourth quarter and full year fiscal 2025, which ended on April 30, 2025, and other information related to its business at 8:30 a.m. Eastern Time on Wednesday, June 18, 2025. Investors who wish to participate in the call should dial 877-407-3982 (domestic) or 201-493-6780 (international) at least 5 minutes prior to the start of the call. The live webcast will be available on the Investors section of the Company’s website at www.gms.com. There will be a slide presentation of the results available on that page of the website as well. Replays of the call will be available through July 18, 2025 and can be accessed at 844-512-2921 (domestic) or 412-317-6671 (international) and entering the pass code 13752631.
About GMS Inc.
Founded in 1971, GMS operates a network of more than 320 distribution centers with extensive product offerings of wallboard, ceilings, steel framing and complementary construction products. In addition, GMS operates nearly 100 tool sales, rental and service centers, providing a comprehensive selection of building products and solutions for its residential and commercial contractor customer base across the United States and Canada. The Company’s operating model combines the benefits of a national platform and strategy with a local go-to-market focus, enabling GMS to generate significant economies of scale while maintaining high levels of customer service.
4
Use of Non-GAAP Financial Measures
GMS reports its financial results in accordance with GAAP. However, it presents Adjusted net income, free cash flow, Adjusted SG&A, Adjusted EBITDA, and Adjusted EBITDA margin, which are not recognized financial measures under GAAP. GMS believes that Adjusted net income, free cash flow, Adjusted SG&A, Adjusted EBITDA, and Adjusted EBITDA margin assist investors and analysts in comparing its operating performance across reporting periods on a consistent basis by excluding items that the Company does not believe are indicative of its core operating performance. The Company’s management believes Adjusted net income, Adjusted SG&A, free cash flow, Adjusted EBITDA and Adjusted EBITDA margin are helpful in highlighting trends in its operating results, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which the Company operates and capital investments. In addition, the Company utilizes Adjusted EBITDA in certain calculations in its debt agreements.
You are encouraged to evaluate each adjustment and the reasons GMS considers it appropriate for supplemental analysis. In addition, in evaluating Adjusted net income, Adjusted SG&A and Adjusted EBITDA, you should be aware that in the future, the Company may incur expenses similar to the adjustments in the presentation of Adjusted net income, Adjusted SG&A and Adjusted EBITDA. The Company’s presentation of Adjusted net income, Adjusted SG&A, Adjusted SG&A margin, Adjusted EBITDA, and Adjusted EBITDA margin should not be construed as an inference that its future results will be unaffected by unusual or non-recurring items. In addition, Adjusted net income, free cash flow, Adjusted SG&A and Adjusted EBITDA may not be comparable to similarly titled measures used by other companies in GMS’s industry or across different industries. Please see the tables at the end of this release for a reconciliation of Adjusted EBITDA, free cash flow, Adjusted SG&A and Adjusted net income to the most directly comparable GAAP financial measures.
When calculating organic net sales growth, the Company excludes from the calculation (i) net sales of acquired businesses until the first anniversary of the acquisition date, and (ii) the impact of foreign currency translation.
Forward-Looking Statements and Information
This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can generally identify forward-looking statements by the Company’s use of forward-looking terminology such as “anticipate,” “believe,” “confident,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “seek,” or “should,” or the negative thereof or other variations thereon or comparable terminology. In particular, statements about the markets in which GMS operates, including in particular residential and commercial construction, and the economy generally, including interest rates, pricing including, by not limited to, the ability to implement and maintain manufacturers’ price increases, commodities pricing, the demand for the Company’s products, the Company’s strategic priorities and the results thereof, service levels and the ability to drive value and results contained in this press release may be considered forward-looking statements. In addition, forward looking statements may include statements regarding the Company’s expectations concerning management’s plans for execution of a stock repurchase program, including the maximum amount, manner and duration of the purchase of the Company’s common stock under its authorized stock repurchase program. The Company has based forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates, and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond its control, including economic issues, geopolitical issues, and future public health issues, that may affect the Company’s business. Forward-looking statements involve risks and uncertainties, including, but not limited to, those described in the “Risk Factors” section in the Company’s most recent Annual Report on Form 10-K, and in its other periodic reports filed with the SEC. In addition, the statements in this release are made as of June 18, 2025. The Company undertakes no obligation to update any of the forward-looking statements made herein, whether as a result of new information, future events, changes in expectation or otherwise. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to June 18, 2025.
Contact Information:
Investors:
Carey Phelps
770-723-3369
5
GMS Inc.
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)
Three Months Ended | Year Ended | |||||||||||||||
April 30, | April 30, | |||||||||||||||
2025 | 2024 | 2025 | 2024 | |||||||||||||
Net sales | $ | 1,333,796 | $ | 1,413,029 | $ | 5,513,738 | $ | 5,501,907 | ||||||||
Cost of sales (exclusive of depreciation and amortization shown separately below) | 917,552 | 961,831 | 3,791,714 | 3,726,806 | ||||||||||||
Gross profit | 416,244 | 451,198 | 1,722,024 | 1,775,101 | ||||||||||||
Operating expenses (income): | ||||||||||||||||
Selling, general and administrative | 315,061 | 315,518 | 1,265,253 | 1,198,899 | ||||||||||||
Depreciation and amortization | 41,608 | 35,603 | 164,148 | 133,362 | ||||||||||||
Impairment of goodwill | — | — | 42,454 | — | ||||||||||||
Gain on sale of business | — | — | (7,393 | ) | — | |||||||||||
Total operating expenses | 356,669 | 351,121 | 1,464,462 | 1,332,261 | ||||||||||||
Operating income | 59,575 | 100,077 | 257,562 | 442,840 | ||||||||||||
Other (expense) income: | ||||||||||||||||
Interest expense | (20,101 | ) | (19,021 | ) | (89,080 | ) | (75,461 | ) | ||||||||
Write-off of debt discount and deferred financing fees | — | (674 | ) | — | (2,075 | ) | ||||||||||
Other income, net | 1,433 | 2,685 | 5,813 | 8,862 | ||||||||||||
Total other expense, net | (18,668 | ) | (17,010 | ) | (83,267 | ) | (68,674 | ) | ||||||||
Income before taxes | 40,907 | 83,067 | 174,295 | 374,166 | ||||||||||||
Provision for income taxes | 14,813 | 26,680 | 58,826 | 98,087 | ||||||||||||
Net income | $ | 26,094 | $ | 56,387 | $ | 115,469 | $ | 276,079 | ||||||||
Weighted average common shares outstanding: | ||||||||||||||||
Basic | 38,317 | 39,830 | 38,928 | 40,229 | ||||||||||||
Diluted | 38,813 | 40,539 | 39,503 | 40,906 | ||||||||||||
Net income per common share: | ||||||||||||||||
Basic | $ | 0.68 | $ | 1.42 | $ | 2.97 | $ | 6.86 | ||||||||
Diluted | $ | 0.67 | $ | 1.39 | $ | 2.92 | $ | 6.75 |
6
GMS Inc.
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands, except per share data)
April 30, 2025 | April 30, 2024 | |||||||
Assets | ||||||||
Current assets: | | |||||||
Cash and cash equivalents | $ | 55,599 | $ | 166,148 | ||||
Trade accounts and notes receivable, net of allowances of $12,947 and $16,930, respectively | 835,888 | 849,993 | ||||||
Inventories, net | 586,191 | 580,830 | ||||||
Prepaid expenses and other current assets | 42,438 | 42,352 | ||||||
Total current assets | 1,520,116 | 1,639,323 | ||||||
Property and equipment, net of accumulated depreciation of $369,343 and $309,850, respectively | 524,008 | 472,257 | ||||||
Operating lease right-of-use assets | 325,977 | 251,207 | ||||||
Goodwill | 881,334 | 853,767 | ||||||
Intangible assets, net | 536,716 | 502,688 | ||||||
Deferred income taxes | 24,568 | 21,890 | ||||||
Other assets | 18,548 | 18,708 | ||||||
Total assets | $ | 3,831,267 | $ | 3,759,840 | ||||
Liabilities and Stockholders’ Equity | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 431,494 | $ | 420,237 | ||||
Accrued compensation and employee benefits | 126,442 | 125,610 | ||||||
Other accrued expenses and current liabilities | 127,396 | 111,204 | ||||||
Current portion of long-term debt | 57,901 | 50,849 | ||||||
Current portion of operating lease liabilities | 54,325 | 49,150 | ||||||
Total current liabilities | 797,558 | 757,050 | ||||||
Non-current liabilities: | ||||||||
Long-term debt, less current portion | 1,206,445 | 1,229,726 | ||||||
Long-term operating lease liabilities | 279,373 | 204,865 | ||||||
Deferred income taxes, net | 76,483 | 62,698 | ||||||
Other liabilities | 51,228 | 44,980 | ||||||
Total liabilities | 2,411,087 | 2,299,319 | ||||||
Commitments and contingencies | ||||||||
Stockholders' equity: | ||||||||
Common stock, par value $0.01 per share, 500,000 shares authorized; 38,164 and 39,754 shares issued and outstanding as of April 30, 2025 and 2024, respectively | 381 | 397 | ||||||
Preferred stock, par value $0.01 per share, 50,000 shares authorized; 0 shares issued and outstanding as of April 30, 2025 and 2024 | — | — | ||||||
Additional paid-in capital | 189,216 | 334,596 | ||||||
Retained earnings | 1,272,516 | 1,157,047 | ||||||
Accumulated other comprehensive loss | (41,933 | ) | (31,519 | ) | ||||
Total stockholders' equity | 1,420,180 | 1,460,521 | ||||||
Total liabilities and stockholders' equity | $ | 3,831,267 | $ | 3,759,840 |
7
GMS Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)
Year Ended April 30, | ||||||||
2025 | 2024 | |||||||
Cash flows from operating activities: | | |||||||
Net income | $ | 115,469 | $ | 276,079 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 164,148 | 133,362 | ||||||
Impairment of goodwill | 42,454 | — | ||||||
Write-off and amortization of debt discount and debt issuance costs | 1,774 | 4,704 | ||||||
Equity-based compensation | 19,202 | 22,436 | ||||||
Gain on sale of business and disposal of assets, net | (5,476 | ) | (729 | ) | ||||
Deferred income taxes | (8,628 | ) | 3,685 | |||||
Other items, net | 10,473 | 8,766 | ||||||
Changes in assets and liabilities net of effects of acquisitions: | ||||||||
Trade accounts and notes receivable | 54,846 | (26,573 | ) | |||||
Inventories | 2,763 | 17,067 | ||||||
Prepaid expenses and other assets | (549 | ) | (18,652 | ) | ||||
Accounts payable | (8,687 | ) | 22,147 | |||||
Accrued compensation and employee benefits | 828 | 5,795 | ||||||
Other accrued expenses and liabilities | (5,043 | ) | (14,838 | ) | ||||
Cash provided by operating activities | 383,574 | 433,249 | ||||||
Cash flows from investing activities: | ||||||||
Purchases of property and equipment | (47,490 | ) | (57,247 | ) | ||||
Proceeds from sale of business and sale of assets | 17,293 | 2,668 | ||||||
Acquisition of businesses, net of cash acquired | (204,092 | ) | (376,192 | ) | ||||
Other investing activities | (5,200 | ) | — | |||||
Cash used in investing activities | (239,489 | ) | (430,771 | ) | ||||
Cash flows from financing activities: | ||||||||
Repayments on revolving credit facility | (1,657,599 | ) | (605,409 | ) | ||||
Borrowings from revolving credit facility | 1,615,132 | 765,373 | ||||||
Payments of principal on long-term debt | (4,988 | ) | (2,500 | ) | ||||
Payments of principal on finance lease obligations | (46,720 | ) | (41,786 | ) | ||||
Borrowings from term loan amendments | — | 390,574 | ||||||
Repayments of term loan amendments | — | (390,076 | ) | |||||
Repurchases of common stock(a) | (165,502 | ) | (116,439 | ) | ||||
Debt issuance costs | — | (7,070 | ) | |||||
Proceeds from exercises of stock options | 3,499 | 6,336 | ||||||
Payments for taxes related to net share settlement of equity awards | (5,006 | ) | (4,026 | ) | ||||
Proceeds from issuance of stock pursuant to employee stock purchase plan | 5,967 | 4,586 | ||||||
Cash used in financing activities | (255,217 | ) | (437 | ) | ||||
Effect of exchange rates on cash and cash equivalents | 583 | (638 | ) | |||||
(Decrease) increase in cash and cash equivalents | (110,549 | ) | 1,403 | |||||
Cash and cash equivalents, beginning of year | 166,148 | 164,745 | ||||||
Cash and cash equivalents, end of year | $ | 55,599 | $ | 166,148 | ||||
Supplemental cash flow disclosures: | ||||||||
Cash paid for income taxes | $ | 63,168 | $ | 120,352 | ||||
Cash paid for interest | 87,996 | 70,798 |
(a) Includes repurchases pursuant to our repurchase programs plus excise taxes.
8
GMS Inc.
Net Sales by Product Group (Unaudited)
(dollars in thousands)
Three Months Ended | Year Ended | |||||||||||||||||||||||||||
April
30, 2025 | %
of Total | April
30, 2024 | %
of Total | April
30, 2025 | %
of Total | April
30, 2024 | %
of Total | |||||||||||||||||||||
Wallboard | $ | 526,612 | 39.5 | % | $ | 586,052 | 41.5 | % | $ | 2,198,363 | 39.9 | % | $ | 2,263,337 | 41.1 | % | ||||||||||||
Ceilings | 201,037 | 15.1 | % | 188,873 | 13.4 | % | 793,312 | 14.4 | % | 695,151 | 12.6 | % | ||||||||||||||||
Steel framing | 189,227 | 14.2 | % | 220,499 | 15.6 | % | 796,155 | 14.4 | % | 892,730 | 16.2 | % | ||||||||||||||||
Complementary products | 416,920 | 31.2 | % | 417,605 | 29.5 | % | 1,725,908 | 31.3 | % | 1,650,689 | 29.9 | % | ||||||||||||||||
Total net sales | $ | 1,333,796 | $ | 1,413,029 | $ | 5,513,738 | $ | 5,501,907 |
GMS Inc.
Net Sales and Organic Sales by Product Group (Unaudited)
(dollars in millions)
Net Sales | Organic Sales | |||||||||||||||||||||||
Three Months Ended April 30, | Three Months Ended April 30, | |||||||||||||||||||||||
2025 | 2024 | Change | 2025 | 2024 | Change | |||||||||||||||||||
Wallboard | $ | 526.6 | $ | 586.0 | (10.1 | )% | $ | 512.8 | $ | 586.0 | (12.5 | )% | ||||||||||||
Ceilings | 201.0 | 188.9 | 6.4 | % | 194.3 | 188.9 | 2.9 | % | ||||||||||||||||
Steel framing | 189.2 | 220.5 | (14.2 | )% | 181.1 | 220.5 | (17.9 | )% | ||||||||||||||||
Complementary products | 416.9 | 417.6 | (0.2 | )% | 387.2 | 417.6 | (7.3 | )% | ||||||||||||||||
Total net sales | $ | 1,333.7 | $ | 1,413.0 | (5.6 | )% | $ | 1,275.4 | $ | 1,413.0 | (9.7 | )% |
Net Sales | Organic Sales | |||||||||||||||||||||||
Year Ended April 30, | Year Ended April 30, | |||||||||||||||||||||||
2025 | 2024 | Change | 2025 | 2024 | Change | |||||||||||||||||||
Wallboard | $ | 2,198.3 | $ | 2,263.3 | (2.9 | )% | $ | 2,141.0 | $ | 2,263.3 | (5.4 | )% | ||||||||||||
Ceilings | 793.3 | 695.2 | 14.1 | % | 721.7 | 695.2 | 3.8 | % | ||||||||||||||||
Steel framing | 796.2 | 892.7 | (10.8 | )% | 755.5 | 892.7 | (15.4 | )% | ||||||||||||||||
Complementary products | 1,725.9 | 1,650.7 | 4.6 | % | 1,564.2 | 1,650.7 | (5.2 | )% | ||||||||||||||||
Total net sales | $ | 5,513.7 | $ | 5,501.9 | 0.2 | % | $ | 5,182.4 | $ | 5,501.9 | (5.8 | )% |
9
GMS Inc.
Per Day Net Sales and Per Day Organic Sales by Product Group (Unaudited)
(dollars in millions)
Per Day Net Sales | Per Day Organic Sales | |||||||||||||||||||||||
Three Months Ended April 30, | Three Months Ended April 30, | |||||||||||||||||||||||
2025 | 2024 | Change | 2025 | 2024 | Change | |||||||||||||||||||
Wallboard | $ | 8.4 | $ | 9.2 | (8.7 | )% | $ | 8.1 | $ | 9.2 | (11.1 | )% | ||||||||||||
Ceilings | 3.2 | 3.0 | 8.1 | % | 3.1 | 3.0 | 4.5 | % | ||||||||||||||||
Steel framing | 3.0 | 3.4 | (12.8 | )% | 2.9 | 3.4 | (16.6 | )% | ||||||||||||||||
Complementary products | 6.6 | 6.5 | 1.4 | % | 6.1 | 6.5 | (5.8 | )% | ||||||||||||||||
Total net sales | $ | 21.2 | $ | 22.1 | (4.1 | )% | $ | 20.2 | $ | 22.1 | (8.3 | )% |
Per Day Net Sales | Per Day Organic Sales | |||||||||||||||||||||||
Year Ended April 30, | Year Ended April 30, | |||||||||||||||||||||||
2025 | 2024 | Change | 2025 | 2024 | Change | |||||||||||||||||||
Wallboard | $ | 8.7 | $ | 8.9 | (2.5 | )% | $ | 8.4 | $ | 8.9 | (5.0 | )% | ||||||||||||
Ceilings | 3.1 | 2.7 | 14.6 | % | 2.8 | 2.7 | 4.2 | % | ||||||||||||||||
Steel framing | 3.1 | 3.5 | (10.5 | )% | 3.0 | 3.5 | (15.0 | )% | ||||||||||||||||
Complementary products | 6.8 | 6.5 | 5.0 | % | 6.2 | 6.5 | (4.9 | )% | ||||||||||||||||
Total net sales | $ | 21.7 | $ | 21.6 | 0.6 | % | $ | 20.4 | $ | 21.6 | (5.4 | )% |
Per Day Organic Growth(a) | Per Day Organic Growth(a) | |||||||||||||||
Three Months Ended April 30, 2025 | Year Ended April 30, 2025 | |||||||||||||||
Volume | Price/Mix/Fx | Volume | Price/Mix/Fx | |||||||||||||
Wallboard | (12.1 | )% | 1.0 | % | (6.2 | )% | 1.2 | % | ||||||||
Ceilings | (1.5 | )% | 6.0 | % | (2.2 | )% | 6.4 | % | ||||||||
Steel framing | (10.1 | )% | (6.5 | )% | (8.3 | )% | (6.7 | )% |
(a) Given the wide breadth of offerings and units of measure in Complementary Products, segregated price vs volume reporting is not available at a consolidated level.
10
GMS Inc.
Reconciliation of Net Income to Adjusted EBITDA (Unaudited)
(in thousands)
Three Months Ended | Year Ended | |||||||||||||||
April 30, | April 30, | |||||||||||||||
2025 | 2024 | 2025 | 2024 | |||||||||||||
Net income | $ | 26,094 | $ | 56,387 | $ | 115,469 | $ | 276,079 | ||||||||
Interest expense | 20,101 | 19,021 | 89,080 | 75,461 | ||||||||||||
Write-off of debt discount and deferred financing fees | — | 674 | — | 2,075 | ||||||||||||
Interest income | (167 | ) | (610 | ) | (919 | ) | (1,754 | ) | ||||||||
Provision for income taxes | 14,813 | 26,680 | 58,826 | 98,087 | ||||||||||||
Depreciation expense | 21,979 | 18,640 | 83,007 | 69,206 | ||||||||||||
Amortization expense | 19,629 | 16,963 | 81,141 | 64,156 | ||||||||||||
EBITDA | $ | 102,449 | $ | 137,755 | $ | 426,604 | $ | 583,310 | ||||||||
Impairment of goodwill | — | — | 42,454 | — | ||||||||||||
Stock appreciation expense(a) | 965 | 1,983 | 2,296 | 5,391 | ||||||||||||
Redeemable noncontrolling interests(b) | 111 | 302 | 1,260 | 1,427 | ||||||||||||
Equity-based compensation(c) | 3,621 | 3,644 | 15,646 | 15,618 | ||||||||||||
Severance and other permitted costs(d) | 2,153 | 307 | 11,851 | 2,628 | ||||||||||||
Transaction costs (acquisitions and other)(e) | 658 | 1,483 | 3,920 | 4,856 | ||||||||||||
Gain on disposal of assets(f) | (650 | ) | (66 | ) | (5,476 | ) | (729 | ) | ||||||||
Effects of fair value adjustments to inventory(g) | 1 | 1,183 | 485 | 1,633 | ||||||||||||
Change in fair value of contingent consideration(h) | 468 | — | 1,882 | — | ||||||||||||
Debt transaction costs(i) | — | (13 | ) | — | 1,320 | |||||||||||
EBITDA adjustments | 7,327 | 8,823 | 74,318 | 32,144 | ||||||||||||
Adjusted EBITDA | $ | 109,776 | $ | 146,578 | $ | 500,922 | $ | 615,454 | ||||||||
| ||||||||||||||||
Net sales | $ | 1,333,796 | $ | 1,413,029 | $ | 5,513,738 | $ | 5,501,907 | ||||||||
Adjusted EBITDA Margin | 8.2 | % | 10.4 | % | 9.1 | % | 11.2 | % |
(a) | Represents changes in the fair value of stock appreciation rights. |
(b) | Represents changes in the fair values of noncontrolling interests and deferred compensation agreements. |
(c) | Represents non-cash equity-based compensation expense related to the issuance of share-based awards. |
(d) | Represents severance expenses and other costs permitted in the calculation of Adjusted EBITDA under the ABL Facility and the Term Loan Facility. |
(e) | Represents costs related to acquisitions paid to third parties. |
(f) | Includes gains from the sale of assets and the sale of the Company’s Michigan-based installed insulation contracting business, net of losses and impairments. |
(g) | Represents the non-cash cost of sales impact of acquisition accounting adjustments to increase inventory to its estimated fair value. |
(h) | Represents the change in fair value of contingent consideration arrangements. |
(i) | Represents costs paid to third-party advisors related to debt refinancing activities. |
11
GMS Inc.
Reconciliation of Cash Provided By Operating Activities to Free Cash Flow (Unaudited)
(in thousands)
Three Months Ended | Year Ended | |||||||||||||||
April 30, | April 30, | |||||||||||||||
2025 | 2024 | 2025 | 2024 | |||||||||||||
Cash provided by operating activities | $ | 196,768 | $ | 204,223 | $ | 383,574 | $ | 433,249 | ||||||||
Purchases of property and equipment | (13,397 | ) | (17,519 | ) | (47,490 | ) | (57,247 | ) | ||||||||
Free cash flow (a) | $ | 183,371 | $ | 186,704 | $ | 336,084 | $ | 376,002 |
(a) Free cash flow is a non-GAAP financial measure that we define as net cash provided by (used in) operations less capital expenditures.
GMS Inc.
Reconciliation of Selling, General and Administrative Expense to Adjusted SG&A (Unaudited)
(in thousands)
Three Months Ended | Year Ended | |||||||||||||||
April 30, | April 30, | |||||||||||||||
2025 | 2024 | 2025 | 2024 | |||||||||||||
Selling, general and administrative expense | $ | 315,061 | $ | 315,518 | $ | 1,265,253 | $ | 1,198,899 | ||||||||
Adjustments | ||||||||||||||||
Stock appreciation expense(a) | (965 | ) | (1,983 | ) | (2,296 | ) | (5,391 | ) | ||||||||
Redeemable noncontrolling interests(b) | (111 | ) | (302 | ) | (1,260 | ) | (1,427 | ) | ||||||||
Equity-based compensation(c) | (3,621 | ) | (3,644 | ) | (15,646 | ) | (15,618 | ) | ||||||||
Severance and other permitted costs(d) | (2,153 | ) | (307 | ) | (11,851 | ) | (2,628 | ) | ||||||||
Transaction costs (acquisitions and other)(e) | (658 | ) | (1,483 | ) | (3,920 | ) | (4,856 | ) | ||||||||
Gain (loss) on disposal of assets(f) | 650 | 66 | (1,917 | ) | 729 | |||||||||||
Debt transaction costs(g) | — | 13 | — | (1,320 | ) | |||||||||||
Adjusted SG&A | $ | 308,203 | $ | 307,878 | $ | 1,228,363 | $ | 1,168,388 | ||||||||
Net sales | $ | 1,333,796 | $ | 1,413,029 | $ | 5,513,738 | $ | 5,501,907 | ||||||||
Adjusted SG&A margin | 23.1 | % | 21.8 | % | 22.3 | % | 21.2 | % |
(a) | Represents changes in the fair value of stock appreciation rights. |
(b) | Represents changes in the fair values of noncontrolling interests and deferred compensation agreements. |
(c) | Represents non-cash equity-based compensation expense related to the issuance of share-based awards. |
(d) | Represents severance expenses and other costs permitted in the calculation of Adjusted EBITDA under the ABL Facility and the Term Loan Facility. |
(e) | Represents costs related to acquisitions paid to third parties. |
(f) | Includes gains from the sale of assets and the sale of the Company’s Michigan-based installed insulation contracting business, net of losses and impairments. |
(g) | Represents costs paid to third-party advisors related to debt refinancing activities. |
12
GMS Inc.
Reconciliation of Income Before Taxes to Adjusted Net Income (Unaudited)
(in thousands, except per share data)
Three Months Ended | Year Ended | |||||||||||||||
April 30, | April 30, | |||||||||||||||
2025 | 2024 | 2025 | 2024 | |||||||||||||
Income before taxes | $ | 40,907 | $ | 83,067 | $ | 174,295 | $ | 374,166 | ||||||||
EBITDA adjustments | 7,327 | 8,823 | 74,318 | 32,144 | ||||||||||||
Write-off of discount and deferred financing fees | — | 674 | — | 2,075 | ||||||||||||
Amortization expense (1) | 19,629 | 16,963 | 81,141 | 64,156 | ||||||||||||
Adjusted pre-tax income | 67,863 | 109,527 | 329,754 | 472,541 | ||||||||||||
Adjusted income tax expense | 17,644 | 27,929 | 85,736 | 120,498 | ||||||||||||
Adjusted net income | $ | 50,219 | $ | 81,598 | $ | 244,018 | $ | 352,043 | ||||||||
Effective tax rate (2) | 26.0 | % | 25.5 | % | 26.0 | % | 25.5 | % | ||||||||
Weighted average shares outstanding: | ||||||||||||||||
Basic | 38,317 | 39,830 | 38,928 | 40,229 | ||||||||||||
Diluted | 38,813 | 40,539 | 39,503 | 40,906 | ||||||||||||
Adjusted net income per share: | ||||||||||||||||
Basic | $ | 1.31 | $ | 2.05 | $ | 6.27 | $ | 8.75 | ||||||||
Diluted | $ | 1.29 | $ | 2.01 | $ | 6.18 | $ | 8.61 |
(1) | Represents all non-cash amortization resulting from business combinations. To make the financial presentation more consistent with other public building products companies, beginning in the first quarter 2025 we include an adjustment for all non-cash amortization expense related to acquisitions, as opposed to non-cash amortization and depreciation for select acquisitions. |
(2) | Normalized cash tax rate excluding the impact of acquisition accounting and certain other deferred tax amounts. |
13
GMS Inc.
Reconciliation of Net Income to Pro Forma Adjusted EBITDA (Unaudited)
(in thousands)
Last Twelve Months Ended | ||||||||
April 30, | ||||||||
2025 | 2024 | |||||||
Net income | $ | 115,469 | $ | 276,079 | ||||
Interest expense | 89,080 | 75,461 | ||||||
Write-off of debt discount and deferred financing fees | — | 2,075 | ||||||
Interest income | (919 | ) | (1,754 | ) | ||||
Provision for income taxes | 58,826 | 98,087 | ||||||
Depreciation expense | 83,007 | 69,206 | ||||||
Amortization expense | 81,141 | 64,156 | ||||||
EBITDA | $ | 426,604 | $ | 583,310 | ||||
Impairment of goodwill | 42,454 | — | ||||||
Stock appreciation expense(a) | 2,296 | 5,391 | ||||||
Redeemable noncontrolling interests and deferred compensation(b) | 1,260 | 1,427 | ||||||
Equity-based compensation(c) | 15,646 | 15,618 | ||||||
Severance and other permitted costs(d) | 11,851 | 2,628 | ||||||
Transaction costs (acquisitions and other)(e) | 3,920 | 4,856 | ||||||
Gain on disposal of assets(f) | (5,476 | ) | (729 | ) | ||||
Effects of fair value adjustments to inventory(g) | 485 | 1,633 | ||||||
Change in fair value of contingent consideration(h) | 1,882 | — | ||||||
Debt transaction costs(i) | — | 1,320 | ||||||
EBITDA adjustments | 74,318 | 32,144 | ||||||
Adjusted EBITDA | 500,922 | 615,454 | ||||||
Contributions from acquisitions(j) | 6,983 | 24,213 | ||||||
Pro Forma Adjusted EBITDA | $ | 507,905 | $ | 639,667 | ||||
Cash and cash equivalents | $ | 55,599 | $ | 166,148 | ||||
Total debt | 1,264,346 | 1,280,575 | ||||||
Net debt | $ | 1,208,747 | $ | 1,114,427 | ||||
Net debt / Pro Forma Adjusted EBITDA | 2.4 | x | 1.7 | x |
(a) | Represents changes in the fair value of stock appreciation rights. |
(b) | Represents changes in the fair values of noncontrolling interests and deferred compensation agreements. |
(c) | Represents non-cash equity-based compensation expense related to the issuance of share-based awards. |
(d) | Represents severance expenses and certain other cost adjustments as permitted under the ABL Facility and the Term Loan Facility. |
(e) | Represents costs related to acquisitions paid to third parties. |
(f) | Includes gains from the sale of assets and the sale of the Company’s Michigan-based installed insulation contracting business, net of losses and impairments. |
(g) | Represents the non-cash cost of sales impact of acquisition accounting adjustments to increase inventory to its estimated fair value. |
(h) | Represents the change in fair value of contingent consideration arrangements. |
(i) | Represents costs paid to third-party advisors related to debt refinancing activities. |
(j) | Represents the pro forma impact of earnings from acquisitions from the beginning of the last twelve month period to the date of acquisition, including synergies. |
14