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Business Combinations | 3 Months Ended
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Mar. 31, 2025
Business Combinations [Abstract] |
Business Combinations | 2. Business Combinations During the first three months of 2025, we completed the acquisitions of Alpine Lumber Company (“Alpine Lumber”) and O.C. Cluss Lumber Company (“Cluss Lumber”) for a combined total of approximately $828.0 million, net of cash acquired. Alpine Lumber was the largest independently operated supplier of building materials in Colorado and northern New Mexico. Alpine Lumber serves the Colorado Front Range, western Colorado and northern New Mexico through its 21 operating locations, and provides a broad product range, including prefabricated trusses and wall panels, and millwork. Cluss Lumber is a supplier of lumber and building materials to southwestern Pennsylvania, western Maryland and northern West Virginia. During the first three months of 2024, we completed the acquisitions of Quality Door & Millwork, Inc. (“Quality Door”) and Hanson Truss Components, Inc. (“Hanson Truss”) for a combined total of approximately $59.0 million. Quality Door is a millwork distributor, serving Idaho markets in the Boise and Idaho Falls areas. Hanson Truss produces trusses, serving the areas of Northern California and Western Nevada. The acquisitions were funded with a combination of cash on hand and borrowings under our $1.8 billion revolving credit facility due January 17, 2028 (the “Revolving Facility”). The transactions were accounted for by the acquisition method, and accordingly the results of operations have been included in the Company’s consolidated financial statements from the acquisition dates. The purchase price was allocated to the assets acquired and liabilities assumed based on estimated fair values at the acquisition dates, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill. Pro forma financial information for the acquisitions discussed above for 2025 and 2024 are not presented as these acquisitions did not have a material impact on our results of operations, individually or in the aggregate for each respective period. The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed for acquisitions during the periods ended March 31, 2025, and March 31, 2024:
|  | Total Acquisitions |
|  | 2025 |  |  | 2024 |
|  | (in thousands) |
Cash and cash equivalents |  | $ | 2,785 |  |  | $ | — |
Accounts receivable |  |  | 38,058 |  |  |  | 4,546 |
Other receivables |  |  | 6,842 |  |  |  | — |
Inventories |  |  | 54,031 |  |  |  | 1,935 |
Other current assets |  |  | 721 |  |  |  | 5 |
Property, plant and equipment |  |  | 184,104 |  |  |  | 2,857 |
Operating lease right-of-use assets |  |  | 3,386 |  |  |  | 2,888 |
Intangible assets |  |  | 287,951 |  |  |  | 24,089 |
Other assets |  |  | 41 |  |  |  | — |
Total assets |  |  | 577,919 |  |  |  | 36,320 |
Accounts payable |  |  | 11,107 |  |  |  | 702 |
Accrued liabilities |  |  | 18,189 |  |  |  | 23 |
Contract liabilities |  |  | 4,988 |  |  |  | 24 |
Operating lease liabilities |  |  | 3,386 |  |  |  | 2,888 |
Total liabilities |  |  | 37,670 |  |  |  | 3,637 |
Goodwill |  |  | 290,515 |  |  |  | 26,301 |
Total purchase consideration |  |  | 830,764 |  |  |  | 58,984 |
Accrued contingent consideration and purchase price adjustments |  |  | (3,184 | ) |  |  | (279 | )
Less: cash acquired |  |  | (2,785 | ) |  |  | — |
Total cash consideration |  | $ | 824,795 |  |  | $ | 58,705 |

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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