What changed in this filing

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Item 1. Financial Statements

2024-11-04 compared with 2024-08-05 · 95 added, 67 removed, 596 unchanged (21% of the section changed)

3 unchanged sentences

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

29 unchanged sentences

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

8 unchanged sentences

Consolidated Balance Sheets

September 30,

2024 December 31,

19 unchanged sentences

Consolidated Balance Sheets (continued)

September 30,

2024 December 31,

32 unchanged sentences

Consolidated Statements of Cash Flows

Six Months Ended

Nine Months Ended

Cash provided by (used for) operations

55 unchanged sentences

Balance at June 30, 2024 45,130 $ 451 6,121 $ ( 234,879 ) $ 557,478 $ ( 502 ) $ 1,980,428 $ 2,302,976

Net income 91,038 91,038

Other comprehensive income 7 7

Treasury stock purchased 554 ( 69,651 ) ( 69,651 )

Stock-based compensation 3,745 3,745

Common stock dividends ($ 5.21 per share)

( 203,985 ) ( 203,985 )

Other ( 697 ) ( 697 )

Balance at September 30, 2024 45,130 $ 451 6,675 $ ( 305,227 ) $ 561,223 $ ( 495 ) $ 1,867,481 $ 2,123,433

See accompanying condensed notes to unaudited quarterly consolidated financial statements.

21 unchanged sentences

Balance at June 30, 2023 44,983 $ 450 5,393 $ ( 140,448 ) $ 552,805 $ ( 507 ) $ 1,756,224 $ 2,168,524

Net income 143,068 143,068

Other comprehensive income 6 6

Stock-based compensation 4,000 4,000

Common stock dividends ($ 0.20 per share)

( 8,003 ) ( 8,003 )

Balance at September 30, 2023 44,983 $ 450 5,393 $ ( 140,448 ) $ 556,805 $ ( 501 ) $ 1,891,289 $ 2,307,595

See accompanying condensed notes to unaudited quarterly consolidated financial statements.

44 unchanged sentences

In our Wood Products segment, we view our shipping and handling costs as a cost of the manufacturing process and the movement of product to our end customers.

For our BMD segment, costs related to shipping and handling of $ 64.5 million and $ 60.3 million for the three months ended June 30, 2024 and 2023, respectively, and $ 123.4 million and $ 113.8 million for the six months ended June 30, 2024 and 2023, respectively, are included in "Selling and distribution expenses" in our Consolidated Statements of Operations.

For our BMD segment, costs related to shipping and handling of $ 67.7 million and $ 61.6 million for the three months ended September 30, 2024 and 2023, respectively, and $ 191.2 million and $ 175.4 million for the nine months ended September 30, 2024 and 2023, respectively, are included in "Selling and distribution expenses" in our Consolidated Statements of Operations.

In our BMD segment, our activities relate to the purchase and resale of finished products, and excluding shipping and handling costs from "Materials, labor, and other operating expenses (excluding depreciation)" provides us a clearer view of our operating performance and the effectiveness of our sales and purchasing functions.

2 unchanged sentences

We provide the rebates to increase the sell-through of our products.

Rebates are generally estimated based on the expected amount to be paid and recorded as a decrease in "Sales." At June 30, 2024 and December 31, 2023, we had $ 106.9 million and $ 87.9 million, respectively, of rebates payable to our customers recorded in "Accrued liabilities, Other" on our Consolidated Balance Sheets.

Rebates are generally estimated based on the expected amount to be paid and recorded as a decrease in "Sales." At September 30, 2024 and December 31, 2023, we had $ 96.3 million and $ 87.9 million, respectively, of rebates payable to our customers recorded in "Accrued liabilities, Other" on our Consolidated Balance Sheets.

We also estimate expected cash discounts on trade accounts receivable based on an analysis of historical experience and record cash discounts as a decrease in "Sales." We adjust our estimate of revenue at the earlier of when the probability of rebates paid and cash discounts provided changes or when the amounts become fixed.

2 unchanged sentences

We receive rebates and allowances from our vendors under a number of different programs, including vendor marketing programs.

At June 30, 2024 and December 31, 2023, we had $ 9.2 million and $ 17.4 million, respectively, of vendor rebates and allowances recorded in "Receivables, Other" on our Consolidated Balance Sheets.

At September 30, 2024 and December 31, 2023, we had $ 13.3 million and $ 17.4 million, respectively, of vendor rebates and allowances recorded in "Receivables, Other" on our Consolidated Balance Sheets.

Rebates and allowances received from our vendors are recognized as a reduction of "Materials, labor, and other operating expenses (excluding depreciation)" when the product is sold, unless the rebates and allowances are linked to a specific incremental cost to sell a vendor's product.

21 unchanged sentences

Inventories included the following (work in process is not material):

September 30,

2024 December 31,

5 unchanged sentences

Property and equipment consisted of the following asset classes:

September 30,

2024 December 31,

16 unchanged sentences

Our cash is recorded at cost, which approximates fair value, and our cash equivalents are money market funds.

As of June 30, 2024 and December 31, 2023, we held $ 879.5 million and $ 899.4 million, respectively, in money market funds that are measured at fair value on a recurring basis using Level 1 inputs.

As of September 30, 2024 and December 31, 2023, we held $ 721.2 million and $ 899.4 million, respectively, in money market funds that are measured at fair value on a recurring basis using Level 1 inputs.

The recorded values of accounts receivable and accounts payable approximate fair values based on their short-term nature.

At June 30, 2024 and December 31, 2023, the book value of our fixed-rate debt for each period was $ 400.0 million, and the fair value was estimated to be $ 369.5 million and $ 374.5 million, respectively.

At September 30, 2024 and December 31, 2023, the book value of our fixed-rate debt for each period was $ 400.0 million, and the fair value was estimated to be $ 385.0 million and $ 374.5 million, respectively.

The difference between the book value and the fair value is derived from the difference between the period-end market interest rate and the stated rate of our fixed-rate, long-term debt.

5 unchanged sentences

We are exposed to interest rate risk arising from fluctuations in variable-rate SOFR on our term loan and when we have loan amounts outstanding on our Revolving Credit Facility.

At June 30, 2024, we had $ 50.0 million of variable-rate debt outstanding based on one-month term SOFR.

At September 30, 2024, we had $ 50.0 million of variable-rate debt outstanding based on one-month term SOFR.

Our objective is to limit the variability of interest payments on our debt.

2 unchanged sentences

We do not speculate using derivative instruments.

At June 30, 2024, we had one interest rate swap agreement.

At September 30, 2024, we had one interest rate swap agreement.

Under the interest rate swap, we receive one-month SOFR plus a spread adjustment of 0.10 % variable interest rate payments and make fixed interest rate payments, thereby fixing the interest rate on $ 50.0 million of variable rate debt exposure.

1 unchanged sentence

The interest rate swap agreement was not designated as a cash flow hedge, and as a result, all changes in the fair value are recognized in "Change in fair value of interest rate swaps" in our Consolidated Statements of Operations rather than through other comprehensive income.

At June 30, 2024 we recorded a current asset of $ 2.3 million in "Prepaid expenses and other" on our Consolidated Balance Sheet.

At September 30, 2024 we recorded a current asset of $ 1.4 million in "Prepaid expenses and other" on our Consolidated Balance Sheet.

At December 31, 2023, we recorded a long-term asset of $ 3.0 million in "Other assets" on our Consolidated Balance Sheet.

4 unchanged sentences

In order to manage credit risk, we consider customer concentrations and current economic trends and monitor the creditworthiness of significant customers based on ongoing credit evaluations.

At June 30, 2024 and December 31, 2023, receivables from two customers accounted for approximately 19 % and 13 % of total receivables.

At September 30, 2024, receivables from two customers accounted for approximately 17 % and 12 % of total receivables.

At December 31, 2023, receivables from these two customers accounted for approximately 19 % and 13 % of total receivables.

No other customer accounted for 10% or more of total receivables.

13 unchanged sentences

Certain amounts in prior year's consolidated financial statements have been reclassified to conform with current year's presentation, none of which were considered material.

For the three and six months ended June 30, 2024, we recorded $ 38.5 million and $ 71.3 million, respectively, of income tax expense and had an effective rate of 25.5 % and 24.8 %, respectively.

For the three and six months ended June 30, 2023, we recorded $ 49.4 million and $ 82.7 million, respectively, of income tax expense and had an effective rate of 25.3 % and 25.4 %, respectively.

For the three and nine months ended September 30, 2024, we recorded $ 29.8 million and $ 101.1 million, respectively, of income tax expense and had an effective rate of 24.7 % and 24.8 %, respectively.

For the three and nine months ended September 30, 2023, we recorded $ 49.0 million and $ 131.7 million, respectively, of income tax expense and had an effective rate of 25.5 % and 25.4 %, respectively.

For all periods, the primary reason for the difference between the federal statutory income tax rate of 21% and the effective tax rate was the effect of state taxes.

During the six months ended June 30, 2024 and 2023, cash paid for taxes, net of refunds received, were $ 66.5 million and $ 46.6 million, respectively.

During the nine months ended September 30, 2024 and 2023, cash paid for taxes, net of refunds received, were $ 90.0 million and $ 103.7 million, respectively.

Net Income Per Common Share

6 unchanged sentences

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

6 unchanged sentences

Net income per common share - Diluted $ 2.33 $ 3.58 $ 7.78 $ 9.69

The computation of the dilutive effect of other potential common shares excludes stock awards representing an insignificant number of shares of common stock in both the three months ended June 30, 2024 and 2023, and an insignificant number of shares of common stock and 0.1 million shares of common stock in the six months ended June 30, 2024 and 2023, respectively.

The computation of the dilutive effect of other potential common shares excludes stock awards representing an insignificant number of shares of common stock in both the three months ended September 30, 2024 and 2023, and 0.1 million shares of common stock and an insignificant number of shares of common stock in the nine months ended September 30, 2024 and 2023, respectively.

Under the treasury stock method, the inclusion of these stock awards would have been antidilutive.

4 unchanged sentences

During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding adjustment to goodwill.

On October 2, 2023, our wholly-owned subsidiary, Boise Cascade Building Materials Distribution, L.L.C.

(BMD) completed the acquisition of Brockway-Smith Company (BROSCO), a wholesale distributor specializing in doors and millwork, pursuant to the Agreement and Plan of Merger, dated August 22, 2023 (Merger Agreement), by and among BMD, Firepit Merger Sub, Inc., a wholly-owned subsidiary of BMD (the Merger Sub), BROSCO and the representative of the BROSCO stockholders.

On the terms and subject to the conditions set forth in the Merger Agreement, on October 2, 2023, Merger Sub merged with and into BROSCO, with BROSCO surviving the merger as a wholly-owned subsidiary of BMD (the Acquisition).

The purchase price of the Acquisition was $ 166.2 million, net of cash acquired, and inclusive of a post-transaction closing adjustment of $ 3.4 million based upon working capital and indebtedness as defined in the Merger Agreement.

We funded the Acquisition and related costs with cash on hand.

The following table summarizes the final allocations of the purchase price consideration to the assets acquired and liabilities assumed based upon their respective estimated fair values at the date of acquisition:

On August 5, 2024, our wholly-owned subsidiary, Boise Cascade Building Materials Distribution L.L.C.

(BMD), acquired assets of a door and millwork operation in Boise, Idaho.

The purchase price of the acquisition was $ 3.5 million, inclusive of a $ 1.3 million contingent liability reflecting the acquisition date fair value of earn-out payments.

We paid $ 2.2 million at the acquisition date and funded the acquisition and related costs with cash on hand.

Brockway-Smith Company (BROSCO) Acquisition

On October 2, 2023, our wholly-owned subsidiary, BMD, completed the acquisition of BROSCO, a wholesale distributor specializing in doors and millwork, pursuant to the Agreement and Plan of Merger, dated August 22, 2023 (Merger Agreement), by and among BMD, Firepit Merger Sub, Inc., a wholly-owned subsidiary of BMD (the Merger Sub), BROSCO and the representative of the BROSCO stockholders.

The purchase price of the BROSCO Acquisition was $ 166.2 million, net of cash acquired, and inclusive of a post-transaction closing adjustment of $ 3.4 million based upon working capital and indebtedness as defined in the Merger Agreement.

We funded the BROSCO Acquisition and related costs with cash on hand.

The following table summarizes the final allocations of the BROSCO Acquisition purchase price consideration to the assets acquired and liabilities assumed based upon their respective estimated fair values at the date of acquisition:

Acquisition Date Fair Value

22 unchanged sentences

Three Months Ended

June 30, 2023 Six Months Ended

June 30, 2023

September 30, 2023 Nine Months Ended

September 30, 2023

(unaudited, thousands)

4 unchanged sentences

The carrying amount of our goodwill by segment is as follows:

Balance at December 31, 2023 and June 30, 2024 $ 44,088 $ 126,166 $ 170,254

At June 30, 2024 and December 31, 2023, intangible assets represented the values assigned to trade names and trademarks and customer relationships.

Balance at December 31, 2023 $ 44,088 $ 126,166 $ 170,254

Additions (a) 1,691 — 1,691

Balance at September 30, 2024 $ 45,779 $ 126,166 $ 171,945

_______________________________

(a) Represents goodwill related to acquired assets of a door and millwork operation in Boise, Idaho.

For additional information, see Note 5, Acquisitions.

At September 30, 2024 and December 31, 2023, intangible assets represented the values assigned to trade names and trademarks and customer relationships.

We maintain trademarks for our manufactured wood products, particularly EWP.

1 unchanged sentence

These trade names and trademarks have indefinite lives, are not amortized, and have a carrying amount of $ 8.9 million.

For the three months ended June 30, 2024 and 2023 we recognized $ 4.9 million and $ 4.3 million, respectively, of amortization expense for intangible assets.

For the six months ended June 30, 2024 and 2023 we recognized $ 9.8 million and $ 8.6 million, respectively, of amortization expense for intangible assets.

For the three months ended September 30, 2024 and 2023 we recognized $ 5.0 million and $ 4.2 million, respectively, of amortization expense for intangible assets.

For the nine months ended September 30, 2024 and 2023 we recognized $ 14.8 million and $ 12.8 million, respectively, of amortization expense for intangible assets.

Intangible assets consisted of the following:

June 30, 2024

September 30, 2024

Gross Carrying

12 unchanged sentences

Long-term debt consisted of the following:

September 30,

2024 December 31,

7 unchanged sentences

On May 15, 2015, Boise Cascade and its principal operating subsidiaries, Boise Cascade Wood Products, L.L.C., and Boise Cascade Building Materials Distribution, L.L.C., as borrowers, and Boise Cascade Wood Products Holdings Corp., as guarantor, entered into an Amended and Restated Credit Agreement, as amended, (the Amended Agreement) with Wells Fargo Capital Finance, LLC, as administrative agent, and the banks named therein as lenders.

The Amended Agreement includes a $ 400 million senior secured asset-based revolving credit facility (Revolving Credit Facility) and a $ 50.0 million term loan

(ABL Term Loan) maturing on the earlier of (a) September 9, 2027 and (b) 90 days prior to the maturity of our $ 400 million of 4.875 % senior notes due July 1, 2030 (or the maturity date of any permitted refinancing indebtedness or permitted upsized refinancing indebtedness in respect thereof).

The Amended Agreement includes a $ 400 million senior secured asset-based revolving credit facility (Revolving Credit Facility) and a $ 50.0 million term loan (ABL Term Loan) maturing on the earlier of (a) September 9, 2027 and (b) 90 days prior to the maturity of our $ 400 million of 4.875 % senior notes due July 1, 2030 (or the maturity date of any permitted refinancing indebtedness or permitted upsized refinancing indebtedness in respect thereof).

Interest on borrowings under our Revolving Credit Facility and ABL Term Loan are payable monthly.

4 unchanged sentences

The Amended Agreement also contains a requirement that we meet a 1 :1 fixed-charge coverage ratio (FCCR), applicable only if Availability falls below the greater of (a) 10 % of the Line Cap (as defined in the Amended Agreement) and (b) $ 35 million.

Availability exceeded the minimum threshold amounts required for testing of the FCCR at all times since entering into the Amended Agreement, and Availability at June 30, 2024 was $ 395.7 million.

Availability exceeded the minimum threshold amounts required for testing of the FCCR at all times since entering into the Amended Agreement, and Availability at September 30, 2024 was $ 395.7 million.

The Amended Agreement permits us to pay dividends only if at the time of payment (a) no default has occurred or is continuing (or would result from such payment) under the Amended Agreement, and (b) either (i) pro forma Excess Availability (as defined in the Amended Agreement) is equal to or exceeds the greater of (x) 20 % of the Line Cap and (y) $ 75 million or (ii) (x) pro forma Excess Availability is equal to or exceeds the greater of (1) 15 % of Line Cap and (2) $ 55 million and (y) our fixed-charge coverage ratio is greater than or equal to 1 :1 on a pro forma basis.

5 unchanged sentences

In addition, we are required to pay an unused commitment fee at a rate of 0.20 % per annum of the average unused portion of the lending commitments.

At both June 30, 2024 and December 31, 2023, we had no borrowings outstanding under the Revolving Credit Facility and $ 4.3 million and $ 4.1 million, respectively, of letters of credit outstanding.

At both September 30, 2024 and December 31, 2023, we had no borrowings outstanding under the Revolving Credit Facility and $ 4.3 million and $ 4.1 million, respectively, of letters of credit outstanding.

These letters of credit and borrowings, if any, reduce availability under the Revolving Credit Facility by an equivalent amount.

5 unchanged sentences

Both SOFR options include an additional credit spread adjustment of 0.10 %.

During the six months ended June 30, 2024, the average interest rate on the ABL Term Loan was approximately 7.18 %.

During the nine months ended September 30, 2024, the average interest rate on the ABL Term Loan was approximately 7.17 %.

We have received and expect to continue receiving patronage credits under the ABL Term Loan.

2 unchanged sentences

Patronage credits are recorded as a reduction to interest expense in the year earned.

After giving effect to expected patronage distributions, the effective average net interest rate on the ABL Term Loan was approximately 6.2 % during the six months ended June 30, 2024.

After giving effect to expected patronage distributions, the effective average net interest rate on the ABL Term Loan was approximately 6.2 % during the nine months ended September 30, 2024.

On July 27, 2020, we issued $ 400 million of 4.875 % senior notes due July 1, 2030 (2030 Notes) through a private placement that was exempt from the registration requirements of the Securities Act.

17 unchanged sentences

Cash Paid for Interest

For the six months ended June 30, 2024 and 2023, cash payments for interest were $ 10.3 million and $ 11.1 million, respectively.

For the nine months ended September 30, 2024 and 2023, cash payments for interest were $ 20.5 million and $ 21.7 million, respectively.

The components of lease expense were as follows:

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

9 unchanged sentences

Supplemental cash flow information related to leases was as follows:

Six Months Ended

Nine Months Ended

Cash paid for amounts included in the measurement of lease liabilities

6 unchanged sentences

Other information related to leases was as follows:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Weighted-average remaining lease term (years)

4 unchanged sentences

Finance leases 7.6 % 7.6 %

As of June 30, 2024, our minimum lease payment requirements for noncancelable operating and finance leases are as follows:

As of September 30, 2024, our minimum lease payment requirements for noncancelable operating and finance leases are as follows:

Operating Leases Finance Leases

14 unchanged sentences

PSU and RSU Awards

During the six months ended June 30, 2024, we granted 60,207 PSUs to our officers and other employees, subject to performance and service conditions.

During the nine months ended September 30, 2024, we granted 60,207 PSUs to our officers and other employees, subject to performance and service conditions.

For the officers, the PSUs granted are subject to a three-year performance period.

8 unchanged sentences

Because the PSUs contain a performance condition, we record compensation expense over the requisite service period based on the most probable number of shares expected to vest.

During the six months ended June 30, 2023, we granted 93,282 PSUs to our officers and other employees, subject to performance and service conditions.

During the nine months ended September 30, 2023, we granted 93,282 PSUs to our officers and other employees, subject to performance and service conditions.

The PSUs granted were subject to a one-year performance period.

1 unchanged sentence

The PSUs granted to officers generally vest in a single installment three years from the date of grant, while the PSUs granted to other employees vest in three equal tranches each year after the grant date.

During the six months ended June 30, 2024 and 2023, we granted an aggregate of 72,289 and 115,252 RSUs, respectively, to our officers, other employees, and nonemployee directors with only service conditions.

During the nine months ended September 30, 2024 and 2023, we granted an aggregate of 72,377 and 116,454 RSUs, respectively, to our officers, other employees, and nonemployee directors with only service conditions.

The RSUs granted to officers and other employees vest in three equal tranches each year after the grant date.

1 unchanged sentence

We based the fair value of PSU and RSU awards on the closing market price of our common stock on the grant date.

During the six months ended June 30, 2024 and 2023, the total fair value of PSUs and RSUs vested was $ 34.0 million and $ 16.8 million, respectively.

The following summarizes the activity of our PSUs and RSUs awarded under our incentive plan for the six months ended June 30, 2024:

During the nine months ended September 30, 2024 and 2023, the total fair value of PSUs and RSUs vested was $ 34.0 million and $ 16.8 million, respectively.

The following summarizes the activity of our PSUs and RSUs awarded under our incentive plan for the nine months ended September 30, 2024:

Number of shares Weighted Average Grant-Date Fair Value Number of shares Weighted Average Grant-Date Fair Value

4 unchanged sentences

Forfeited ( 32,317 ) 84.66 ( 21,388 ) 93.47

Outstanding, June 30, 2024 257,351 $ 86.38 132,036 $ 104.52

Outstanding, September 30, 2024 257,351 $ 86.38 132,124 $ 104.54

_______________________________

(a) Represents additional PSUs granted during the six months ended June 30, 2024, related to above-target achievement of the 2023

performance condition described above.

(a) Represents additional PSUs granted during the nine months ended September 30, 2024, related to above-target achievement of the 2023 performance condition described above.

Compensation Expense

5 unchanged sentences

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

2 unchanged sentences

Total $ 3,745 $ 4,000 $ 11,668 $ 11,518

The related tax benefit for the six months ended June 30, 2024 and 2023, was $ 2.0 million and $ 1.9 million respectively.

As of June 30, 2024, total unrecognized compensation expense related to nonvested share-based compensation arrangements was $ 24.9 million.

The related tax benefit for the nine months ended September 30, 2024 and 2023, was $ 3.0 million and $ 2.9 million respectively.

As of September 30, 2024, total unrecognized compensation expense related to nonvested share-based compensation arrangements was $ 20.8 million.

This expense is expected to be recognized over a weighted-average period of 1.9 years.

1 unchanged sentence

On November 14, 2017, we announced that our board of directors approved a dividend policy to pay quarterly cash dividends to holders of our common stock.

For more information regarding our dividend declarations and payments made during each of the six months ended June 30, 2024 and 2023, see "Common stock dividends" on our Consolidated Statements of Stockholders' Equity.

On August 1, 2024, our board of directors declared a quarterly dividend of $ 0.21 per share, as well as a special dividend of $ 5.00 per share, on our common stock.

The dividends will be paid on September 16, 2024, to stockholders of record on September 3, 2024.

For more information regarding our dividend declarations and payments made during each of the nine months ended September 30, 2024 and 2023, see "Common stock dividends" on our Consolidated Statements of Stockholders' Equity.

On October 30, 2024, our board of directors declared a quarterly dividend of $ 0.21 per share on our common stock, payable on December 18, 2024, to stockholders of record on December 2, 2024.

For a description of the restrictions in our asset-based credit facility and the indenture governing our senior notes on our ability to pay dividends, see Note 7, Debt.

6 unchanged sentences

Our board of directors may increase or decrease the number of shares under the Program or terminate the Program in its discretion at any time.

During the six months ended June 30, 2024, we repurchased 677,845 shares under the Program at a cost of $ 88.9 million, or an average of $ 131.09 per share.

During the six months ended June 30, 2023, we repurchased 25,678 shares under the Program at a cost of $ 1.5 million, or an average of $ 59.91 per share.

During the nine months ended September 30, 2024, we repurchased 1,232,345 shares under the Program at a cost of $ 158.5 million, or an average of $ 128.62 per share.

During the nine months ended September 30, 2023, we repurchased 25,678 shares under the Program at a cost of $ 1.5 million, or an average of $ 59.91 per share.

The shares were purchased with cash on hand and are recorded as "Treasury stock" on our Consolidated Balance Sheets.

As of June 30, 2024, there were 1,243,466 shares of common stock that may yet be purchased under the Program.

In July 2024 we repurchased 90,000 shares under the Program at a cost of $ 10.5 million, or an average of $ 117.14 per share.

As of September 30, 2024, there were 688,966 shares of common stock that may yet be purchased under the Program.

In October 2024, we repurchased 50,000 shares under the Program at a cost of $ 6.9 million, or an average of $ 137.54 per share.

The shares were purchased with cash on hand.

As of July 31, 2024, there were 1,153,466 shares of common stock that may yet be purchased under the Program.

In addition, on October 30, 2024, our board of directors authorized the repurchase of an additional 1.4 million shares of our common stock.

This increase is in addition to the remaining authorized shares under the Program.

As of October 31, 2024, there were approximately 2 million shares of common stock that may yet be purchased under the Program.

Transactions With Related Party

4 unchanged sentences

Accordingly, we do not consolidate LTP's results in our financial statements.

Related-party sales to LTP from our Wood Products segment in our Consolidated Statements of Operations were $ 3.1 million during each of the three months ended June 30, 2024 and 2023, and $ 5.7 million and $ 6.1 million, respectively, during the six months ended June 30, 2024 and 2023.

Related-party sales to LTP from our Wood Products segment in our Consolidated Statements of Operations were $ 2.6 million and $ 2.9 million, respectively, during the three months ended September 30, 2024 and 2023, and $ 8.3 million and $ 9.0 million, respectively, during the nine months ended September 30, 2024 and 2023.

These sales are recorded in "Sales" in our Consolidated Statements of Operations.

Costs and Expenses

Related-party wood fiber purchases from LTP were $ 21.3 million and $ 21.1 million, respectively, during the three months ended June 30, 2024 and 2023, and $ 41.1 million and $ 41.2 million, respectively, during the six months ended June 30, 2024 and 2023.

Related-party wood fiber purchases from LTP were $ 22.1 million and $ 20.3 million, respectively, during the three months ended September 30, 2024 and 2023, and $ 63.2 million and $ 61.5 million, respectively, during the nine months ended September 30, 2024 and 2023.

These costs are recorded in "Materials, labor, and other operating expenses (excluding depreciation)" in our Consolidated Statements of Operations.

9 unchanged sentences

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

18 unchanged sentences

(b) Sales of EWP to external customers are net of the cost of all EWP rebates and sales allowances provided at various stages of the supply chain (including distributors, dealers, and homebuilders).

For the six months ended June 30, 2024 and 2023, approximately 77 % and 78 % , respectively, of Wood Products' EWP sales volumes were to our BMD segment.

For the nine months ended September 30, 2024 and 2023, approximately 75 % and 78 % , respectively, of Wood Products' EWP sales volumes were to our BMD segment.

An analysis of our operations by segment is as follows:

Three Months Ended

June 30 Six Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

16 unchanged sentences

In addition, we have purchase obligations for goods and services, capital expenditures, and raw materials entered into in the normal course of business.

As of June 30, 2024, there have been no material changes to the above commitments disclosed in the 2023 Form 10-K.

As of September 30, 2024, there have been no material changes to the above commitments disclosed in the 2023 Form 10-K.

Legal Proceedings and Contingencies

4 unchanged sentences

Financial Statements and Supplementary Data" in our 2023 Form 10-K describes the nature of our guarantees, including the approximate terms of the guarantees, how the guarantees arose, the events or circumstances that would require us to perform under the guarantees, and the maximum potential undiscounted amounts of future payments we could be required to make.

As of June 30, 2024, there have been no material changes to the guarantees disclosed in the 2023 Form 10-K.

As of September 30, 2024, there have been no material changes to the guarantees disclosed in the 2023 Form 10-K.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements