UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events |
Financial Information Related to BMC Acquisition
Builders FirstSource, Inc. (“Builders FirstSource” or the “Company”) is filing this Current Report to provide certain financial information with respect to BMC Stock Holdings, Inc. (“BMC”) and the Company’s acquisition of BMC. As previously disclosed in its Current Report filed on January 4, 2021, on January 1, 2021, Builders FirstSource completed its previously announced all stock merger transaction with BMC, pursuant to the Agreement and Plan of Merger, dated as of August 26, 2020 (as amended, restated, supplemented, or otherwise modified from time to time, the “Merger Agreement”), by and among Builders FirstSource, Boston Merger Sub I Inc., a Delaware corporation and direct wholly owned subsidiary of Builders FirstSource (“Merger Sub”), and BMC. On the terms and subject to the conditions set forth in the Merger Agreement, on January 1, 2021, Merger Sub merged with and into BMC, with BMC continuing as the surviving corporation and a wholly owned subsidiary of Builders FirstSource.
Included in this Current Report are BMC’s consolidated financial statements as of and for the years ended December 31, 2020 and 2019, the related notes and the related Report of Independent Auditors thereon, which are incorporated by reference as Exhibit 99.1 hereto.
| Item 9.01. | Financial Statements and Exhibits |
(a) Yearly financial statements and certain supplemental information of BMC.
BMC’s consolidated financial statements as of and for the years ended December 31, 2020 and 2019, the related notes and the related Report of Independent Auditors thereon are incorporated by reference as Exhibit 99.1 hereto.
(d) Exhibits.
The following exhibits are included as part of this Current Report:
| Exhibit Number |
Description | |
| 23.1 | Consent of PricewaterhouseCoopers LLP, independent auditors of BMC. | |
| 99.1 | BMC’s consolidated financial statements as of and for the years ended December 31, 2020 and 2019, the related notes and the related Report of Independent Auditors thereon. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BUILDERS FIRSTSOURCE, INC. | ||
| (Registrant) | ||
| By: | /s/ Timothy D. Johnson | |
| Name: | Timothy D. Johnson | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
Date: July 21, 2021