Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 23, 2021 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Document Fiscal Year Focus | 2021 | |
Entity File Number | 001-33841 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | VULCAN MATERIALS COMPANY | |
Entity Central Index Key | 0001396009 | |
Current Fiscal Year End Date | --12-31 | |
Entity Incorporation, State or Country Code | NJ | |
Entity Tax Identification Number | 20-8579133 | |
Entity Address, Address Line One | 1200 Urban Center Drive | |
Entity Address, City or Town | Birmingham | |
Entity Address, State or Province | AL | |
Entity Address, Postal Zip Code | 35242 | |
City Area Code | 205 | |
Local Phone Number | 298-3000 | |
Title of 12(b) Security | Common Stock, $1 par value | |
Trading Symbol | New York Stock Exchange | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 132,678,269 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Assets | |||
Cash and cash equivalents | $ 857,555 | $ 1,197,068 | $ 816,765 |
Restricted cash | 110,851 | 945 | 434 |
Accounts and notes receivable | |||
Accounts and notes receivable, gross | 689,591 | 558,848 | 699,320 |
Allowance for doubtful accounts | (2,739) | (2,551) | (3,460) |
Accounts and notes receivable, net | 686,852 | 556,297 | 695,860 |
Inventories | |||
Finished products | 373,677 | 378,389 | 383,483 |
Raw materials | 37,967 | 33,780 | 33,178 |
Products in process | 5,099 | 4,555 | 5,116 |
Operating supplies and other | 33,900 | 31,861 | 29,703 |
Inventories | 450,643 | 448,585 | 451,480 |
Other current assets | 94,524 | 74,270 | 65,571 |
Total current assets | 2,200,425 | 2,277,165 | 2,030,110 |
Investments and long-term receivables | 34,264 | 34,301 | 43,849 |
Property, plant & equipment | |||
Property, plant & equipment, cost | 9,094,689 | 9,102,086 | 8,921,990 |
Allowances for depreciation, depletion & amortization | (4,729,456) | (4,676,087) | (4,538,980) |
Property, plant & equipment, net | 4,365,233 | 4,425,999 | 4,383,010 |
Operating lease right-of-use assets, net | 464,765 | 423,128 | 426,618 |
Goodwill | 3,172,112 | 3,172,112 | 3,172,112 |
Other intangible assets, net | 1,103,079 | 1,123,544 | 1,114,592 |
Other noncurrent assets | 231,149 | 230,656 | 228,433 |
Total assets | 11,571,027 | 11,686,905 | 11,398,724 |
Liabilities | |||
Current maturities of long-term debt | 15,436 | 515,435 | 500,026 |
Trade payables and accruals | 300,109 | 273,080 | 278,102 |
Other current liabilities | 283,700 | 259,368 | 260,621 |
Total current liabilities | 599,245 | 1,047,883 | 1,038,749 |
Long-term debt | 2,769,892 | 2,772,240 | 2,785,646 |
Deferred income taxes, net | 748,279 | 706,050 | 671,097 |
Deferred revenue | 170,160 | 174,045 | 177,534 |
Noncurrent operating lease liabilities | 443,128 | 399,582 | 405,578 |
Other noncurrent liabilities | 547,210 | 559,775 | 555,969 |
Total liabilities | 5,277,914 | 5,659,575 | 5,634,573 |
Other commitments and contingencies (Note 8) | |||
Equity | |||
Common stock, $1 par value, Authorized 480,000 shares, Outstanding 132,678, 132,516 and 132,446 shares, respectively | 132,678 | 132,516 | 132,446 |
Capital in excess of par value | 2,806,693 | 2,802,012 | 2,789,801 |
Retained earnings | 3,531,861 | 3,274,107 | 3,049,943 |
Accumulated other comprehensive loss | (178,119) | (181,305) | (208,039) |
Total equity | 6,293,113 | 6,027,330 | 5,764,151 |
Total liabilities and equity | $ 11,571,027 | $ 11,686,905 | $ 11,398,724 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract] | |||
Common stock, par value | $ 1 | $ 1 | $ 1 |
Common stock, shares authorized | 480,000,000 | 480,000,000 | 480,000,000 |
Common stock, shares outstanding | 132,678,000 | 132,516,000 | 132,446,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | |||||
Total revenues | [1] | $ 1,361,047 | $ 1,322,575 | $ 2,429,391 | $ 2,371,817 |
Cost of revenues | 962,683 | 926,056 | 1,801,760 | 1,773,575 | |
Gross profit | 398,364 | 396,519 | 627,631 | 598,242 | |
Selling, administrative and general expenses | 100,667 | 91,205 | 189,260 | 177,635 | |
Gain (loss) on sale of property, plant & equipment and businesses | 211 | (258) | 117,376 | 741 | |
Other operating expense, net | (10,372) | (6,160) | (18,698) | (10,151) | |
Operating earnings | 287,536 | 298,896 | 537,049 | 411,197 | |
Other nonoperating income (expense), net | 8,223 | 7,367 | 14,136 | (1,969) | |
Interest expense, net | 41,696 | 33,954 | 74,814 | 64,727 | |
Earnings from continuing operations before income taxes | 254,063 | 272,309 | 476,371 | 344,501 | |
Income tax expense | 57,283 | 61,352 | 117,922 | 73,546 | |
Earnings from continuing operations | 196,780 | 210,957 | 358,449 | 270,955 | |
Loss on discontinued operations, net of tax | (1,436) | (1,041) | (2,491) | (781) | |
Net earnings | 195,344 | 209,916 | 355,958 | 270,174 | |
Other comprehensive income (loss), net of tax | |||||
Deferred loss on interest rate derivative | 0 | 0 | 0 | (14,679) | |
Amortization of prior interest rate derivative loss | 360 | 194 | 716 | 988 | |
Amortization of actuarial loss and prior service cost for benefit plans | 1,235 | 1,695 | 2,470 | 3,390 | |
Other comprehensive income (loss) | 1,595 | 1,889 | 3,186 | (10,301) | |
Comprehensive income | $ 196,939 | $ 211,805 | $ 359,144 | $ 259,873 | |
Basic earnings (loss) per share | |||||
Continuing operations | $ 1.48 | $ 1.59 | $ 2.70 | $ 2.04 | |
Discontinued operations | (0.01) | (0.01) | (0.02) | 0 | |
Net earnings | 1.47 | 1.58 | 2.68 | 2.04 | |
Diluted earnings (loss) per share | |||||
Continuing operations | 1.47 | 1.58 | 2.69 | 2.03 | |
Discontinued operations | (0.01) | 0 | (0.02) | 0 | |
Net earnings | $ 1.46 | $ 1.58 | $ 2.67 | $ 2.03 | |
Weighted-average common shares outstanding | |||||
Basic | 132,781 | 132,552 | 132,765 | 132,560 | |
Assuming dilution | 133,507 | 133,115 | 133,455 | 133,154 | |
Effective tax rate from continuing operations | 22.50% | 22.50% | 24.80% | 21.30% | |
[1] | 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating Activities | ||
Net earnings | $ 355,958 | $ 270,174 |
Adjustments to reconcile net earnings to net cash provided by operating activities | ||
Depreciation, depletion, accretion and amortization | 203,475 | 194,951 |
Noncash operating lease expense | 20,867 | 17,977 |
Net gain on sale of property, plant & equipment and businesses | (117,376) | (741) |
Contributions to pension plans | (4,097) | (4,409) |
Share-based compensation expense | 17,688 | 15,220 |
Deferred tax expense | 41,103 | 36,644 |
Changes in assets and liabilities before initial effects of business acquisitions and dispositions | (135,007) | (101,271) |
Other, net | 15,262 | (2,954) |
Net cash provided by operating activities | 397,873 | 425,591 |
Investing Activities | ||
Purchases of property, plant & equipment | (192,234) | (223,147) |
Proceeds from sale of property, plant & equipment | 190,747 | 3,063 |
Proceeds from sale of businesses | 0 | 651 |
Payment for businesses acquired, net of acquired cash | 0 | 5,668 |
Other, net | 15 | 5,575 |
Net cash used for investing activities | (1,472) | (219,526) |
Financing Activities | ||
Payment of current maturities and long-term debt | (500,013) | (250,012) |
Proceeds from issuance of long-term debt | 0 | 750,000 |
Debt issuance and exchange costs | (13,286) | (10,762) |
Settlements of interest rate derivatives | 0 | (19,863) |
Purchases of common stock | 0 | (26,132) |
Dividends paid | (98,173) | (90,128) |
Share-based compensation, shares withheld for taxes | (12,782) | (15,830) |
Other, net | (1,754) | (645) |
Net cash provided by (used for) financing activities | (626,008) | 336,628 |
Net increase (decrease) in cash and cash equivalents and restricted cash | (229,607) | 542,693 |
Cash and cash equivalents and restricted cash at beginning of year | 1,198,013 | 274,506 |
Cash and cash equivalents and restricted cash at end of period | $ 968,406 | $ 817,199 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 1: summary of significant accounting policies NATURE OF OPERATIONS Vulcan Materials Company (the “Company,” “Vulcan,” “we,” “our”), a New Jersey corporation, is one of the nation’s largest suppliers of construction aggregates (primarily crushed stone, sand and gravel) and a major producer of asphalt mix and ready-mixed concrete. We operate primarily in the United States and our principal product — aggregates — is used in virtually all types of public and private construction projects and in the production of asphalt mix and ready-mixed concrete. We serve markets in twenty states, Washington D.C., and the local markets surrounding our operations in Mexico. Our primary focus is serving metropolitan markets in the United States that are expected to experience the most significant growth in population, households and employment. These three demographic factors are significant drivers of demand for aggregates. While aggregates is our focus and primary business, we produce and sell asphalt mix and/or ready-mixed concrete in our Alabama, Arizona, California, Maryland, New Mexico, Tennessee, Texas, Virginia and Washington D.C. markets. BASIS OF PRESENTATION Our accompanying unaudited condensed consolidated financial statements were prepared in compliance with the instructions to Form 10-Q and Article 10 of Regulation S-X and thus do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (GAAP) for complete financial statements. We prepared the accompanying condensed consolidated financial statements on the same basis as our annual financial statements, except for the adoption of new accounting standards as described in Note 17. Our Condensed Consolidated Balance Sheet as of December 31, 2020 was derived from the audited financial statement, but it does not include all disclosures required by GAAP. In the opinion of our management, the statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the results of the reported interim periods. For further information, refer to the consolidated financial statements and footnotes included in our most recent Annual Report on Form 10-K. Operating results for the three and six month periods ended June 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021, particularly in light of the uncertainty over the economic and operational impacts of the current novel coronavirus ( COVID-19) pandemic as construction activity continues to be impacted by capacity constraints (supply chain bottlenecks, labor shortages and transportation availability) and cost inflation. Our condensed consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets, liabilities, revenues and expenses. Such estimates and assumptions affect, among other things, our goodwill and long-lived asset valuations; inventory valuation; assessment of the annual effective tax rate; valuation of deferred income taxes; allowance for doubtful accounts; measurement of cash bonus plans; and pension plan assumptions. Events and changes in circumstances arising after June 30, 2021, including those resulting from the impacts of COVID-19 , will be reflected in management’s estimates for future periods. Due to the 2005 sale of our Chemicals business as described within this Note under the caption Discontinued Operations, the results of the Chemicals business are presented as discontinued operations in the accompanying Condensed Consolidated Statements of Comprehensive Income. RESTRICTED CASH Restricted cash primarily consists of cash proceeds from the sale of property held in escrow for the acquisition of replacement property under like-kind exchange agreements. The escrow accounts are administered by an intermediary. Cash restricted pursuant to like-kind exchange agreements remains restricted for a maximum of 180 days from the date of the property sale pending the acquisition of replacement property. Restricted cash may also include cash reserved by other contractual agreements (such as asset purchase agreements) for a specified purpose and therefore is not available for use for other purposes. Restricted cash is included with cash and cash equivalents in the accompanying Condensed Consolidated Statements of Cash Flows. DISCONTINUED OPERATIONS In 2005, we sold substantially all the assets of our Chemicals business to Basic Chemicals, a subsidiary of Occidental Chemical Corporation. The financial results of the Chemicals business are classified as discontinued operations in the accompanying Condensed Consolidated Statements of Comprehensive Income for all periods presented. Results from discontinued operations are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Discontinued Operations Pretax loss $ ( 1,935 ) $ ( 1,412 ) $ ( 3,358 ) $ ( 1,058 ) Income tax benefit 499 371 867 277 Loss on discontinued operations, net of tax $ ( 1,436 ) $ ( 1,041 ) $ ( 2,491 ) $ ( 781 ) Our discontinued operations include charges/credits related to general and product liability costs, including legal defense costs, and environmental remediation costs associated with our former Chemicals busines s (including certain matters as discussed in Note 8). There were no revenues from discontinued operations for the periods presented. EARNINGS PER SHARE (EPS) Earnings per share are computed by dividing net earnings by the weighted-average common shares outstanding (basic EPS) or weighted-average common shares outstanding assuming dilution (diluted EPS), as set forth below: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Weighted-average common shares outstanding 132,781 132,552 132,765 132,560 Dilutive effect of Stock-Only Stock Appreciation Rights 318 271 309 307 Other stock compensation plans 408 292 381 287 Weighted-average common shares outstanding, assuming dilution 133,507 133,115 133,455 133,154 All dilutive common stock equivalents are reflected in our earnings per share calculations. In periods of loss, shares that otherwise would have been included in our diluted weighted-average common shares outstanding computation would be excluded. Antidilutive common stock equivalents are not included in our earnings per share calculations. The number of antidilutive common stock equivalents for which the exercise price exceeds the weighted-average market price is as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Antidilutive common stock equivalents 67 296 67 275 |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2021 | |
LEASES [Abstract] | |
LEASES | Note 2: Leases Our portfolio of nonmineral leases is composed of leases for real estat e (i ncluding office buildings, aggregates sales yards, and concrete and asphalt sites) and equipmen t ( including railcars and rail track, barges, office equipment and plant equipment). Lease right-of-use (ROU) assets and liabilitie s a nd the w eighted-average lease term s and discount rate s are as follows: June 30 December 31 June 30 in thousands Classification on the Balance Sheet 2021 2020 2020 Assets Operating lease ROU assets $ 530,760 $ 482,513 $ 472,003 Accumulated amortization ( 65,995 ) ( 59,385 ) ( 45,385 ) Operating leases, net Operating lease right-of-use assets, net 464,765 423,128 426,618 Finance lease assets 11,061 7,796 6,223 Accumulated amortization ( 2,970 ) ( 1,640 ) ( 737 ) Finance leases, net Property, plant & equipment, net 8,091 6,156 5,486 Total lease assets $ 472,856 $ 429,284 $ 432,104 Liabilities Current Operating Other current liabilities $ 36,694 $ 36,969 $ 32,645 Finance Other current liabilities 2,815 2,047 1,695 Noncurrent Operating Noncurrent operating lease liabilities 443,128 399,582 405,578 Finance Other noncurrent liabilities 5,325 4,139 3,807 Total lease liabilities $ 487,962 $ 442,737 $ 443,725 Lease Term and Discount Rate Weighted-average remaining lease term (years) Operating leases 9.1 9.5 10.4 Finance leases 3.8 4.2 4.4 Weighted-average discount rate Operating leases 3.3 % 3.6 % 4.1 % Finance leases 1.3 % 1.4 % 1.5 % Our lease agreements do not contain residual value guarantees, restrictive covenants or early termination options that we deem material. We have not sought or been granted any material lease concessions as a result of the COVID-19 pandemic. The components o f l ease expense are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Lease Cost Finance lease cost Amortization of right-of-use assets $ 699 $ 369 $ 1,330 $ 673 Interest on lease liabilities 30 25 60 47 Operating lease cost 15,517 14,234 30,809 28,340 Short-term lease cost 1 5,345 7,676 10,447 16,721 Variable lease cost 2,779 3,773 5,470 6,905 Sublease income ( 834 ) ( 721 ) ( 1,657 ) ( 1,456 ) Total lease cost $ 23,536 $ 25,356 $ 46,459 $ 51,230 1 Our short-term lease cost includes the cost of leases with an initial term of one month or less. Cash paid for operating leases was $ 28,738,000 and $ 26,559,000 for the six months ended June 30, 2021 and 2020, respectively. Cash paid for finance leases was $ 1,310,000 and $ 658,000 for the six months ended June 30, 2021 and 2020, respectively. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2021 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | Note 3: Income Taxes Our estimated annual effective tax rate (EAETR) is based on full-year expectations of pretax earnings, statutory tax rates, permanent differences between book and tax accounting such as percentage depletion, and tax planning alternatives available in the various jurisdictions in which we operate. For interim financial reporting, we calculate our quarterly income tax provision in accordance with the EAETR. Each quarter, we update our EAETR based on our revised full-year expectation of pretax earnings and calculate the income tax provision so that the year-to-date income tax provision reflects the EAETR. Significant judgment is required in determining our EAETR. In the second quarter of 2021, we recorded income tax expense from continuing operations of $ 57,283,000 compared to $ 61,352,000 in the second quarter of 2020. The decrease in tax expense was primarily related to a decrease in pretax earnings. For the first six months of 2021, we recorded income tax expense from continuing operations of $ 117,922,000 compared to $ 73,546,000 for the first six months of 2020. The increase in tax expense was primarily related to an increase in pretax earnings and an increase in the Alabama net operating loss (NOL) valuation allowance. In February 2021, the Alabama Business Competitiveness Act was signed into law. This Act contained a provision requiring most taxpayers to change from a three-factor, double-weighted sales method to a single-sales factor method to apportion income to Alabama. This provision had the effect of significantly reducing our apportionment of income to Alabama, thereby further inhibiting our ability to utilize our Alabama NOL carryforward. As a result, we recorded a charge in the first quarter to increase the valuation allowance by $ 13,695,000 . No other material tax impacts resulted from the enactment of this Act. We recognize deferred tax assets and liabilities (which reflect our best assessment of the future taxes we will pay) based on the differences between the book basis and tax basis of assets and liabilities. Deferred tax assets represent items to be used as a tax deduction or credit in future tax returns while deferred tax liabilities represent items that will result in additional tax in future tax returns. A summary of our deferred tax assets and liabilities is included in Note 9 “Income Taxes” in our Annual Report on Form 10-K for the year ended December 31, 2020. Each quarter we analyze the likelihood that our deferred tax assets will be realized. Realization of the deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character in either the carryback or carryforward period. A valuation allowance is recorded if, based on the weight of all available positive and negative evidence, it is more likely than not (a likelihood of more than 50%) that some portion, or all, of a deferred tax asset will not be realized. We project Alabama NOL carryforward deferred tax assets at December 31, 2021 of $ 63,155,000 against which we have a valuation allowance of $ 42,931,000 (after considering the Act). Almost all of the Alabama NOL carryforward would expire between 2023 and 2029 if not utilized. We recognize a tax benefit associated with a tax position when, in our judgment, it is more likely than not that the position will be sustained based upon the technical merits of the position. For a tax position that meets the more likely than not recognition threshold, we measure the income tax benefit as the largest amount that we judge to have a greater than 50 % likelihood of being realized. A liability is established for the unrecognized portion of any tax benefit. Our liability for unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, case law developments and new or emerging legislation. While it is often difficult to predict the final outcome or the timing of resolution of any particular tax matter, we believe our liability for unrecognized tax benefits is appropriate. |
REVENUES
REVENUES | 6 Months Ended |
Jun. 30, 2021 | |
REVENUES [Abstract] | |
REVENUES | Note 4: revenueS Revenues are measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Sales and other taxes we collect are recorded as liabilities until remitted and thus are excluded from revenues. Costs to obtain and fulfill contracts (primarily asphalt construction paving contracts) are immaterial and are expensed as incurred when the expected amortization period is one year or less. Our segment total revenues by geographic market for the three and six month periods ended June 30, 2021 and 2020 are disaggregated as follows: Three Months Ended June 30, 2021 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 354,415 $ 42,797 $ 66,265 $ 0 $ 463,477 Gulf Coast 607,514 46,075 18,618 1,960 674,167 West 163,438 123,705 11,318 0 298,461 Segment sales $ 1,125,367 $ 212,577 $ 96,201 $ 1,960 $ 1,436,105 Intersegment sales ( 75,058 ) 0 0 0 ( 75,058 ) Total revenues $ 1,050,309 $ 212,577 $ 96,201 $ 1,960 $ 1,361,047 Three Months Ended June 30, 2020 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 350,238 $ 37,956 $ 71,653 $ 0 $ 459,847 Gulf Coast 567,811 50,503 17,946 1,889 638,149 West 152,547 134,491 11,084 0 298,122 Segment sales $ 1,070,596 $ 222,950 $ 100,683 $ 1,889 $ 1,396,118 Intersegment sales ( 73,543 ) 0 0 0 ( 73,543 ) Total revenues $ 997,053 $ 222,950 $ 100,683 $ 1,889 $ 1,322,575 Six Months Ended June 30, 2021 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 597,766 $ 60,197 $ 121,354 $ 0 $ 779,317 Gulf Coast 1,126,368 87,488 36,026 4,020 1,253,902 West 296,142 212,059 20,180 0 528,381 Segment sales $ 2,020,276 $ 359,744 $ 177,560 $ 4,020 $ 2,561,600 Intersegment sales ( 132,209 ) 0 0 0 ( 132,209 ) Total revenues $ 1,888,067 $ 359,744 $ 177,560 $ 4,020 $ 2,429,391 Six Months Ended June 30, 2020 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 590,106 $ 55,839 $ 133,772 $ 0 $ 779,717 Gulf Coast 1,061,107 84,358 34,911 3,915 1,184,291 West 287,609 222,542 26,765 0 536,916 Segment sales $ 1,938,822 $ 362,739 $ 195,448 $ 3,915 $ 2,500,924 Intersegment sales ( 129,107 ) 0 0 0 ( 129,107 ) Total revenues $ 1,809,715 $ 362,739 $ 195,448 $ 3,915 $ 2,371,817 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico Total revenues are primarily derived from our product sales of aggregates (crushed stone, sand and gravel, sand and other aggregates), asphalt mix and ready-mixed concrete, and include freight & delivery costs that we pass along to our customers to deliver these products. We also generate service revenues from our asphalt construction paving business and service revenues related to our aggregates business, such as landfill tipping fees. Our total service revenues were $ 60,778,000 ( 4.5 % of total revenues) and $ 57,374,000 ( 4.3 % of total revenues) for the three months ended June 30, 2021 and 2020, respectively, and $ 102,018,000 ( 4.2 % of total revenues) and $ 96,938,000 ( 4.1 % of total revenues) for the six months ended June 30, 2021 and 2020, respectively. Our products typically are sold to private industry and not directly to governmental entities. Although approximately 45 % to 55 % of our aggregates shipments have historically been used in publicly-funded construction, such as highways, airports and government buildings, relatively insignificant sales are made directly to federal, state, county or municipal governments/agencies. Therefore, although reductions in state and federal funding can curtail publicly-funded construction, the vast majority of our aggregates business is not directly subject to renegotiation of profits or termination of contracts with state or federal governments. PRODUCT REVENUES Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally this occurs at a point in time when our aggregates, asphalt mix and ready-mixed concrete are shipped/delivered and control passes to the customer. Revenue for our products is recorded at the fixed invoice amount and payment is due by the 15 th day of the following month — we do not offer discounts for early payment. Freight & delivery generally represents pass-through transportation we incur (including our administrative costs) and pay to third-party carriers to deliver our products to customers and are accounted for as a fulfillment activity. Likewise, the costs related to freight & delivery are included in cost of revenues. Freight & delivery revenues are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Freight & Delivery Revenues Total revenues $ 1,361,047 $ 1,322,575 $ 2,429,391 $ 2,371,817 Freight & delivery revenues 1 ( 195,060 ) ( 202,855 ) ( 358,468 ) ( 379,223 ) Total revenues excluding freight & delivery $ 1,165,987 $ 1,119,720 $ 2,070,923 $ 1,992,594 1 Includes freight & delivery to remote distribution sites . CONSTRUCTION PAVING SERVICE REVENUES Revenue from our asphalt construction paving business is recognized over time using the percentage-of-completion method under the cost approach. The percentage of completion is determined by costs incurred to date as a percentage of total costs estimated for the project. Under this approach, recognized contract revenue equals the total estimated contract revenue multiplied by the percentage of completion. Our construction contracts are unit priced, and an account receivable is recorded for amounts invoiced based on actual units produced. Contract assets for estimated earnings in excess of billings, contract assets related to retainage provisions and contract liabilities for billings in excess of costs are immaterial. Variable consideration in our construction paving contracts is immaterial and consists of incentives and penalties based on the quality of work performed. Our construction paving contracts may contain warranty provisions covering defects in equipment, materials, design or workmanship that generally run from nine months to one year after project completion. Due to the nature of our construction paving projects, including contract owner inspections of the work during construction and prior to acceptance, we have not experienced material warranty costs for these short-term warranties. VOLUMETRIC PRODUCTION PAYMENT DEFERRED REVENUES In 2013 and 2012, we sold a percentage interest in certain future aggregates production for net cash proceeds of $ 226,926,000 . These transactions, structured as volumetric production payments (VPPs): relate to eight quarries in Georgia and South Carolina provide the purchaser solely with a nonoperating percentage interest in the subject quarries’ future aggregates production contain no minimum annual or cumulative guarantees by us for production or sales volume, nor minimum sales price are both volume and time limited (we expect the transactions will last approximately 20 years, limited by volume rather than time) We are the exclusive sales agent for, and transmit quarterly to the purchaser the proceeds from the sale of, the purchaser’s share of aggregates production. Our consolidated total revenues exclude the revenue from the sale of the purchaser’s share of aggregates. The proceeds we received from the sale of the percentage interest were recorded as deferred revenue on the balance sheet. We recognize revenue on a unit-of-sales basis (as we sell the purchaser’s share of production) relative to the volume limitations of the transactions. Given the nature of the risks and potential rewards assumed by the buyer, the transactions do not reflect financing activities. Reconciliation of the VPP deferred revenue balances (current and noncurrent) is as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Deferred Revenue Balance at beginning of period $ 176,293 $ 183,997 $ 177,962 $ 185,339 Revenue recognized from deferred revenue ( 2,217 ) ( 2,034 ) ( 3,886 ) ( 3,376 ) Balance at end of period $ 174,076 $ 181,963 $ 174,076 $ 181,963 Based on expected sales from the specified quarries, we expect to recognize $ 7,500,000 of VPP deferred revenue as income during the 12-month period ending June 30, 2022 (reflected in other current liabilities in our June 30, 2021 Condensed Consolidated Balance Sheet). |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2021 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
FAIR VALUE MEASUREMENTS | Note 5: Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels as described below: Level 1: Quoted prices in active markets for identical assets or liabilities Level 2: Inputs that are derived principally from or corroborated by observable market data Level 3: Inputs that are unobservable and significant to the overall fair value measurement Our assets subject to fair value measurement on a recurring basis are summarized below: Level 1 Fair Value June 30 December 31 June 30 in thousands 2021 2020 2020 Fair Value Recurring Rabbi Trust Mutual funds $ 31,190 $ 28,058 $ 21,994 Total $ 31,190 $ 28,058 $ 21,994 Level 2 Fair Value June 30 December 31 June 30 in thousands 2021 2020 2020 Fair Value Recurring Rabbi Trust Money market mutual fund $ 1,249 $ 837 $ 1,738 Total $ 1,249 $ 837 $ 1,738 We have two Rabbi Trusts for the purpose of providing a level of security for the employee nonqualified retirement and deferred compensation plans and for the directors' nonqualified deferred compensation plans. The fair values of these investments are estimated using a market approach. The Level 1 investments include mutual funds for which quoted prices in active markets are available. Level 2 investments are stated at estimated fair value based on the underlying investments in the fund (high-quality, short-term, U.S. dollar-denominated money market instruments). Net gains (losses) of the Rabbi Trusts’ investments were $ 3,382,000 and $( 998,000 ) for the six months ended June 30, 2021 and 2020, respectively. The portions of the net gains (losses) related to investments still held by the Rabbi Trusts at June 30, 2021 and 2020 were $ 3,028,000 and $( 990,000 ), respectively. Interest rate swaps are measured at fair value using quoted market prices or pricing models that use prevailing market interest rates as of the measurement date. These interest rate swaps are more fully described in Note 6. The carrying values of our cash equivalents, restricted cash, accounts and notes receivable, short-term debt, trade payables and accruals, and all other current liabilities approximate their fair values because of the short-term nature of these instruments. Additional disclosures for derivative instruments and interest-bearing debt are presented in Notes 6 and 7, respectively. |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 6 Months Ended |
Jun. 30, 2021 | |
DERIVATIVE INSTRUMENTS [Abstract] | |
DERIVATIVE INSTRUMENTS | Note 6: Derivative Instruments During the normal course of operations, we are exposed to market risks including interest rates, foreign currency exchange rates and commodity prices. From time to time, we use derivative instruments to balance the cost and risk of such exposures. We do not use derivative instruments for trading or other speculative purposes. In 2007, 2018 and 2020, we entered into interest rate locks of future debt issuances to hedge the risk of higher interest rates. These interest rate locks were designated as cash flow hedges. The gain/loss upon settlement of these interest rate hedges is deferred (recorded in accumulated other comprehensive income (AOCI)) and amortized to interest expense over the term of the related debt. This amortization was reflected in the accompanying Condensed Consolidated Statements of Comprehensive Income as follows: Three Months Ended Six Months Ended Location on June 30 June 30 in thousands Statement 2021 2020 2021 2020 Interest Rate Hedges Loss reclassified from AOCI Interest (effective portion) expense $ ( 487 ) $ ( 263 ) $ ( 969 ) $ ( 1,337 ) For the 12-month period ending June 30, 2022, we estimate that $ 2,005,000 of the $ 23,227,000 net of tax loss in AOCI will be reclassified to interest expense. |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2021 | |
DEBT [Abstract] | |
DEBT | Note 7: Debt Debt is detailed as follows: Effective June 30 December 31 June 30 in thousands Interest Rates 2021 2020 2020 Short-term Debt Bank line of credit expires 2025 1 $ 0 $ 0 $ 0 Total short-term debt $ 0 $ 0 $ 0 Long-term Debt Delayed draw term loan expires 2024 $ 0 $ 0 $ 0 Bank line of credit expires 2025 1 0 0 0 Floating-rate notes due 2021 0 500,000 500,000 8.85 % notes due 2021 8.88 % 6,000 6,000 6,000 4.50 % notes due 2025 4.65 % 400,000 400,000 400,000 3.90 % notes due 2027 4.00 % 400,000 400,000 400,000 3.50 % notes due 2030 3.94 % 750,000 750,000 750,000 7.15 % notes due 2037 8.05 % 129,239 129,239 129,239 4.50 % notes due 2047 4.59 % 700,000 700,000 700,000 4.70 % notes due 2048 5.42 % 460,949 460,949 460,949 Other notes 0.88 % 11,270 11,711 9,153 Total long-term debt - face value $ 2,857,458 $ 3,357,899 $ 3,355,341 Unamortized discounts and debt issuance costs ( 72,130 ) ( 70,224 ) ( 69,669 ) Total long-term debt - book value $ 2,785,328 $ 3,287,675 $ 3,285,672 Less current maturities 15,436 515,435 500,026 Total long-term debt - reported value $ 2,769,892 $ 2,772,240 $ 2,785,646 Estimated fair value of long-term debt $ 3,345,392 $ 3,443,225 $ 3,225,468 1 Borrowings on the bank line of credit are classified as short-term if we intend to repay within twelve months and as long-term if we have the intent and ability to extend payment beyond twelve months. Discounts and debt issuance costs are amortized using the effective interest method over the terms of the respective notes resulting in $ 11,380,000 and $ 3,126,000 of net interest expense for these items for the six months ended June 30, 2021 and 2020, respectively. BRIDGE FACILITY, DELAYED DRAW TERM LOAN AND LINE OF CREDIT In June 2021, concurrent with the announcement of the proposed acquisition of U.S. Concrete (see Note 16 for additional information), we obtained a $ 2,200,000,000 bridge facility commitment from Truist Bank. Later, in June 2021, we entered into a $ 1,600,000,000 delayed draw term loan facility with a subset of the banks that provide our line of credit. The bridge facility commitment was terminated as a condition to the execution of the delayed draw term loan facility. The delayed draw term loan may be drawn once upon the acquisition of U.S. Concrete and all borrowings are due three years from the funding date. The delayed draw term loan contains covenants customary for an unsecured investment-grade facility and mirror those in our line of credit. As of June 30, 2021, we were in compliance with the delayed draw term loan covenants. Financing costs for the bridge facility commitment and the delayed draw term loan facility totaled $ 13,316,000 , $ 9,384,000 of which was recognized as interest expense in the current quarter. Borrowings on the delayed draw term loan bear interest, at our option, at either LIBOR plus a credit margin ranging from 0.875 % to 1.375 %, or Truist Bank’s base rate (generally, its prime rate) plus a credit margin ranging from 0.000 % to 0.375 %. We also pay a commitment fee on the delayed draw term loan until it is drawn that ranges from 0.090 % to 0.225 %. The credit margins and commitment fee are determined by our credit ratings. As of June 30, 2021, the credit margin for LIBOR borrowings was 1.000 %, the credit margin for base rate borrowings was 0.000 % and the commitment fee was 0.100 %. In September 2020, we executed a new five-year unsecured line of credit of $ 1,000,000,000 , incurring $ 4,632,000 of deferred transaction costs. The line of credit contains covenants customary for an unsecured investment-grade facility. As of June 30, 2021, we were in compliance with the line of credit covenants. Borrowings on the line of credit bear interest, at our option, at either LIBOR plus a credit margin ranging from 1.000 % to 1.625 %, or Truist Bank’s base rate (generally, its prime rate) plus a credit margin ranging from 0.000 % to 0.625 %. The credit margin for both LIBOR and base rate borrowings is determined by our credit ratings. Standby letters of credit, which are issued under the line of credit and reduce availability, are charged a fee equal to the credit margin for LIBOR borrowings plus 0.175 %. We also pay a commitment fee on the daily average unused amount of the line of credit that ranges from 0.090 % to 0.225 % determined by our credit ratings. As of June 30, 2021, the credit margin for LIBOR borrowings was 1.125 %, the credit margin for base rate borrowings was 0.125 %, and the commitment fee for the unused amount was 0.100 %. As of June 30, 2021, our available borrowing capacity under the line of credit was $ 942,715,000 . Utilization of the borrowing capacity was as follows: none was borrowed $ 57,285,000 was used to provide support for outstanding standby letters of credit TERM DEBT All of our $ 2,857,458,000 (face value) of term debt is unsecured. $ 2,846,188,000 of such debt is governed by three essentially identical indentures that contain customary investment-grade type covenants. As of June 30, 2021, we were in compliance with all term debt covenants. In May 2020, we issued $ 750,000,000 of 3.50 % senior notes due 2030 . Total proceeds were $ 741,417,000 (net of discounts and transaction costs). $ 250,000,000 of the proceeds were used to retire the $ 250,000,000 floating rate notes due June 2020 . The remainder of the proceeds, together with cash on hand, was used to retire the $ 500,000,000 floating rate notes due March 2021 . STANDBY LETTERS OF CREDIT We provide, in the normal course of business, certain third-party beneficiaries with standby letters of credit to support our obligations to pay or perform according to the requirements of an underlying agreement. Such letters of credit typically have an initial term of one year , typically renew automatically, and can only be modified or canceled with the approval of the beneficiary. All of our standby letters of credit are issued by banks that participate in our $ 1,000,000,000 line of credit, and reduce the borrowing capacity thereunder. Our standby letters of credit as of June 30, 2021 are summarized by purpose in the table below: in thousands Standby Letters of Credit Risk management insurance $ 48,982 Reclamation/restoration requirements 8,303 Total $ 57,285 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 8: Commitments and Contingencies Certain of our aggregates reserves are burdened by volumetric production payments (nonoperating interest) as described in Note 4. As the holder of the working interest, we have responsibility to bear the cost of mining and producing the reserves attributable to this nonoperating interest. As stated in Note 2, our lease liabilities totaled $ 487,962,000 as of June 30, 2021. As summarized by purpose in Note 7, our standby letters of credit totaled $ 57,285,000 as of June 30, 2021. As described in Note 9, our asset retirement obligations totaled $ 286,435,000 as of June 30, 2021. LITIGATION AND ENVIRONMENTAL MATTERS We are subject to occasional governmental proceedings and orders pertaining to occupational safety and health or to protection of the environment, such as proceedings or orders relating to noise abatement, air emissions or water discharges. As part of our continuing program of stewardship in safety, health and environmental matters, we have been able to resolve such proceedings and to comply with such orders without any material adverse effects on our business. We have received notices from the United States Environmental Protection Agency (EPA) or similar state or local agencies that we are considered a potentially responsible party (PRP) at a limited number of sites under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA or Superfund) or similar state and local environmental laws. Generally, we share the cost of remediation at these sites with other PRPs or alleged PRPs in accordance with negotiated or prescribed allocations. There is inherent uncertainty in determining the potential cost of remediating a given site and in determining any individual party's share in that cost. As a result, estimates can change substantially as additional information becomes available regarding the nature or extent of site contamination, remediation methods, other PRPs and their probable level of involvement, and actions by or against governmental agencies or private parties. We have reviewed the nature and extent of our involvement at each Superfund site, as well as potential obligations arising under other federal, state and local environmental laws. While ultimate resolution and financial liability is uncertain at a number of the sites, in our opinion based on information currently available, the ultimate resolution of claims and assessments related to these sites will not have a material effect on our consolidated results of operations, financial position or cash flows, although amounts recorded in a given period could be material to our results of operations or cash flows for that period. Amounts accrued for environmental matters (measured on an undiscounted basis) are presented below: June 30 December 31 June 30 in thousands 2021 2020 2020 Accrued Environmental Remediation Costs Continuing operations $ 25,543 $ 25,544 $ 22,743 Retained from former Chemicals business 10,870 10,971 10,846 Total $ 36,413 $ 36,515 $ 33,589 We are a defendant in various lawsuits in the ordinary course of business. It is not possible to determine with precision the outcome, or the amount of liability, if any, under these lawsuits, especially where the cases involve possible jury trials with as yet undetermined jury panels. In addition to these lawsuits in which we are involved in the ordinary course of business, certain other material legal proceedings are more specifically described below: ■ Lower Passaic River Study Area (DISCONTINUED OPERATIONS and superfund site ) — The Lower Passaic River Study Area is part of the Diamond Shamrock Superfund Site in New Jersey. Vulcan and approximately 70 other companies are parties (collectively the Cooperating Parties Group, CPG) to a May 2007 Administrative Order on Consent (AOC) with the EPA to perform a Remedial Investigation/Feasibility Study (draft RI/FS) of the lower 17 miles of the Passaic River (River). The draft RI/FS was submitted recommending a targeted hot spot remedy; however, the EPA issued a record of decision (ROD) in March 2016 that calls for a bank-to-bank dredging remedy for the lower 8 miles of the River. The EPA estimates that the cost of implementing this proposal is $ 1.38 billion. In September 2016, the EPA entered into an Administrative Settlement Agreement and Order on Consent with Occidental Chemical Corporation (Occidental) in which Occidental agreed to undertake the remedial design for this bank-to-bank dredging remedy and to reimburse the United States for certain response costs. Efforts to investigate and remediate the River have been underway for many years and have involved hundreds of entities that have had operations on or near the River at some point during the past several decades. We formerly owned a chemicals operation near the mouth of the River, which was sold in 1974. The major risk drivers in the River have been identified to include dioxins, PCBs, DDx and mercury. We did not manufacture any of these risk drivers and have no evidence that any of these were discharged into the River by Vulcan . In August 2017, the EPA informed certain members of the CPG, including Vulcan, that it planned to use the services of a third-party allocator with the expectation of offering cash-out settlements to some parties in connection with the bank-to-bank remedy identified in the ROD. This voluntary allocation process is intended to establish an impartial third-party expert recommendation that may be considered by the government and the participants as the basis of possible settlements, including settlements related to future remediation actions. The final allocation recommendations, which are subject to confidentiality provisions, were submitted to the EPA for its review and consideration in late December 2020. Certain PRPs, including Vulcan, have since received a joint confidential settlement demand from the EPA/DOJ. The demand will be subject to further negotiation. If the PRPs who received the joint confidential settlement demand use the allocator’s recommendation as the basis to allocate the demand amongst themselves, Vulcan’s portion would be within the immaterial loss recorded for this matter in 2015. In July 2018, Vulcan, along with more than one hundred other defendants, was sued by Occidental in United States District Court for the District of New Jersey, Newark Vicinage. Occidental is seeking cost recovery and contribution under CERCLA. It is unknown at this time how the proposed settlement with the EPA/DOJ would affect the Occidental lawsuit. ■ TEXAS BRINE MATTER (DISCONTINUED OPERATIONS) — During the operation of its former Chemicals Division, Vulcan secured the right to mine salt out of an underground salt dome formation in Assumption Parish, Louisiana from 1976 - 2005. Throughout that perio d, t he Texas Brine Company (Texas Brine) was the operator contracted by Vulcan (and later Occidental Chemical Company (Occidental) ) to mine and deliver the salt. We sold our Chemicals Division in 2005 and transferred our rights and interests related to the salt and mining operations to the purchaser, a subsidiary of Occidental, and we have had no association with the leased premises or Texas Brine since that time. In August 2012, a sinkhole developed in the vicinity of the Texas Brine mining operations, and numerous lawsuits were filed in state court in Assumption Parish, Louisiana. Other lawsuits, including class action litigation, were also filed in federal court before the Eastern District of Louisiana in New Orleans. There have been numerous defendants , including Texas Brine and Occidental, to the litigation in state and federal court. Vulcan was first brought into the litigation as a third-party defendant in August 2013 b y T exas Bri ne . We have since been added as a direct and third-party defendant by other parties, including a direct claim by the state of Louisian a. Damage categories encompassed within the litigation include, but are not limited to, individual plaintiffs’ claims for property damage ; a claim by the s tate of Louisia na for response costs and civil penalties ; claims by Texas Brine for past and future response costs , l ost profits and investment costs, indemnity payments, attorneys’ fees, other litigation costs and judicial interests; c laims for physical damages to nearby oil and gas pipeline s and storage facilities (pipelines); and business interruption claims . In addition to the plaintiffs’ claims, we were also sued for contractual indemnity and comparative fault by both Texas Brine and Occidental. I t is alleged that the sinkhole was caused, in whole or in part, by our negligent or fraudulent actions or failure to act. It is also alleged that we breached the salt lease with Occidental , as well as an operating agreement and related contracts with Texas Brin e; that we are strictly liable for certain property damages in our capacity as a former lessee of the salt lease; and that we violated certain covenants and conditions in the agreement under which we sold our Chemicals Division to Occidental. We likewise made claims for contractual indemnity and on a basis of comparative fault against Texas Brine and Occidental. Vulcan and Occidental have since dismissed all of their claims against one another. Texas Brine has claims that remain pending against Vulcan and against Occidental. A joint bench trial (judge only) began in September 2017 and ended in October 2017 in the pipeline cases. The trial was limited in scope to the allocation of comparative fault or liability for causing the sinkhole, with a damages phase of the trial to be held at a later date. In December 2017, the judge issued a ruling on the allocation of fault among the three defendants as follows: Occidental 50 %, Texas Brine 35 % (and its wholly-owned subsidiary) and Vulcan 15 %. This ruling was appealed by the parties in each of the pipeline cases. In December 2020, the Louisiana Court of Appeal, First Circuit issued its Notice of Jud gm ent and Disposition in one of the pipeline cases reversing in part and amending the trial court judgment to reallocate 20 % of the fault from Occidental to Texas Brine, with the result that 30 % of the fault is now allocated to Occidental and 55 % of the fault is now allocated to Texas Brine (and its wholly-owned subsidiary) . The Court of Appeal affirmed the 15 % fault allocation to Vulcan. The Court of Appeal made various other findings, including findings related to the arbitrability of certain claims between Occidental and Texas Brine. In March 2021, Texas Brine and Vulcan each filed a writ application with the Louisiana Supreme Court seeking review of various portions of the lower court decision, including fault allocations. In May 2021, the Court of Appeal issued a ruling in one of the other two pipeline cases, assigning the same allocation of fault between the parties. On June 8, 2021, the Louisiana Supreme Court denied the parties’ March 2021 writ applications in one of the three pipeline cases. Appeal and writ proceedings remain ongoing in connection with all three pipeline cases. We have settled claims by all plaintiffs except in two outstanding cases, and our insurers to date have funded these settlements in excess of our self-insured retention amount. The remaining claims involve Texas Brine and the State of Louisiana. Discovery remains ongoing and w e cannot reasonably estimate a range of liability pertaining to these open cases at this time. ■ NEW YORK WATER DISTRICT CASES (DISCONTINUED OPERATIONS) — During the operation of our former Chemicals Division, which was divested to Occidental in 2005, Vulcan manufactured a chlorinated solvent known as 1,1,1-trichloroethane. We are a defendant in 27 cases allegedly involving 1,1,1-trichloroethane. All of the cases are filed in the United States District Court for the Eastern District of New York. According to the various complaints, the plaintiffs are public drinking water providers who serve customers in seven New York counties (Nassau, Orange, Putnam, Sullivan, Ulster, Washington and Westchester). It is alleged that our 1,1,1-trichloroethane was stabilized with 1,4-dioxane and that various water wells of the plaintiffs are contaminated with 1,4-dioxane. The plaintiffs are seeking unspecified compensatory and punitive damages. We will vigorously defend the cases. At this time we cannot determine the likelihood or reasonably estimate a range of loss, if any, pertaining to the c ases. ■ HEWITT LANDFILL MATTER (SUPERFUND SITE) — In September 2015, the Los Angeles Regional Water Quality Control Board (RWQCB) issued a Cleanup and Abatement Orde r di recting Vulcan to assess, monitor, cleanup and abate wastes that have been discharged to soil, soil vapor, and/or groundwater at the former Hewitt Landfill in Los Angeles. Following an onsite and offsite investigation and pilot scale testing, the RWQCB approved a corrective action that includes leachate recovery, storm water capture and conveyance improvements, and a groundwater pump, treat and reinjection system. Certain on-site source control measures have been implemented and the new treatment system is fully operational. C urrently-anticipated costs of these on-site source control activities have been fully accrued. We are also engaged in an ongoing dialogue with the EPA , Honeywell, and the Los Angeles Department of Water and Power (LADWP) regarding the potential contribution of the Hewitt Landfill to groundwater contamination in the North Hollywood Operable Unit (NHOU) of the San Fernando Valle y Superfund Site. The EPA and Vulcan entered into an AOC and Statement of Work having an effective date of September 2017 for the design of two extraction wells south of the Hewitt Landfill to protect the North Hollywood West (NHW) well field located within the NHOU . In November 2017, we submitted a Pre-Design Investigation (PDI) Work Plan to the EPA, which sets forth the activities and schedule for collection of data in support of o ur evaluation of the need for a n offsite remedy. In addition, this evaluation was expanded as part of the PDI to include the evaluation of a remedy in light of a new project by LADWP at the Rinaldi-Toluca (RT) wellfield. PDI investigative activities were completed between the first and third quarters of 2018, and in December 2018 we submitted a Draft PDI Evaluation Report to the EPA. The PDI Evaluation Report summarizes data collection activities conducted pursuant to the Draft PDI Work Plan and provides model updates and evaluation of remediatio n alternatives for offsite areas. The EPA provided an initial set of comments on the Draft PDI Evaluation Report in May 2019 and a final set of comments in October 2020. The final set of comments includes a request for Vulcan to revise and develop a final PDI Evaluation Report. The final comments further provide, if Vulcan agrees, a proposal for an alternative approach for offsite remediation (as opposed to installation of offsite extraction wells) and development of a Supplemental PDI Evaluation Report that would require the EPA to modify the remedy in the 2009 ROD as it relates to the Hewitt Landfill. In December 2020, Vulcan submitted the Final PDI Evaluation Report, which includes edits to the Draft PDI Evaluation Report and responses to the EPA’s comments. Until the EPA’s review and approval of the Final PDI Evaluation Report and any Supplemental PDI Evaluation Report on remedial alternative(s) is complete and an effective remedy has been selected by the EPA or agreed upon, we cannot identify an appropriate remedial action that will be required under the AOC. Given the various stakeholders involved and the uncertainties relating to remediation alternatives, we cannot reasonably estimate a loss pertaining to Vulcan’s responsibility for future remedial action required by the EPA. In December 2019, Honeywell agreed with LADWP to build a water treatment system (often referred to as the Cooperative Containment Concept or CCC or the second interim remedy) that will provide treated groundwater in the NHOU to LADWP for public water supply purposes. Honeywell contends that some of the contamination to be remediated by the system it will build originated from the Hewitt Landfill, and that Vulcan should fund some portion of the costs that Honeywell has incurred and will incur in developing the second interim remedy. During the third quarter 2020, Vulcan recorded an immaterial accrual related to Honeywell’s contribution claim for certain types of cost incurred. We are also gathering and analyzing data and developing technical information to determine the extent of possible contribution by the Hewitt Landfill to the groundwater contamination in the area. This work is also intended to assist in identification of other PRPs that may have contributed to groundwater contamination in the area. At this time, we cannot reasonably estimate a range of an additional loss to Vulcan pertaining to this contribution claim. Further, LADWP has announced plans to install new treatment capabilities at two city wellfields located near the Hewitt Landfill — the NHW wellfield and the RT wellfield. LADWP has alleged that the Hewitt Landfill is one of the primary PRPs for the contamination at the NHW wellfield and is one of many PRPs for the contamination at the RT wellfield. We are gathering and analyzing data and developing technical information to determine the extent of possible contribution by the Hewitt Landfill to the groundwater contamination in the area, consistent with the parallel request by the EPA. This work is also intended to assist in identification of other PRPs that may have contributed to groundwater contamination in the area. Vulcan is also seeking access to LADWP’s list of PRPs. At this time, we cannot reasonably estimate a range of a loss to Vulcan pertaining to this contribution claim. ■ NAFTA ARBITRATION — In September 2018, our subsidiary Legacy Vulcan, LLC (Legacy Vulcan), on its own behalf, and on behalf of our Mexican subsidiary Calizas Industriales del Carmen, S.A. de C.V. (Calica), served the United Mexican States (Mexico) a Notice of Intent to Submit a Claim to Arbitration under Chapter 11 of the North American Free Trade Agreement (NAFTA). Our NAFTA claim relates to the treatment of a portion of our quarrying operations in Playa del Carmen (Cancun), Mexico, arising from, among other measures, Mexico’s failure to comply with a legally binding zoning agreement and relates to other unfair, arbitrary and capricious actions by Mexico’s environmental enforcement agency. We assert that these actions are in breach of Mexico’s international obligations under NAFTA and international law. As required by Article 1118 of NAFTA, we sought to settle this dispute with Mexico through consultations. Notwithstanding our good faith efforts to resolve the dispute amicably, we were unable to do so and filed a Request for Arbitration, which we filed with the International Centre for Settlement of Investment Disputes (ICSID) in December 2018. In January 2019, ICSID registered our Request for Arbitration. We expect that the NAFTA arbitration will be concluded in the second half of 2022 . At this time, there can be no assurance whether we will be successful in our NAFTA claim, and we cannot quantify the amount we may recover, if any, under this arbitration proceeding if we were successful. It is not possible to predict with certainty the ultimate outcome of these and other legal proceedings in which we are involved, and a number of factors, including developments in ongoing discovery or adverse rulings, or the verdict of a particular jury, could cause actual losses to differ materially from accrued costs. No liability was recorded for claims and litigation for which a loss was determined to be only reasonably possible or for which a loss could not be reasonably estimated. Legal costs incurred in defense of lawsuits are expensed as incurred. In addition, losses on certain claims and litigation described above may be subject to limitations on a per occurrence basis by excess insurance, as described in our most recent Annual Report on Form 10-K. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 6 Months Ended |
Jun. 30, 2021 | |
ASSET RETIREMENT OBLIGATIONS [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | Note 9: Asset Retirement Obligations Asset retirement obligations (AROs) are legal obligations associated with the retirement of long-lived assets resulting from the acquisition, construction, development and/or normal use of the underlying assets, including legal obligations for land reclamation at both owned properties and mineral leases. Recognition of a liability for an ARO is required in the period in which it is incurred at its estimated fair value. The associated asset retirement costs are capitalized as part of the carrying amount of the underlying asset and depreciated over the estimated useful life of the asset. The liability is accreted through charges to operating expenses. If the ARO is settled for other than the carrying amount of the liability, we recognize a gain or loss on settlement. ARO operating costs related to accretion of the liabilities and depreciation of the assets are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 ARO Operating Costs Accretion $ 3,259 $ 3,247 $ 6,455 $ 6,155 Depreciation 2,664 2,063 5,325 3,899 Total $ 5,923 $ 5,310 $ 11,780 $ 10,054 ARO operating costs are reported in cost of revenues. AROs are reported within other noncurrent liabilities in our accompanying Condensed Consolidated Balance Sheets. Reconciliations of the carrying amounts of our AROs are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Asset Retirement Obligations Balance at beginning of period $ 285,401 $ 263,445 $ 283,163 $ 210,323 Liabilities incurred 0 0 938 0 Liabilities settled ( 2,260 ) ( 3,354 ) ( 4,953 ) ( 8,588 ) Accretion expense 3,259 3,247 6,455 6,155 Revisions, net 35 410 832 55,858 Balance at end of period $ 286,435 $ 263,748 $ 286,435 $ 263,748 ARO revisions during the first six months of 2020 primarily include increases in estimated costs at two aggregates locations, including reclamation activities required under a development agreement at an aggregates site on owned property in Southern California. The reclamation required under the development agreement will result in the restoration of previously mined property to conditions suitable for retail and commercial development. |
BENEFIT PLANS
BENEFIT PLANS | 6 Months Ended |
Jun. 30, 2021 | |
BENEFIT PLANS [Abstract] | |
BENEFIT PLANS | Note 10: Benefit Plans PENSION PLANS We sponsor two qualified, noncontributory defined benefit pension plans, the Vulcan Materials Company Pension Plan (VMC Pension Plan) and the CMG Hourly Pension Plan (CMG Pension Plan). The VMC Pension Plan has been closed to new entrants since 2007 and benefit accruals, based on salaries or wages and years of service, ceased in 2005 for hourly participants and 2013 for salaried participants. The CMG Pension Plan is closed to new entrants other than through one small union and benefits continue to accrue equal to a flat dollar amount for each year of service. In addition to these qualified plans, we sponsor three unfunded, nonqualified pension plans. The following table sets forth the components of net periodic pension benefit cost: PENSION BENEFITS Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Components of Net Periodic Benefit Cost Service cost $ 1,194 $ 1,331 $ 2,387 $ 2,662 Interest cost 4,880 7,531 9,759 15,062 Expected return on plan assets ( 11,375 ) ( 12,485 ) ( 22,750 ) ( 24,969 ) Amortization of prior service cost 336 335 673 670 Amortization of actuarial loss 2,179 3,140 4,357 6,279 Net periodic pension benefit credit $ ( 2,786 ) $ ( 148 ) $ ( 5,574 ) $ ( 296 ) Pretax reclassifications from AOCI included in net periodic pension benefit cost $ 2,515 $ 3,475 $ 5,030 $ 6,949 The contributions to pension plans for the six months ended June 30, 2021 and 2020, as reflected on the Condensed Consolidated Statements of Cash Flows, pertain to benefit payments under nonqualified plans for both periods. POSTRETIREMENT PLANS In addition to pension benefits, we provide certain healthcare and life insurance benefits for some retired employees. In 2012, we amended our postretirement healthcare plan to cap our portion of the medical coverage cost at the 2015 level. Substantially all our salaried employees and, where applicable, certain of our hourly employees may become eligible for these benefits if they reach a qualifying age and meet certain service requirements. Generally, Company-provided healthcare benefits end when covered individuals become eligible for Medicare benefits, become eligible for other group insurance coverage or reach age 65 , whichever occurs first. The following table sets forth the components of net periodic other postretirement benefit cost: OTHER POSTRETIREMENT BENEFITS Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Components of Net Periodic Benefit Cost Service cost $ 265 $ 380 $ 530 $ 760 Interest cost 106 242 212 485 Amortization of prior service credit ( 477 ) ( 980 ) ( 953 ) ( 1,959 ) Amortization of actuarial gain ( 367 ) ( 201 ) ( 734 ) ( 403 ) Net periodic postretirement benefit credit $ ( 473 ) $ ( 559 ) $ ( 945 ) $ ( 1,117 ) Pretax reclassifications from AOCI included in net periodic postretirement benefit credit $ ( 844 ) $ ( 1,181 ) $ ( 1,687 ) $ ( 2,362 ) DEFINED CONTRIBUTION PLANS In addition to our pension and postretirement plans, we sponsor two defined contribution plans. Substantially all salaried and nonunion hourly employees are eligible to be covered by one of these plans. Under these plans, we match employees’ eligible contributions at established rates. Expense recognized in connection with these matching obligations totaled $ 12,885,000 and $ 12,810,000 for the three months ended June 30, 2021 and 2020, respectively, and totaled $ 35,022,000 and $ 23,867,000 for the six months ended June 30, 2021 and 2020, respectively. |
OTHER COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME | 6 Months Ended |
Jun. 30, 2021 | |
OTHER COMPREHENSIVE INCOME [Abstract] | |
OTHER COMPREHENSIVE INCOME | Note 11: other Comprehensive Income Comprehensive income comprises two subsets: net earnings and other comprehensive income (OCI). The components of OCI are presented in the accompanying Condensed Consolidated Statements of Comprehensive Income, net of applicable taxes. Amounts in accumulated other comprehensive income (AOCI), net of tax, are as follows: June 30 December 31 June 30 in thousands 2021 2020 2020 AOCI Interest rate hedges $ ( 23,227 ) $ ( 23,943 ) $ ( 24,644 ) Pension and postretirement plans ( 154,892 ) ( 157,362 ) ( 183,395 ) Total $ ( 178,119 ) $ ( 181,305 ) $ ( 208,039 ) Changes in AOCI, net of tax, for the six months ended June 30, 2021 are as follows: Pension and Interest Rate Postretirement in thousands Hedges Benefit Plans Total AOCI Balances as of December 31, 2020 $ ( 23,943 ) $ ( 157,362 ) $ ( 181,305 ) Amounts reclassified from AOCI 716 2,470 3,186 Net current period OCI changes 716 2,470 3,186 Balances as of June 30, 2021 $ ( 23,227 ) $ ( 154,892 ) $ ( 178,119 ) Amounts reclassified from AOCI to earnings, are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Amortization of Interest Rate Hedge Losses Interest expense $ 487 $ 263 $ 969 $ 1,337 Benefit from income taxes ( 127 ) ( 69 ) ( 253 ) ( 349 ) Total $ 360 $ 194 $ 716 $ 988 Amortization of Pension and Postretirement Plan Actuarial Loss and Prior Service Cost Other nonoperating expense $ 1,671 $ 2,294 $ 3,343 $ 4,587 Benefit from income taxes ( 436 ) ( 599 ) ( 873 ) ( 1,197 ) Total $ 1,235 $ 1,695 $ 2,470 $ 3,390 Total reclassifications from AOCI to earnings $ 1,595 $ 1,889 $ 3,186 $ 4,378 |
EQUITY
EQUITY | 6 Months Ended |
Jun. 30, 2021 | |
EQUITY [Abstract] | |
EQUITY | Note 12: Equity Our capital stock consists solely of common stock, par value $ 1.00 per share, of which 480,000,000 shares may be issued. Holders of our common stock are entitled to one vote per share. We may also issue 5,000,000 shares of preferred stock, but no shares have been issued. The terms and provisions of such shares will be determined by our Board of Directors upon any issuance of preferred shares in accordance with our Certificate of Incorporation. There were no shares held in treasury as of June 30, 2021, December 31, 2020 and June 30, 2020. Our common stock purchases (all of which were open market purchases) and subsequent retirements for the year-to-date periods ended are as follows: June 30 December 31 June 30 in thousands, except average cost 2021 2020 2020 Shares Purchased and Retired Number 0 214 214 Total purchase price $ 0 $ 26,132 $ 26,132 Average cost per share $ 0.00 $ 121.92 $ 121.92 As of June 30, 2021, 8,064,851 shares may b e p urchased under the current authorizatio n o f our Board of Directo rs. Changes in total equity are summarized below: Three Months Ended Six Months Ended June 30 June 30 in thousands, except per share data 2021 2020 2021 2020 Total Equity Balance at beginning of period $ 6,136,241 $ 5,590,326 $ 6,027,330 $ 5,621,857 Net earnings 195,344 209,916 355,958 270,174 Common stock issued Share-based compensation plans, net of shares withheld for taxes ( 798 ) ( 1,456 ) ( 12,876 ) ( 16,539 ) Purchase and retirement of common stock 0 0 0 ( 26,132 ) Share-based compensation expense 9,819 8,504 17,688 15,220 Cash dividends on common stock ($ 0.37 /$ 0.34 /$ 0.74 /$ 0.68 per share, respectively) ( 49,088 ) ( 45,028 ) ( 98,173 ) ( 90,128 ) Other comprehensive income (expense) 1,595 1,889 3,186 ( 10,301 ) Balance at end of period $ 6,293,113 $ 5,764,151 $ 6,293,113 $ 5,764,151 |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2021 | |
SEGMENT REPORTING [Abstract] | |
SEGMENT REPORTING | Note 13: Segment Reporting We have four operating (and reportable) segments organized around our principal product lines: Aggregates, Asphalt, Concrete and Calcium. The vast majority of our activities are domestic. We sell a relatively small amount of construction aggregates outside the United States. Our Asphalt and Concrete segments are primarily supplied with their aggregates requirements from our Aggregates segment. These intersegment sales are made at local market prices for the particular grade and quality of product used in the production of asphalt mix and ready-mixed concrete and are excluded from total revenues. Management reviews earnings from the product line reporting segments principally at the gross profit level. segment financial disclosure Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Total Revenues Aggregates 1 $ 1,125,367 $ 1,070,596 $ 2,020,276 $ 1,938,822 Asphalt 2 212,577 222,950 359,744 362,739 Concrete 96,201 100,683 177,560 195,448 Calcium 1,960 1,889 4,020 3,915 Segment sales $ 1,436,105 $ 1,396,118 $ 2,561,600 $ 2,500,924 Aggregates intersegment sales ( 75,058 ) ( 73,543 ) ( 132,209 ) ( 129,107 ) Total revenues $ 1,361,047 $ 1,322,575 $ 2,429,391 $ 2,371,817 Gross Profit Aggregates $ 373,833 $ 351,162 $ 597,471 $ 545,293 Asphalt 13,532 30,464 10,541 28,029 Concrete 10,293 14,227 18,061 23,440 Calcium 706 666 1,558 1,480 Total $ 398,364 $ 396,519 $ 627,631 $ 598,242 Depreciation, Depletion, Accretion and Amortization (DDA&A) Aggregates $ 84,328 $ 80,747 $ 165,136 $ 157,883 Asphalt 9,060 8,668 18,155 17,402 Concrete 4,026 4,001 7,978 8,083 Calcium 39 48 78 97 Other 5,654 6,006 12,128 11,486 Total $ 103,107 $ 99,470 $ 203,475 $ 194,951 Identifiable Assets 3 Aggregates $ 9,492,913 $ 9,545,787 Asphalt 579,151 583,902 Concrete 314,166 321,304 Calcium 3,527 3,718 Total identifiable assets $ 10,389,757 $ 10,454,711 General corporate assets 212,864 126,814 Cash and cash equivalents and restricted cash 968,406 817,199 Total assets $ 11,571,027 $ 11,398,724 1 Includes product sales (crushed stone, sand and gravel, sand, and other aggregates), as well as freight & delivery costs that we pass along to our customers, and service revenues (see Note 4) related to aggregates. 2 Includes product sales, as well as service revenues (see Note 4) from our asphalt construction paving business. 3 Certain temporarily idled assets are included within a segment's Identifiable Assets but the associated DDA&A is shown within Other in the DDA&A section above as the related DDA&A is excluded from segment gross profit. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Jun. 30, 2021 | |
SUPPLEMENTAL CASH FLOW INFORMATION [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | Note 14: Supplemental Cash Flow Information Supplemental information referable to our Condensed Consolidated Statements of Cash Flows is summarized below: Six Months Ended June 30 in thousands 2021 2020 Cash Payments Interest (exclusive of amount capitalized) $ 65,195 $ 60,741 Income taxes 87,416 9,055 Noncash Investing and Financing Activities Accrued liabilities for purchases of property, plant & equipment $ 27,018 $ 10,994 Recognition of new and revised asset retirement obligations 1,770 55,858 Recognition of new and revised right-of-use assets for Operating lease liabilities 1 56,974 25,083 Finance lease liabilities 3,265 4,991 Amounts referable to business acquisitions Liabilities assumed 0 5,637 Consideration payable to seller 0 8,980 Fair value of noncash assets and liabilities exchanged 0 21,214 1 The 2021 amount includes a modification to our headquarters office space lease to extend the lease term. |
GOODWILL
GOODWILL | 6 Months Ended |
Jun. 30, 2021 | |
GOODWILL [Abstract] | |
GOODWILL | Note 15: Goodwill Goodwill is recognized when the consideration paid for a business exceeds the fair value of the tangible and identifiable intangible assets acquired. Goodwill is allocated to reporting units for purposes of testing goodwill for impairment. There were no charges for goodwill impairment in the six month periods ended June 30, 2021 and 2020. Accumulated goodwill impairment losses amount to $ 252,664,000 (year 2008) in the Calcium segment. We have four reportable segments organized around our principal product lines: Aggregates, Asphalt, Concrete and Calcium. Changes in the carrying amount of goodwill by reportable segment from December 31, 2020 to June 30, 2021 are shown below: in thousands Aggregates Asphalt Concrete Calcium Total Goodwill Totals at December 31, 2020 $ 3,080,479 $ 91,633 $ 0 $ 0 $ 3,172,112 Totals at June 30, 2021 $ 3,080,479 $ 91,633 $ 0 $ 0 $ 3,172,112 We test goodwill for impairment on an annual basis or more frequently if events or circumstances change in a manner that would more likely than not reduce the fair value of a reporting unit below its carrying value. A decrease in the estimated fair value of one or more of our reporting units could result in the recognition of a material, noncash write-down of goodwill. |
ACQUISITIONS AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 6 Months Ended |
Jun. 30, 2021 | |
ACQUISITIONS AND DIVESTITURES [Abstract] | |
ACQUISITIONS AND DIVESTITURES | Note 16: Acquisitions and Divestitures BUSINESS ACQUISITIONS AND PROPOSED ACQUISITION During the second quarter of 2021, we announced the proposed acquisition of U.S. Concrete, Inc. (NASDAQ: USCR), a leading supplier of aggregates and ready-mixed concrete for a purchase price of $ 74.00 per common share in cash, representing a total equity value of $ 1.294 billion. The transaction has been unanimously approved by the boards of directors of both companies and is expected to close in the second half of 2021, subject to U.S. Concrete shareholder approval, regulatory clearance and other customary closing conditions. 2021 BUSINESS ACQUISITIONS — Through the six months ended June 30, 2021, we completed no business acquisitions. 2020 BUSINESS ACQUISITIONS — For the full year 2020, we purchased the following operations, for total consideration of $ 73,416,000 ($ 43,223,000 cash and $ 30,193,000 noncash): business to support our aggregates operations across most of our footprint Texas — asphalt mix and recycle operations The 2020 acquisitions listed above are reported in our consolidated financial statements as of their respective acquisition dates . None of these acquisitions were material to our results of operations or financial position either individually or collectively. As a result of the 2020 acquisitions, we recognized $ 65,545,000 of amortizable intangible assets and $ 5,051,000 of goodwill. The amortizable intangible assets will be amortized against earnings ($ 65,545,000 - straight-line basis over a weighted-average 20.0 years) and $ 25,712,000 will be deductible for income tax purposes over 15 years. The goodwill represents the balance of deferred tax liabilities generated from carrying over the seller’s tax basis in the assets acquired and is not deductible for income tax purposes. DIVESTITURES AND PENDING DIVESTITURES In 2021, we sold: First quarter — a reclaimed quarry in Southern California resulting in a pretax gain of $ 114,695,000 (net of a $ 12,900,000 contingency and other directly related obligations) In 2020, we sold: Fourth quarter — a Virginia ready-mix concrete business, resulting in an immaterial loss. We retained all real property which is being leased to the buyer and obtained a 20 -year aggregates supply agreement Second quarter — our New Mexico ready-mix concrete business, resulting in an immaterial gain. We retained the concrete plants and mobile fleet and are leasing these assets to the buyer. Additionally, we obtained a 20 -year aggregates supply agreement No material assets met the criteria for held for sale at June 30, 2021, December 31, 2020 or June 30, 2020. |
NEW ACCOUNTING STANDARDS
NEW ACCOUNTING STANDARDS | 6 Months Ended |
Jun. 30, 2021 | |
NEW ACCOUNTING STANDARDS [Abstract] | |
NEW ACCOUNTING STANDARDS | Note 17: New Accounting Standards ACCOUNTING STANDARDS RECENTLY ADOPTED InCOME tAXES During the first quarter of 2021, we adopted Accounting Standards Update (ASU) 2019-12, “Simplifying the Accounting for Income Taxes,” which added new guidance to simplify the accounting for income taxes and changed the accounting for certain income tax transactions. The adoption of this standard did not materially impact our consolidated financial statements. CONVERTIBLE INSTRUMENTS During the first quarter of 2021, we adopted ASU 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” This ASU reduced the number of models used to account for convertible instruments and modified the diluted earnings per share calculations for convertible instruments. This ASU also amended the accounting for certain contracts in an entity’s own equity that are currently accounted for as derivatives. The adoption of this standard did not materially impact our consolidated financial statements. ACCOUNTING STANDARDS PENDING ADOPTION None |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
NATURE OF OPERATIONS | NATURE OF OPERATIONS Vulcan Materials Company (the “Company,” “Vulcan,” “we,” “our”), a New Jersey corporation, is one of the nation’s largest suppliers of construction aggregates (primarily crushed stone, sand and gravel) and a major producer of asphalt mix and ready-mixed concrete. We operate primarily in the United States and our principal product — aggregates — is used in virtually all types of public and private construction projects and in the production of asphalt mix and ready-mixed concrete. We serve markets in twenty states, Washington D.C., and the local markets surrounding our operations in Mexico. Our primary focus is serving metropolitan markets in the United States that are expected to experience the most significant growth in population, households and employment. These three demographic factors are significant drivers of demand for aggregates. While aggregates is our focus and primary business, we produce and sell asphalt mix and/or ready-mixed concrete in our Alabama, Arizona, California, Maryland, New Mexico, Tennessee, Texas, Virginia and Washington D.C. markets. |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Our accompanying unaudited condensed consolidated financial statements were prepared in compliance with the instructions to Form 10-Q and Article 10 of Regulation S-X and thus do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (GAAP) for complete financial statements. We prepared the accompanying condensed consolidated financial statements on the same basis as our annual financial statements, except for the adoption of new accounting standards as described in Note 17. Our Condensed Consolidated Balance Sheet as of December 31, 2020 was derived from the audited financial statement, but it does not include all disclosures required by GAAP. In the opinion of our management, the statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the results of the reported interim periods. For further information, refer to the consolidated financial statements and footnotes included in our most recent Annual Report on Form 10-K. Operating results for the three and six month periods ended June 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021, particularly in light of the uncertainty over the economic and operational impacts of the current novel coronavirus ( COVID-19) pandemic as construction activity continues to be impacted by capacity constraints (supply chain bottlenecks, labor shortages and transportation availability) and cost inflation. Our condensed consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets, liabilities, revenues and expenses. Such estimates and assumptions affect, among other things, our goodwill and long-lived asset valuations; inventory valuation; assessment of the annual effective tax rate; valuation of deferred income taxes; allowance for doubtful accounts; measurement of cash bonus plans; and pension plan assumptions. Events and changes in circumstances arising after June 30, 2021, including those resulting from the impacts of COVID-19 , will be reflected in management’s estimates for future periods. Due to the 2005 sale of our Chemicals business as described within this Note under the caption Discontinued Operations, the results of the Chemicals business are presented as discontinued operations in the accompanying Condensed Consolidated Statements of Comprehensive Income. |
RESTRICTED CASH | RESTRICTED CASH Restricted cash primarily consists of cash proceeds from the sale of property held in escrow for the acquisition of replacement property under like-kind exchange agreements. The escrow accounts are administered by an intermediary. Cash restricted pursuant to like-kind exchange agreements remains restricted for a maximum of 180 days from the date of the property sale pending the acquisition of replacement property. Restricted cash may also include cash reserved by other contractual agreements (such as asset purchase agreements) for a specified purpose and therefore is not available for use for other purposes. Restricted cash is included with cash and cash equivalents in the accompanying Condensed Consolidated Statements of Cash Flows. |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS In 2005, we sold substantially all the assets of our Chemicals business to Basic Chemicals, a subsidiary of Occidental Chemical Corporation. The financial results of the Chemicals business are classified as discontinued operations in the accompanying Condensed Consolidated Statements of Comprehensive Income for all periods presented. Results from discontinued operations are as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Discontinued Operations Pretax loss $ ( 1,935 ) $ ( 1,412 ) $ ( 3,358 ) $ ( 1,058 ) Income tax benefit 499 371 867 277 Loss on discontinued operations, net of tax $ ( 1,436 ) $ ( 1,041 ) $ ( 2,491 ) $ ( 781 ) Our discontinued operations include charges/credits related to general and product liability costs, including legal defense costs, and environmental remediation costs associated with our former Chemicals busines s (including certain matters as discussed in Note 8). There were no revenues from discontinued operations for the periods presented. |
EARNINGS PER SHARE (EPS) | EARNINGS PER SHARE (EPS) Earnings per share are computed by dividing net earnings by the weighted-average common shares outstanding (basic EPS) or weighted-average common shares outstanding assuming dilution (diluted EPS), as set forth below: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Weighted-average common shares outstanding 132,781 132,552 132,765 132,560 Dilutive effect of Stock-Only Stock Appreciation Rights 318 271 309 307 Other stock compensation plans 408 292 381 287 Weighted-average common shares outstanding, assuming dilution 133,507 133,115 133,455 133,154 All dilutive common stock equivalents are reflected in our earnings per share calculations. In periods of loss, shares that otherwise would have been included in our diluted weighted-average common shares outstanding computation would be excluded. Antidilutive common stock equivalents are not included in our earnings per share calculations. The number of antidilutive common stock equivalents for which the exercise price exceeds the weighted-average market price is as follows: Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Antidilutive common stock equivalents 67 296 67 275 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Results from Discontinued Operations | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Discontinued Operations Pretax loss $ ( 1,935 ) $ ( 1,412 ) $ ( 3,358 ) $ ( 1,058 ) Income tax benefit 499 371 867 277 Loss on discontinued operations, net of tax $ ( 1,436 ) $ ( 1,041 ) $ ( 2,491 ) $ ( 781 ) |
Weighted-Average Common Shares Outstanding Assuming Dilution | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Weighted-average common shares outstanding 132,781 132,552 132,765 132,560 Dilutive effect of Stock-Only Stock Appreciation Rights 318 271 309 307 Other stock compensation plans 408 292 381 287 Weighted-average common shares outstanding, assuming dilution 133,507 133,115 133,455 133,154 |
Antidilutive Common Stock Equivalents | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Antidilutive common stock equivalents 67 296 67 275 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
LEASES [Abstract] | |
Schedule of Lease Assets and Liabilities, Weighted-Average Lease Term and Discount Rate | June 30 December 31 June 30 in thousands Classification on the Balance Sheet 2021 2020 2020 Assets Operating lease ROU assets $ 530,760 $ 482,513 $ 472,003 Accumulated amortization ( 65,995 ) ( 59,385 ) ( 45,385 ) Operating leases, net Operating lease right-of-use assets, net 464,765 423,128 426,618 Finance lease assets 11,061 7,796 6,223 Accumulated amortization ( 2,970 ) ( 1,640 ) ( 737 ) Finance leases, net Property, plant & equipment, net 8,091 6,156 5,486 Total lease assets $ 472,856 $ 429,284 $ 432,104 Liabilities Current Operating Other current liabilities $ 36,694 $ 36,969 $ 32,645 Finance Other current liabilities 2,815 2,047 1,695 Noncurrent Operating Noncurrent operating lease liabilities 443,128 399,582 405,578 Finance Other noncurrent liabilities 5,325 4,139 3,807 Total lease liabilities $ 487,962 $ 442,737 $ 443,725 Lease Term and Discount Rate Weighted-average remaining lease term (years) Operating leases 9.1 9.5 10.4 Finance leases 3.8 4.2 4.4 Weighted-average discount rate Operating leases 3.3 % 3.6 % 4.1 % Finance leases 1.3 % 1.4 % 1.5 % |
Components of Lease Expense | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Lease Cost Finance lease cost Amortization of right-of-use assets $ 699 $ 369 $ 1,330 $ 673 Interest on lease liabilities 30 25 60 47 Operating lease cost 15,517 14,234 30,809 28,340 Short-term lease cost 1 5,345 7,676 10,447 16,721 Variable lease cost 2,779 3,773 5,470 6,905 Sublease income ( 834 ) ( 721 ) ( 1,657 ) ( 1,456 ) Total lease cost $ 23,536 $ 25,356 $ 46,459 $ 51,230 1 Our short-term lease cost includes the cost of leases with an initial term of one month or less. |
REVENUES (Tables)
REVENUES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
REVENUES [Abstract] | |
Revenues by Geographic Market | Three Months Ended June 30, 2021 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 354,415 $ 42,797 $ 66,265 $ 0 $ 463,477 Gulf Coast 607,514 46,075 18,618 1,960 674,167 West 163,438 123,705 11,318 0 298,461 Segment sales $ 1,125,367 $ 212,577 $ 96,201 $ 1,960 $ 1,436,105 Intersegment sales ( 75,058 ) 0 0 0 ( 75,058 ) Total revenues $ 1,050,309 $ 212,577 $ 96,201 $ 1,960 $ 1,361,047 Three Months Ended June 30, 2020 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 350,238 $ 37,956 $ 71,653 $ 0 $ 459,847 Gulf Coast 567,811 50,503 17,946 1,889 638,149 West 152,547 134,491 11,084 0 298,122 Segment sales $ 1,070,596 $ 222,950 $ 100,683 $ 1,889 $ 1,396,118 Intersegment sales ( 73,543 ) 0 0 0 ( 73,543 ) Total revenues $ 997,053 $ 222,950 $ 100,683 $ 1,889 $ 1,322,575 Six Months Ended June 30, 2021 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 597,766 $ 60,197 $ 121,354 $ 0 $ 779,317 Gulf Coast 1,126,368 87,488 36,026 4,020 1,253,902 West 296,142 212,059 20,180 0 528,381 Segment sales $ 2,020,276 $ 359,744 $ 177,560 $ 4,020 $ 2,561,600 Intersegment sales ( 132,209 ) 0 0 0 ( 132,209 ) Total revenues $ 1,888,067 $ 359,744 $ 177,560 $ 4,020 $ 2,429,391 Six Months Ended June 30, 2020 in thousands Aggregates Asphalt Concrete Calcium Total Total Revenues by Geographic Market 1 East $ 590,106 $ 55,839 $ 133,772 $ 0 $ 779,717 Gulf Coast 1,061,107 84,358 34,911 3,915 1,184,291 West 287,609 222,542 26,765 0 536,916 Segment sales $ 1,938,822 $ 362,739 $ 195,448 $ 3,915 $ 2,500,924 Intersegment sales ( 129,107 ) 0 0 0 ( 129,107 ) Total revenues $ 1,809,715 $ 362,739 $ 195,448 $ 3,915 $ 2,371,817 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico |
Freight & Delivery Revenues | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Freight & Delivery Revenues Total revenues $ 1,361,047 $ 1,322,575 $ 2,429,391 $ 2,371,817 Freight & delivery revenues 1 ( 195,060 ) ( 202,855 ) ( 358,468 ) ( 379,223 ) Total revenues excluding freight & delivery $ 1,165,987 $ 1,119,720 $ 2,070,923 $ 1,992,594 1 Includes freight & delivery to remote distribution sites . |
Reconciliation of Deferred Revenue Balances | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Deferred Revenue Balance at beginning of period $ 176,293 $ 183,997 $ 177,962 $ 185,339 Revenue recognized from deferred revenue ( 2,217 ) ( 2,034 ) ( 3,886 ) ( 3,376 ) Balance at end of period $ 174,076 $ 181,963 $ 174,076 $ 181,963 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value Measurement on Recurring Basis | Level 1 Fair Value June 30 December 31 June 30 in thousands 2021 2020 2020 Fair Value Recurring Rabbi Trust Mutual funds $ 31,190 $ 28,058 $ 21,994 Total $ 31,190 $ 28,058 $ 21,994 Level 2 Fair Value June 30 December 31 June 30 in thousands 2021 2020 2020 Fair Value Recurring Rabbi Trust Money market mutual fund $ 1,249 $ 837 $ 1,738 Total $ 1,249 $ 837 $ 1,738 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
DERIVATIVE INSTRUMENTS [Abstract] | |
Effects of Changes in Fair Values of Derivatives Designated as Cash Flow Hedges | Three Months Ended Six Months Ended Location on June 30 June 30 in thousands Statement 2021 2020 2021 2020 Interest Rate Hedges Loss reclassified from AOCI Interest (effective portion) expense $ ( 487 ) $ ( 263 ) $ ( 969 ) $ ( 1,337 ) |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
DEBT [Abstract] | |
Debt | Effective June 30 December 31 June 30 in thousands Interest Rates 2021 2020 2020 Short-term Debt Bank line of credit expires 2025 1 $ 0 $ 0 $ 0 Total short-term debt $ 0 $ 0 $ 0 Long-term Debt Delayed draw term loan expires 2024 $ 0 $ 0 $ 0 Bank line of credit expires 2025 1 0 0 0 Floating-rate notes due 2021 0 500,000 500,000 8.85 % notes due 2021 8.88 % 6,000 6,000 6,000 4.50 % notes due 2025 4.65 % 400,000 400,000 400,000 3.90 % notes due 2027 4.00 % 400,000 400,000 400,000 3.50 % notes due 2030 3.94 % 750,000 750,000 750,000 7.15 % notes due 2037 8.05 % 129,239 129,239 129,239 4.50 % notes due 2047 4.59 % 700,000 700,000 700,000 4.70 % notes due 2048 5.42 % 460,949 460,949 460,949 Other notes 0.88 % 11,270 11,711 9,153 Total long-term debt - face value $ 2,857,458 $ 3,357,899 $ 3,355,341 Unamortized discounts and debt issuance costs ( 72,130 ) ( 70,224 ) ( 69,669 ) Total long-term debt - book value $ 2,785,328 $ 3,287,675 $ 3,285,672 Less current maturities 15,436 515,435 500,026 Total long-term debt - reported value $ 2,769,892 $ 2,772,240 $ 2,785,646 Estimated fair value of long-term debt $ 3,345,392 $ 3,443,225 $ 3,225,468 1 Borrowings on the bank line of credit are classified as short-term if we intend to repay within twelve months and as long-term if we have the intent and ability to extend payment beyond twelve months. |
Standby Letters of Credit | in thousands Standby Letters of Credit Risk management insurance $ 48,982 Reclamation/restoration requirements 8,303 Total $ 57,285 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Accrued Environmental Remediation Costs | June 30 December 31 June 30 in thousands 2021 2020 2020 Accrued Environmental Remediation Costs Continuing operations $ 25,543 $ 25,544 $ 22,743 Retained from former Chemicals business 10,870 10,971 10,846 Total $ 36,413 $ 36,515 $ 33,589 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
ASSET RETIREMENT OBLIGATIONS [Abstract] | |
Asset Retirement Obligations Operating Costs | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 ARO Operating Costs Accretion $ 3,259 $ 3,247 $ 6,455 $ 6,155 Depreciation 2,664 2,063 5,325 3,899 Total $ 5,923 $ 5,310 $ 11,780 $ 10,054 |
Reconciliations of Asset Retirement Obligations | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Asset Retirement Obligations Balance at beginning of period $ 285,401 $ 263,445 $ 283,163 $ 210,323 Liabilities incurred 0 0 938 0 Liabilities settled ( 2,260 ) ( 3,354 ) ( 4,953 ) ( 8,588 ) Accretion expense 3,259 3,247 6,455 6,155 Revisions, net 35 410 832 55,858 Balance at end of period $ 286,435 $ 263,748 $ 286,435 $ 263,748 |
BENEFIT PLANS (Tables)
BENEFIT PLANS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Components of Net Periodic Benefit Cost | PENSION BENEFITS Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Components of Net Periodic Benefit Cost Service cost $ 1,194 $ 1,331 $ 2,387 $ 2,662 Interest cost 4,880 7,531 9,759 15,062 Expected return on plan assets ( 11,375 ) ( 12,485 ) ( 22,750 ) ( 24,969 ) Amortization of prior service cost 336 335 673 670 Amortization of actuarial loss 2,179 3,140 4,357 6,279 Net periodic pension benefit credit $ ( 2,786 ) $ ( 148 ) $ ( 5,574 ) $ ( 296 ) Pretax reclassifications from AOCI included in net periodic pension benefit cost $ 2,515 $ 3,475 $ 5,030 $ 6,949 |
Other Postretirement Benefit Plans, Defined Benefit [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Components of Net Periodic Benefit Cost | OTHER POSTRETIREMENT BENEFITS Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Components of Net Periodic Benefit Cost Service cost $ 265 $ 380 $ 530 $ 760 Interest cost 106 242 212 485 Amortization of prior service credit ( 477 ) ( 980 ) ( 953 ) ( 1,959 ) Amortization of actuarial gain ( 367 ) ( 201 ) ( 734 ) ( 403 ) Net periodic postretirement benefit credit $ ( 473 ) $ ( 559 ) $ ( 945 ) $ ( 1,117 ) Pretax reclassifications from AOCI included in net periodic postretirement benefit credit $ ( 844 ) $ ( 1,181 ) $ ( 1,687 ) $ ( 2,362 ) |
OTHER COMPREHENSIVE INCOME (Tab
OTHER COMPREHENSIVE INCOME (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
OTHER COMPREHENSIVE INCOME [Abstract] | |
Accumulated Other Comprehensive Income, Net of Tax | June 30 December 31 June 30 in thousands 2021 2020 2020 AOCI Interest rate hedges $ ( 23,227 ) $ ( 23,943 ) $ ( 24,644 ) Pension and postretirement plans ( 154,892 ) ( 157,362 ) ( 183,395 ) Total $ ( 178,119 ) $ ( 181,305 ) $ ( 208,039 ) |
Changes in Accumulated Other Comprehensive Income, Net of Tax | Pension and Interest Rate Postretirement in thousands Hedges Benefit Plans Total AOCI Balances as of December 31, 2020 $ ( 23,943 ) $ ( 157,362 ) $ ( 181,305 ) Amounts reclassified from AOCI 716 2,470 3,186 Net current period OCI changes 716 2,470 3,186 Balances as of June 30, 2021 $ ( 23,227 ) $ ( 154,892 ) $ ( 178,119 ) |
Amounts Reclassified from Accumulated Other Comprehensive Income to Earnings | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Amortization of Interest Rate Hedge Losses Interest expense $ 487 $ 263 $ 969 $ 1,337 Benefit from income taxes ( 127 ) ( 69 ) ( 253 ) ( 349 ) Total $ 360 $ 194 $ 716 $ 988 Amortization of Pension and Postretirement Plan Actuarial Loss and Prior Service Cost Other nonoperating expense $ 1,671 $ 2,294 $ 3,343 $ 4,587 Benefit from income taxes ( 436 ) ( 599 ) ( 873 ) ( 1,197 ) Total $ 1,235 $ 1,695 $ 2,470 $ 3,390 Total reclassifications from AOCI to earnings $ 1,595 $ 1,889 $ 3,186 $ 4,378 |
EQUITY (Tables)
EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
EQUITY [Abstract] | |
Shares Purchased and Retired | June 30 December 31 June 30 in thousands, except average cost 2021 2020 2020 Shares Purchased and Retired Number 0 214 214 Total purchase price $ 0 $ 26,132 $ 26,132 Average cost per share $ 0.00 $ 121.92 $ 121.92 |
Changes in Total Equity | Three Months Ended Six Months Ended June 30 June 30 in thousands, except per share data 2021 2020 2021 2020 Total Equity Balance at beginning of period $ 6,136,241 $ 5,590,326 $ 6,027,330 $ 5,621,857 Net earnings 195,344 209,916 355,958 270,174 Common stock issued Share-based compensation plans, net of shares withheld for taxes ( 798 ) ( 1,456 ) ( 12,876 ) ( 16,539 ) Purchase and retirement of common stock 0 0 0 ( 26,132 ) Share-based compensation expense 9,819 8,504 17,688 15,220 Cash dividends on common stock ($ 0.37 /$ 0.34 /$ 0.74 /$ 0.68 per share, respectively) ( 49,088 ) ( 45,028 ) ( 98,173 ) ( 90,128 ) Other comprehensive income (expense) 1,595 1,889 3,186 ( 10,301 ) Balance at end of period $ 6,293,113 $ 5,764,151 $ 6,293,113 $ 5,764,151 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
SEGMENT REPORTING [Abstract] | |
Segment Financial Disclosure | Three Months Ended Six Months Ended June 30 June 30 in thousands 2021 2020 2021 2020 Total Revenues Aggregates 1 $ 1,125,367 $ 1,070,596 $ 2,020,276 $ 1,938,822 Asphalt 2 212,577 222,950 359,744 362,739 Concrete 96,201 100,683 177,560 195,448 Calcium 1,960 1,889 4,020 3,915 Segment sales $ 1,436,105 $ 1,396,118 $ 2,561,600 $ 2,500,924 Aggregates intersegment sales ( 75,058 ) ( 73,543 ) ( 132,209 ) ( 129,107 ) Total revenues $ 1,361,047 $ 1,322,575 $ 2,429,391 $ 2,371,817 Gross Profit Aggregates $ 373,833 $ 351,162 $ 597,471 $ 545,293 Asphalt 13,532 30,464 10,541 28,029 Concrete 10,293 14,227 18,061 23,440 Calcium 706 666 1,558 1,480 Total $ 398,364 $ 396,519 $ 627,631 $ 598,242 Depreciation, Depletion, Accretion and Amortization (DDA&A) Aggregates $ 84,328 $ 80,747 $ 165,136 $ 157,883 Asphalt 9,060 8,668 18,155 17,402 Concrete 4,026 4,001 7,978 8,083 Calcium 39 48 78 97 Other 5,654 6,006 12,128 11,486 Total $ 103,107 $ 99,470 $ 203,475 $ 194,951 Identifiable Assets 3 Aggregates $ 9,492,913 $ 9,545,787 Asphalt 579,151 583,902 Concrete 314,166 321,304 Calcium 3,527 3,718 Total identifiable assets $ 10,389,757 $ 10,454,711 General corporate assets 212,864 126,814 Cash and cash equivalents and restricted cash 968,406 817,199 Total assets $ 11,571,027 $ 11,398,724 1 Includes product sales (crushed stone, sand and gravel, sand, and other aggregates), as well as freight & delivery costs that we pass along to our customers, and service revenues (see Note 4) related to aggregates. 2 Includes product sales, as well as service revenues (see Note 4) from our asphalt construction paving business. 3 Certain temporarily idled assets are included within a segment's Identifiable Assets but the associated DDA&A is shown within Other in the DDA&A section above as the related DDA&A is excluded from segment gross profit. |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
SUPPLEMENTAL CASH FLOW INFORMATION [Abstract] | |
Supplemental Information Referable to Condensed Consolidated Statements of Cash Flows | Six Months Ended June 30 in thousands 2021 2020 Cash Payments Interest (exclusive of amount capitalized) $ 65,195 $ 60,741 Income taxes 87,416 9,055 Noncash Investing and Financing Activities Accrued liabilities for purchases of property, plant & equipment $ 27,018 $ 10,994 Recognition of new and revised asset retirement obligations 1,770 55,858 Recognition of new and revised right-of-use assets for Operating lease liabilities 1 56,974 25,083 Finance lease liabilities 3,265 4,991 Amounts referable to business acquisitions Liabilities assumed 0 5,637 Consideration payable to seller 0 8,980 Fair value of noncash assets and liabilities exchanged 0 21,214 1 The 2021 amount includes a modification to our headquarters office space lease to extend the lease term. |
GOODWILL (Tables)
GOODWILL (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
GOODWILL [Abstract] | |
Changes in Carrying Amount of Goodwill by Reportable Segment | in thousands Aggregates Asphalt Concrete Calcium Total Goodwill Totals at December 31, 2020 $ 3,080,479 $ 91,633 $ 0 $ 0 $ 3,172,112 Totals at June 30, 2021 $ 3,080,479 $ 91,633 $ 0 $ 0 $ 3,172,112 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021USD ($)state | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)statefactor | Jun. 30, 2020USD ($) | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||||
State of incorporation | NJ | |||
Number of states | state | 20 | 20 | ||
Number of demographic factors | factor | 3 | |||
Revenues from discontinued operations | $ | $ 0 | $ 0 | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Results from Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||||
Pretax loss | $ (1,935) | $ (1,412) | $ (3,358) | $ (1,058) |
Income tax benefit | 499 | 371 | 867 | 277 |
Loss on discontinued operations, net of tax | $ (1,436) | $ (1,041) | $ (2,491) | $ (781) |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Weighted-Average Common Shares Outstanding Assuming Dilution) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||||
Weighted-average common shares outstanding | 132,781 | 132,552 | 132,765 | 132,560 |
Dilutive effect of Stock-Only Stock Appreciation Rights | 318 | 271 | 309 | 307 |
Dilutive effect of Other stock compensation plans | 408 | 292 | 381 | 287 |
Weighted-average common shares outstanding, assuming dilution | 133,507 | 133,115 | 133,455 | 133,154 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Antidilutive Common Stock Equivalents) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||||
Antidilutive common stock equivalents | 67 | 296 | 67 | 275 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
LEASES [Abstract] | ||
Cash paid for operating leases | $ 28,738 | $ 26,559 |
Cash paid for finance leases | $ 1,310 | $ 658 |
LEASES (Schedule of Lease Asset
LEASES (Schedule of Lease Assets and Liabilities, Weighted-Average Lease Term and Discount Rate) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
LEASES [Abstract] | |||
Operating lease ROU assets | $ 530,760 | $ 482,513 | $ 472,003 |
Accumulated amortization | (65,995) | (59,385) | (45,385) |
Total lease assets | $ 464,765 | 423,128 | 426,618 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Total lease assets | ||
Finance lease assets | $ 11,061 | 7,796 | 6,223 |
Accumulated amortization | (2,970) | (1,640) | (737) |
Finance leases, net | $ 8,091 | 6,156 | 5,486 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property Plant And Equipment Net | ||
Total lease assets | $ 472,856 | 429,284 | 432,104 |
Current operating lease liabilities | $ 36,694 | 36,969 | 32,645 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Liabilities Current | ||
Current finance lease liabilities | $ 2,815 | 2,047 | 1,695 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Liabilities Current | ||
Noncurrent operating lease liabilities | $ 443,128 | 399,582 | 405,578 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Noncurrent operating lease liabilities | ||
Noncurrent finance lease liabilities | $ 5,325 | 4,139 | 3,807 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities Noncurrent | ||
Total lease liabilities | $ 487,962 | $ 442,737 | $ 443,725 |
Weighted-average remaining lease term, Operating leases | 9 years 1 month 6 days | 9 years 6 months | 10 years 4 months 24 days |
Weighted-average remaining lease term, Finance leases | 3 years 9 months 18 days | 4 years 2 months 12 days | 4 years 4 months 24 days |
Weighted-average discount rate, Operating leases | 3.30% | 3.60% | 4.10% |
Weighted-average discount rate, Finance leases | 1.30% | 1.40% | 1.50% |
LEASES (Components of Lease Exp
LEASES (Components of Lease Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
LEASES [Abstract] | |||||
Amortization of right-of-use assets | $ 699 | $ 369 | $ 1,330 | $ 673 | |
Interest on lease liabilities | 30 | 25 | 60 | 47 | |
Operating lease cost | 15,517 | 14,234 | 30,809 | 28,340 | |
Short-term lease cost | [1] | 5,345 | 7,676 | 10,447 | 16,721 |
Variable lease cost | 2,779 | 3,773 | 5,470 | 6,905 | |
Sublease income | (834) | (721) | (1,657) | (1,456) | |
Total lease cost | $ 23,536 | $ 25,356 | $ 46,459 | $ 51,230 | |
[1] | Our short-term lease cost includes the cost of leases with an initial term of one month or less. |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | ||||||
Increase in valuation allowance | $ 13,695 | |||||
Income tax benefit recognition threshold more likely than not | 50.00% | |||||
Income tax expense | $ 57,283 | $ 61,352 | $ 117,922 | $ 73,546 | ||
Alabama [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Net operating loss carryforwards, valuation allowance | $ 42,931 | $ 42,931 | ||||
Alabama [Member] | State [Member] | Earliest Tax Year [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Net operating loss carryforwards expiration year | 2023 | |||||
Alabama [Member] | State [Member] | Latest Tax Year [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Net operating loss carryforwards expiration year | 2029 | |||||
Alabama [Member] | Forecast [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
State net operating loss carryforwards | $ 63,155 |
REVENUES (Narrative) (Details)
REVENUES (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 24 Months Ended | ||||||||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | ||
Revenue Recognition [Line Items] | |||||||||||
Revenues | [1] | $ 1,361,047 | $ 1,322,575 | $ 2,429,391 | $ 2,371,817 | ||||||
Number of quarries | item | 8 | ||||||||||
Proceeds from sale of future production | $ 226,926 | ||||||||||
Term of the VPPs | 20 years | ||||||||||
Estimated deferred revenue to be recognized in the next 12 months | $ 174,076 | $ 181,963 | $ 174,076 | $ 181,963 | $ 176,293 | $ 177,962 | $ 183,997 | $ 185,339 | |||
Service [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Percent of total revenues | 4.50% | 4.30% | 4.20% | 4.10% | |||||||
Revenues | $ 60,778 | $ 57,374 | $ 102,018 | $ 96,938 | |||||||
Minimum [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Coverage of warranty provisions | 9 months | ||||||||||
Maximum [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Coverage of warranty provisions | 1 year | ||||||||||
Maximum [Member] | Construction Paving [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Costs for paving contracts expense, expected amortization period | 1 year | ||||||||||
Forecast [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Estimated deferred revenue to be recognized in the next 12 months | $ 7,500 | ||||||||||
Aggregates [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Revenues | [1] | $ 1,050,309 | $ 997,053 | $ 1,888,067 | $ 1,809,715 | ||||||
Aggregates [Member] | Minimum [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Percent of shipments used for publicly funded construction | 45.00% | ||||||||||
Aggregates [Member] | Maximum [Member] | |||||||||||
Revenue Recognition [Line Items] | |||||||||||
Percent of shipments used for publicly funded construction | 55.00% | ||||||||||
[1] | 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico |
REVENUES (Revenues by Geographi
REVENUES (Revenues by Geographic Market) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | $ 1,361,047 | $ 1,322,575 | $ 2,429,391 | $ 2,371,817 |
Operating Segments [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 1,436,105 | 1,396,118 | 2,561,600 | 2,500,924 |
Intersegment Sales [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | (75,058) | (73,543) | (132,209) | (129,107) |
East [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 463,477 | 459,847 | 779,317 | 779,717 |
Gulf Coast [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 674,167 | 638,149 | 1,253,902 | 1,184,291 |
West [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 298,461 | 298,122 | 528,381 | 536,916 |
Aggregates [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 1,050,309 | 997,053 | 1,888,067 | 1,809,715 |
Aggregates [Member] | Operating Segments [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1],[2] | 1,125,367 | 1,070,596 | 2,020,276 | 1,938,822 |
Aggregates [Member] | Intersegment Sales [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | (75,058) | (73,543) | (132,209) | (129,107) |
Aggregates [Member] | East [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 354,415 | 350,238 | 597,766 | 590,106 |
Aggregates [Member] | Gulf Coast [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 607,514 | 567,811 | 1,126,368 | 1,061,107 |
Aggregates [Member] | West [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 163,438 | 152,547 | 296,142 | 287,609 |
Asphalt [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 212,577 | 222,950 | 359,744 | 362,739 |
Asphalt [Member] | Operating Segments [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1],[3] | 212,577 | 222,950 | 359,744 | 362,739 |
Asphalt [Member] | Intersegment Sales [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 0 | 0 | 0 | 0 |
Asphalt [Member] | East [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 42,797 | 37,956 | 60,197 | 55,839 |
Asphalt [Member] | Gulf Coast [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 46,075 | 50,503 | 87,488 | 84,358 |
Asphalt [Member] | West [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 123,705 | 134,491 | 212,059 | 222,542 |
Concrete [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 96,201 | 100,683 | 177,560 | 195,448 |
Concrete [Member] | Operating Segments [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 96,201 | 100,683 | 177,560 | 195,448 |
Concrete [Member] | Intersegment Sales [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 0 | 0 | 0 | 0 |
Concrete [Member] | East [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 66,265 | 71,653 | 121,354 | 133,772 |
Concrete [Member] | Gulf Coast [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 18,618 | 17,946 | 36,026 | 34,911 |
Concrete [Member] | West [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 11,318 | 11,084 | 20,180 | 26,765 |
Calcium [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 1,960 | 1,889 | 4,020 | 3,915 |
Calcium [Member] | Operating Segments [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 1,960 | 1,889 | 4,020 | 3,915 |
Calcium [Member] | Intersegment Sales [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 0 | 0 | 0 | 0 |
Calcium [Member] | East [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 0 | 0 | 0 | 0 |
Calcium [Member] | Gulf Coast [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 1,960 | 1,889 | 4,020 | 3,915 |
Calcium [Member] | West [Member] | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | $ 0 | $ 0 | $ 0 | $ 0 |
[1] | 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico | ||||
[2] | Includes product sales (crushed stone, sand and gravel, sand, and other aggregates), as well as freight & delivery costs that we pass along to our customers, and service revenues (see Note 4) related to aggregates. | ||||
[3] | Includes product sales, as well as service revenues (see Note 4) from our asphalt construction paving business. |
REVENUES (Freight & Delivery Re
REVENUES (Freight & Delivery Revenues) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Disaggregation of Revenue [Line Items] | |||||
Total revenues | [1] | $ 1,361,047 | $ 1,322,575 | $ 2,429,391 | $ 2,371,817 |
Freight & Delivery Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues | [2] | (195,060) | (202,855) | (358,468) | (379,223) |
Total Revenues Excluding Freight & Delivery [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues | $ 1,165,987 | $ 1,119,720 | $ 2,070,923 | $ 1,992,594 | |
[1] | 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico | ||||
[2] | Includes freight & delivery to remote distribution sites |
REVENUES (Reconciliation of Def
REVENUES (Reconciliation of Deferred Revenue Balances) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
REVENUES [Abstract] | ||||
Balance at beginning of period | $ 176,293 | $ 183,997 | $ 177,962 | $ 185,339 |
Revenue recognized from deferred revenue | (2,217) | (2,034) | (3,886) | (3,376) |
Balance at end of period | $ 174,076 | $ 181,963 | $ 174,076 | $ 181,963 |
FAIR VALUE MEASUREMENTS (Narrat
FAIR VALUE MEASUREMENTS (Narrative) (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Number of Rabbi Trusts established | item | 2 | |
Net gains (losses) of the Rabbi Trust investments | $ 3,382 | $ (998) |
Unrealized net gains (losses) of the Rabbi Trusts' investments | $ 3,028 | $ (990) |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value Measurement on Recurring Basis) (Details) - Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total | $ 31,190 | $ 28,058 | $ 21,994 |
Fair Value, Inputs, Level 1 [Member] | Mutual Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total | 31,190 | 28,058 | 21,994 |
Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total | 1,249 | 837 | 1,738 |
Fair Value, Inputs, Level 2 [Member] | Money Market Mutual Fund [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total | $ 1,249 | $ 837 | $ 1,738 |
DERIVATIVE INSTRUMENTS (Narrati
DERIVATIVE INSTRUMENTS (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Derivative [Line Items] | |||
Interest rate hedges | $ (23,227) | $ (23,943) | $ (24,644) |
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest Rate Swap [Member] | |||
Derivative [Line Items] | |||
Estimated amount of pretax loss in AOCI reclassified to earnings for the next 12-month period | $ (2,005) |
DERIVATIVE INSTRUMENTS (Effects
DERIVATIVE INSTRUMENTS (Effects of Changes in Fair Values of Derivatives Designated as Cash Flow Hedges) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Interest Rate Swap [Member] | Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Loss reclassified from AOCI (effective portion) | $ (487) | $ (263) | $ (969) | $ (1,337) |
DEBT (Narrative) (Details)
DEBT (Narrative) (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | May 31, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |||||||
Discounts and debt issuance costs | $ 11,380 | $ 3,126 | |||||
Total long-term debt - face value | $ 3,355,341 | $ 2,857,458 | 2,857,458 | 3,355,341 | $ 3,357,899 | ||
Financing costs | 69,669 | 72,130 | 72,130 | 69,669 | 70,224 | ||
Net proceeds | $ 741,417 | ||||||
Repayment of long-term debt | 500,013 | 250,012 | |||||
Short-term debt | 0 | 0 | 0 | 0 | 0 | ||
Delayed Draw Term Loan Expires 2024 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 1,600,000 | $ 1,600,000 | |||||
Commitment fee | 0.10% | ||||||
Delayed Draw Term Loan Expires 2024 [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 1.00% | ||||||
Delayed Draw Term Loan Expires 2024 [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.00% | ||||||
Investment-Grade Type Covenants Governed [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Number of indentures with customary investment-grade type covenants | item | 3 | ||||||
Bridge Facility And Delayed Draw Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Discounts and debt issuance costs | 9,384 | ||||||
Financing costs | 13,316 | $ 13,316 | |||||
Line of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Transaction fees | $ 4,632 | ||||||
Maximum borrowing capacity | $ 1,000,000 | 1,000,000 | $ 1,000,000 | ||||
Commitment fee | 0.10% | ||||||
Available borrowing capacity | 942,715 | $ 942,715 | |||||
Debt issued, term | 5 years | ||||||
Line of Credit [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 1.125% | ||||||
Line of Credit [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.125% | ||||||
Line of Credit [Member] | Delayed Draw Term Loan And Line Of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Short-term debt | 0 | $ 0 | |||||
Bridge Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Face value | 2,200,000 | 2,200,000 | |||||
Standby Letters of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding standby letters of credit | 57,285 | $ 57,285 | |||||
Period of standby letters of credit | 1 year | ||||||
Standby Letters of Credit [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.175% | ||||||
Maximum [Member] | Delayed Draw Term Loan Expires 2024 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee | 0.225% | ||||||
Maximum [Member] | Delayed Draw Term Loan Expires 2024 [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 1.375% | ||||||
Maximum [Member] | Delayed Draw Term Loan Expires 2024 [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.375% | ||||||
Maximum [Member] | Line of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee | 0.225% | ||||||
Maximum [Member] | Line of Credit [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 1.625% | ||||||
Maximum [Member] | Line of Credit [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.625% | ||||||
Minimum [Member] | Delayed Draw Term Loan Expires 2024 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee | 0.09% | ||||||
Minimum [Member] | Delayed Draw Term Loan Expires 2024 [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.875% | ||||||
Minimum [Member] | Delayed Draw Term Loan Expires 2024 [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.00% | ||||||
Minimum [Member] | Line of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee | 0.09% | ||||||
Minimum [Member] | Line of Credit [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 1.00% | ||||||
Minimum [Member] | Line of Credit [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Applicable margin on borrowing rate | 0.00% | ||||||
Term Loan Due [Member] | Delayed Draw Term Loan Expires 2024 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total long-term debt - face value | 0 | 0 | $ 0 | 0 | 0 | ||
Maturity year | 2024 | ||||||
Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total long-term debt - face value | 2,857,458 | $ 2,857,458 | |||||
Notes [Member] | Investment-Grade Type Covenants Governed [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total long-term debt - face value | 2,846,188 | 2,846,188 | |||||
Notes [Member] | 3.50% notes due 2030 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total long-term debt - face value | 750,000 | $ 750,000 | $ 750,000 | $ 750,000 | 750,000 | 750,000 | |
Maturity year | 2030 | 2030 | |||||
Interest rate | 3.50% | 3.50% | 3.50% | ||||
Notes [Member] | Floating-Rate Notes Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total long-term debt - face value | $ 250,000 | ||||||
Maturity year | 2020 | ||||||
Repayment of long-term debt | 250,000 | ||||||
Notes [Member] | Floating-Rate Notes Due 2021 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total long-term debt - face value | $ 500,000 | $ 0 | $ 0 | $ 500,000 | $ 500,000 | ||
Maturity year | 2021 | ||||||
Face value | $ 500,000 | $ 500,000 |
DEBT (Debt) (Details)
DEBT (Debt) (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | ||||
May 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | ||
Debt Instrument [Line Items] | ||||||
Total short-term debt | $ 0 | $ 0 | $ 0 | |||
Total long-term debt - face value | 2,857,458 | 3,357,899 | 3,355,341 | |||
Unamortized discounts and debt issuance costs | (72,130) | (70,224) | (69,669) | |||
Total long-term debt - book value | 2,785,328 | 3,287,675 | 3,285,672 | |||
Less current maturities | 15,436 | 515,435 | 500,026 | |||
Total long-term debt - reported value | 2,769,892 | 2,772,240 | 2,785,646 | |||
Estimated fair value of long-term debt | 3,345,392 | 3,443,225 | 3,225,468 | |||
Delayed Draw Term Loan Expires 2024 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 1,600,000 | |||||
Line of Credit [Member] | Bank Line Of Credit Due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total short-term debt | [1] | $ 0 | 0 | 0 | ||
Maturity year | [1] | 2025 | ||||
Line of Credit [Member] | Bank Line Of Credit Due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | [1] | $ 0 | 0 | 0 | ||
Maturity year | [1] | 2025 | ||||
Term Loan Due [Member] | Delayed Draw Term Loan Expires 2024 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 0 | 0 | 0 | |||
Maturity year | 2024 | |||||
Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 2,857,458 | |||||
Notes [Member] | Floating-Rate Notes Due 2021 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 0 | 500,000 | 500,000 | |||
Maturity year | 2021 | |||||
Notes [Member] | 8.85% notes due 2021 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 6,000 | 6,000 | 6,000 | |||
Interest rate | 8.85% | |||||
Maturity year | 2021 | |||||
Effective interest rate | 8.88% | |||||
Notes [Member] | 4.50% notes due 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 400,000 | 400,000 | 400,000 | |||
Interest rate | 4.50% | |||||
Maturity year | 2025 | |||||
Effective interest rate | 4.65% | |||||
Notes [Member] | 3.90% notes due 2027 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 400,000 | 400,000 | 400,000 | |||
Interest rate | 3.90% | |||||
Maturity year | 2027 | |||||
Effective interest rate | 4.00% | |||||
Notes [Member] | 3.50% notes due 2030 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 750,000 | $ 750,000 | 750,000 | 750,000 | ||
Interest rate | 3.50% | 3.50% | ||||
Maturity year | 2030 | 2030 | ||||
Effective interest rate | 3.94% | |||||
Notes [Member] | 7.15% notes due 2037 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 129,239 | 129,239 | 129,239 | |||
Interest rate | 7.15% | |||||
Maturity year | 2037 | |||||
Effective interest rate | 8.05% | |||||
Notes [Member] | 4.50% notes due 2047 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 700,000 | 700,000 | 700,000 | |||
Interest rate | 4.50% | |||||
Maturity year | 2047 | |||||
Effective interest rate | 4.59% | |||||
Notes [Member] | 4.70% notes due 2048 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 460,949 | 460,949 | 460,949 | |||
Interest rate | 4.70% | |||||
Maturity year | 2048 | |||||
Effective interest rate | 5.42% | |||||
Other Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt - face value | $ 11,270 | $ 11,711 | $ 9,153 | |||
Effective interest rate | 0.88% | |||||
Line of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 1,000,000 | $ 1,000,000 | ||||
[1] | Borrowings on the bank line of credit are classified as short-term if we intend to repay within twelve months and as long-term if we have the intent and ability to extend payment beyond twelve months. |
DEBT (Standby Letters of Credit
DEBT (Standby Letters of Credit) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Line of Credit Facility [Line Items] | ||||||
Reclamation/restoration requirements | $ 286,435 | $ 285,401 | $ 283,163 | $ 263,748 | $ 263,445 | $ 210,323 |
Standby Letters of Credit [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Risk management insurance | 48,982 | |||||
Reclamation/restoration requirements | 8,303 | |||||
Total | $ 57,285 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2017 | Sep. 30, 2017item | Mar. 31, 2016mi | May 31, 2007entitymi | Sep. 30, 2020item | Jun. 30, 2021USD ($)itemdefendant | Dec. 31, 2020USD ($) | Mar. 31, 2021USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Loss Contingencies [Line Items] | |||||||||||
Asset retirement obligations | $ | $ 286,435 | $ 283,163 | $ 285,401 | $ 263,748 | $ 263,445 | $ 210,323 | |||||
Number of groundwater extraction wells | item | 2 | ||||||||||
Contingency loss | $ | 0 | ||||||||||
Lease liabilities | $ | $ 487,962 | $ 442,737 | $ 443,725 | ||||||||
Parent Company [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Judge ruled allocation of fault among defendants, percentage | 15.00% | 15.00% | |||||||||
Texas Brine [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of pipeline cases | item | 3 | ||||||||||
Number of defendants | defendant | 3 | ||||||||||
New York Water District Cases [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of cases | item | 27 | ||||||||||
Cooperating Parties Group [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of other companies to perform a Remedial Investigation/ Feasibility Study related to the Lower Passaic River Clean-Up lawsuit | entity | 70 | ||||||||||
Number of miles of the River used in the Remedial Investigation/Feasibility Study | mi | 17 | ||||||||||
Number of miles for bank-to-bank dredging remedy | mi | 8 | ||||||||||
Texas Brine and Occidental Chemical Co [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Judge ruled allocation of fault among defendants, percentage | 20.00% | ||||||||||
Occidental Chemical Co [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Judge ruled allocation of fault among defendants, percentage | 50.00% | 30.00% | |||||||||
Texas Brine [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Judge ruled allocation of fault among defendants, percentage | 35.00% | 55.00% | |||||||||
Number of cases | item | 2 | ||||||||||
LADWP [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Number of planned new treatment capabilities | item | 2 | ||||||||||
Maximum [Member] | EPA [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Estimated implementation costs | $ | $ 1,380,000 | ||||||||||
Standby Letters of Credit [Member] | |||||||||||
Loss Contingencies [Line Items] | |||||||||||
Outstanding standby letters of credit | $ | $ 57,285 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Accrued Environmental Remediation Costs) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Loss Contingencies [Line Items] | |||
Accrued Environmental Remediation Costs | $ 36,413 | $ 36,515 | $ 33,589 |
Continuing Operations [Member] | |||
Loss Contingencies [Line Items] | |||
Accrued Environmental Remediation Costs | 25,543 | 25,544 | 22,743 |
Retained From Former Chemicals Business [Member] | |||
Loss Contingencies [Line Items] | |||
Accrued Environmental Remediation Costs | $ 10,870 | $ 10,971 | $ 10,846 |
ASSET RETIREMENT OBLIGATIONS (N
ASSET RETIREMENT OBLIGATIONS (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2021item | |
California [Member] | |
Asset Retirement Obligations [Line Items] | |
Number of aggregates locations | 2 |
ASSET RETIREMENT OBLIGATIONS (A
ASSET RETIREMENT OBLIGATIONS (Asset Retirement Obligations Operating Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
ASSET RETIREMENT OBLIGATIONS [Abstract] | ||||
Accretion | $ 3,259 | $ 3,247 | $ 6,455 | $ 6,155 |
Depreciation | 2,664 | 2,063 | 5,325 | 3,899 |
Total | $ 5,923 | $ 5,310 | $ 11,780 | $ 10,054 |
ASSET RETIREMENT OBLIGATIONS (R
ASSET RETIREMENT OBLIGATIONS (Reconciliations of Asset Retirement Obligations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
ASSET RETIREMENT OBLIGATIONS [Abstract] | ||||
Balance at beginning of period | $ 285,401 | $ 263,445 | $ 283,163 | $ 210,323 |
Liabilities incurred | 0 | 0 | 938 | 0 |
Liabilities settled | (2,260) | (3,354) | (4,953) | (8,588) |
Accretion expense | 3,259 | 3,247 | 6,455 | 6,155 |
Revisions, net | 35 | 410 | 832 | 55,858 |
Balance at end of period | $ 286,435 | $ 263,748 | $ 286,435 | $ 263,748 |
BENEFIT PLANS (Narrative) (Deta
BENEFIT PLANS (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021USD ($)entity | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)entity | Jun. 30, 2020USD ($) | |
BENEFIT PLANS [Abstract] | ||||
Number of funded, noncontributory defined benefit pension plans | 2 | |||
Number of unfunded, nonqualified pension plans | 3 | |||
Number of defined contribution plans | 2 | 2 | ||
Normal retirement age | 65 years | |||
Expense recognized related to defined contribution plans | $ | $ 12,885 | $ 12,810 | $ 35,022 | $ 23,867 |
BENEFIT PLANS (Components of Ne
BENEFIT PLANS (Components of Net Periodic Benefit Cost - Pension Benefits) (Details) - Pension Plans, Defined Benefit [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Components of Net Periodic Benefit Cost | ||||
Service cost | $ 1,194 | $ 1,331 | $ 2,387 | $ 2,662 |
Interest cost | 4,880 | 7,531 | 9,759 | 15,062 |
Expected return on plan assets | (11,375) | (12,485) | (22,750) | (24,969) |
Amortization of prior service cost | 336 | 335 | 673 | 670 |
Amortization of actuarial loss | 2,179 | 3,140 | 4,357 | 6,279 |
Net periodic benefit credit | (2,786) | (148) | (5,574) | (296) |
Pretax reclassification from AOCI included in net periodic pension benefit cost | $ 2,515 | $ 3,475 | $ 5,030 | $ 6,949 |
BENEFIT PLANS (Components of _2
BENEFIT PLANS (Components of Net Periodic Benefit Cost- Other Postretirement Benefits) (Details) - Other Postretirement Benefit Plans, Defined Benefit [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Components of Net Periodic Benefit Cost | ||||
Service cost | $ 265 | $ 380 | $ 530 | $ 760 |
Interest cost | 106 | 242 | 212 | 485 |
Amortization of prior service credit | (477) | (980) | (953) | (1,959) |
Amortization of actuarial gain | (367) | (201) | (734) | (403) |
Net periodic benefit credit | (473) | (559) | (945) | (1,117) |
Pretax reclassifications from AOCI included in net periodic postretirement benefit credit | $ (844) | $ (1,181) | $ (1,687) | $ (2,362) |
OTHER COMPREHENSIVE INCOME (Acc
OTHER COMPREHENSIVE INCOME (Accumulated Other Comprehensive Income, Net of Tax) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
OTHER COMPREHENSIVE INCOME [Abstract] | |||
Interest rate hedges | $ (23,227) | $ (23,943) | $ (24,644) |
Pension and postretirement plans | (154,892) | (157,362) | (183,395) |
Total | $ (178,119) | $ (181,305) | $ (208,039) |
OTHER COMPREHENSIVE INCOME (Cha
OTHER COMPREHENSIVE INCOME (Changes in Accumulated Other Comprehensive Income, Net of Tax) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
AOCI, Beginning balance | $ (181,305) | |||
Amounts reclassified from AOCI | 3,186 | |||
Net current period OCI changes | $ 1,595 | $ 1,889 | 3,186 | $ (10,301) |
AOCI, Ending balance | (178,119) | $ (208,039) | (178,119) | $ (208,039) |
Amortization of Interest Rate Hedges Losses [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
AOCI, Beginning balance | (23,943) | |||
Amounts reclassified from AOCI | 716 | |||
Net current period OCI changes | 716 | |||
AOCI, Ending balance | (23,227) | (23,227) | ||
Amortization of Pension and Postretirement Plan Actuarial Loss and Prior Service Cost [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
AOCI, Beginning balance | (157,362) | |||
Amounts reclassified from AOCI | 2,470 | |||
Net current period OCI changes | 2,470 | |||
AOCI, Ending balance | $ (154,892) | $ (154,892) |
OTHER COMPREHENSIVE INCOME (Amo
OTHER COMPREHENSIVE INCOME (Amounts Reclassified from Accumulated Other Comprehensive Income to Earnings) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense | $ (41,696) | $ (33,954) | $ (74,814) | $ (64,727) |
Other nonoperating expense | 8,223 | 7,367 | 14,136 | (1,969) |
Benefit from income taxes | 57,283 | 61,352 | 117,922 | 73,546 |
Total | 195,344 | 209,916 | 355,958 | 270,174 |
Reclassification From AOCI [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total | 1,595 | 1,889 | 3,186 | 4,378 |
Amortization of Interest Rate Hedges Losses [Member] | Reclassification From AOCI [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense | 487 | 263 | 969 | 1,337 |
Benefit from income taxes | (127) | (69) | (253) | (349) |
Total | 360 | 194 | 716 | 988 |
Amortization of Pension and Postretirement Plan Actuarial Loss and Prior Service Cost [Member] | Reclassification From AOCI [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Other nonoperating expense | 1,671 | 2,294 | 3,343 | 4,587 |
Benefit from income taxes | (436) | (599) | (873) | (1,197) |
Total | $ 1,235 | $ 1,695 | $ 2,470 | $ 3,390 |
EQUITY (Narrative) (Details)
EQUITY (Narrative) (Details) | 6 Months Ended | ||
Jun. 30, 2021item$ / sharesshares | Dec. 31, 2020$ / sharesshares | Jun. 30, 2020$ / sharesshares | |
EQUITY [Abstract] | |||
Common stock, par value | $ / shares | $ 1 | $ 1 | $ 1 |
Common stock, shares authorized | 480,000,000 | 480,000,000 | 480,000,000 |
Number of votes per common stock | item | 1 | ||
Preferred stock, shares authorized | 5,000,000 | ||
Preferred stock issued | 0 | ||
Number of shares held in treasury | 0 | 0 | 0 |
Shares remaining under the current authorization repurchase program | 8,064,851 |
EQUITY (Shares Purchased and Re
EQUITY (Shares Purchased and Retired) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
EQUITY [Abstract] | |||
Shares Purchased and Retired, Number | 0 | 214 | 214 |
Shares Purchased and Retired, Total purchase price | $ 0 | $ 26,132 | $ 26,132 |
Shares Purchased and Retired, Average cost per share | $ 0 | $ 121.92 | $ 121.92 |
EQUITY (Changes in Total Equity
EQUITY (Changes in Total Equity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
EQUITY [Abstract] | ||||
Balance at beginning of period | $ 6,136,241 | $ 5,590,326 | $ 6,027,330 | $ 5,621,857 |
Net earnings | 195,344 | 209,916 | 355,958 | 270,174 |
Share-based compensation plans, net of shares withheld for taxes | (798) | (1,456) | (12,876) | (16,539) |
Purchase and retirement of common stock | 0 | 0 | 0 | (26,132) |
Share-based compensation expense | 9,819 | 8,504 | 17,688 | 15,220 |
Cash dividends on common stock ($0.37/$0.34/$0.74/$0.68 per share, respectively) | (49,088) | (45,028) | (98,173) | (90,128) |
Other comprehensive income (expense) | 1,595 | 1,889 | 3,186 | (10,301) |
Balance at end of period | $ 6,293,113 | $ 5,764,151 | $ 6,293,113 | $ 5,764,151 |
Cash dividend on common stock, per share | $ 0.37 | $ 0.34 | $ 0.74 | $ 0.68 |
SEGMENT REPORTING (Narrative) (
SEGMENT REPORTING (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2021segment | |
SEGMENT REPORTING [Abstract] | |
Number of operating segments | 4 |
Number of reportable segments | 4 |
SEGMENT REPORTING (Segment Fina
SEGMENT REPORTING (Segment Financial Disclosure) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | $ 1,361,047 | $ 1,322,575 | $ 2,429,391 | $ 2,371,817 | ||
Gross profit | 398,364 | 396,519 | 627,631 | 598,242 | |||
Depreciation, Depletion, Accretion & Amortization (DDA&A) | 103,107 | 99,470 | 203,475 | 194,951 | |||
Cash and cash equivalents and restricted cash | 968,406 | 817,199 | 968,406 | 817,199 | $ 1,198,013 | $ 274,506 | |
Total assets | 11,571,027 | 11,398,724 | 11,571,027 | 11,398,724 | $ 11,686,905 | ||
Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 1,436,105 | 1,396,118 | 2,561,600 | 2,500,924 | ||
Total assets | [2] | 10,389,757 | 10,454,711 | 10,389,757 | 10,454,711 | ||
Intersegment Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | (75,058) | (73,543) | (132,209) | (129,107) | ||
Aggregates [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 1,050,309 | 997,053 | 1,888,067 | 1,809,715 | ||
Aggregates [Member] | Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1],[3] | 1,125,367 | 1,070,596 | 2,020,276 | 1,938,822 | ||
Gross profit | 373,833 | 351,162 | 597,471 | 545,293 | |||
Depreciation, Depletion, Accretion & Amortization (DDA&A) | 84,328 | 80,747 | 165,136 | 157,883 | |||
Total assets | [2] | 9,492,913 | 9,545,787 | 9,492,913 | 9,545,787 | ||
Aggregates [Member] | Intersegment Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | (75,058) | (73,543) | (132,209) | (129,107) | ||
Asphalt [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 212,577 | 222,950 | 359,744 | 362,739 | ||
Asphalt [Member] | Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1],[4] | 212,577 | 222,950 | 359,744 | 362,739 | ||
Gross profit | 13,532 | 30,464 | 10,541 | 28,029 | |||
Depreciation, Depletion, Accretion & Amortization (DDA&A) | 9,060 | 8,668 | 18,155 | 17,402 | |||
Total assets | [2] | 579,151 | 583,902 | 579,151 | 583,902 | ||
Asphalt [Member] | Intersegment Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 0 | 0 | 0 | 0 | ||
Concrete [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 96,201 | 100,683 | 177,560 | 195,448 | ||
Concrete [Member] | Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 96,201 | 100,683 | 177,560 | 195,448 | ||
Gross profit | 10,293 | 14,227 | 18,061 | 23,440 | |||
Depreciation, Depletion, Accretion & Amortization (DDA&A) | 4,026 | 4,001 | 7,978 | 8,083 | |||
Total assets | [2] | 314,166 | 321,304 | 314,166 | 321,304 | ||
Concrete [Member] | Intersegment Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 0 | 0 | 0 | 0 | ||
Calcium [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 1,960 | 1,889 | 4,020 | 3,915 | ||
Calcium [Member] | Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 1,960 | 1,889 | 4,020 | 3,915 | ||
Gross profit | 706 | 666 | 1,558 | 1,480 | |||
Depreciation, Depletion, Accretion & Amortization (DDA&A) | 39 | 48 | 78 | 97 | |||
Total assets | [2] | 3,527 | 3,718 | 3,527 | 3,718 | ||
Calcium [Member] | Intersegment Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | [1] | 0 | 0 | 0 | 0 | ||
Other Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Depreciation, Depletion, Accretion & Amortization (DDA&A) | 5,654 | 6,006 | 12,128 | 11,486 | |||
Corporate [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total assets | $ 212,864 | $ 126,814 | $ 212,864 | $ 126,814 | |||
[1] | 1 The geographic markets are defined by states/countries as follows: East market — Arkansas, Delaware, Illinois, Kentucky, Maryland, North Carolina, Pennsylvania, Tennessee, Virginia, and Washington D.C. Gulf Coast market — Alabama, Florida, Georgia, Louisiana, Mexico, Mississippi, Oklahoma, South Carolina and Texas West market — Arizona, California and New Mexico | ||||||
[2] | Certain temporarily idled assets are included within a segment's Identifiable Assets but the associated DDA&A is shown within Other in the DDA&A section above as the related DDA&A is excluded from segment gross profit. | ||||||
[3] | Includes product sales (crushed stone, sand and gravel, sand, and other aggregates), as well as freight & delivery costs that we pass along to our customers, and service revenues (see Note 4) related to aggregates. | ||||||
[4] | Includes product sales, as well as service revenues (see Note 4) from our asphalt construction paving business. |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Supplemental Information Referable to Condensed Consolidated Statements of Cash Flows) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | ||
SUPPLEMENTAL CASH FLOW INFORMATION [Abstract] | |||
Interest (exclusive of amount capitalized) | $ 65,195 | $ 60,741 | |
Income taxes | 87,416 | 9,055 | |
Accrued liabilities for purchases of property, plant & equipment | 27,018 | 10,994 | |
Recognition of new and revised asset retirement obligations | 1,770 | 55,858 | |
Recognition of new and revised right-of-use assets for: Operating lease liabilities | [1] | 56,974 | 25,083 |
Recognition of new and revised right-of-use assets for: Finance lease liabilities | 3,265 | 4,991 | |
Amounts referable to business acquisitions, Liabilities assumed | 0 | 5,637 | |
Amounts referable to business acquisitions, Consideration payable to seller | 0 | 8,980 | |
Amounts referable to business acquisitions, Fair value of noncash assets and liabilities exchanged | $ 0 | $ 21,214 | |
[1] | The 2021 amount includes a modification to our headquarters office space lease to extend the lease term. |
GOODWILL (Narrative) (Details)
GOODWILL (Narrative) (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021USD ($)segment | Jun. 30, 2020USD ($) | |
Goodwill [Line Items] | ||
Goodwill impairment charges | $ 0 | $ 0 |
Number of reportable segments | segment | 4 | |
Calcium [Member] | ||
Goodwill [Line Items] | ||
Goodwill, accumulated impairment losses | $ 252,664 |
GOODWILL (Changes in Carrying A
GOODWILL (Changes in Carrying Amount of Goodwill by Reportable Segment) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Goodwill [Line Items] | |||
Goodwill | $ 3,172,112 | $ 3,172,112 | $ 3,172,112 |
Aggregates [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 3,080,479 | 3,080,479 | |
Asphalt [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 91,633 | 91,633 | |
Concrete [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 0 | 0 | |
Calcium [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 0 | $ 0 |
ACQUISITIONS AND DIVESTITURES (
ACQUISITIONS AND DIVESTITURES (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Significant Acquisitions and Disposals [Line Items] | ||||||||
Cash consideration | $ 0 | $ 5,668,000 | ||||||
Gain on sale of property, plant & equipment and businesses | $ 211,000 | $ (258,000) | 117,376,000 | 741,000 | ||||
Assets held for sale | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||
Acquisitions 2020 [Member] | ||||||||
Significant Acquisitions and Disposals [Line Items] | ||||||||
Total consideration | 73,416,000 | |||||||
Cash consideration | 43,223,000 | |||||||
Consideration payable amount | 30,193,000 | |||||||
Amortizable intangible assets recognized | $ 65,545,000 | |||||||
Intangible assets amortization period, tax purposes | 15 years | |||||||
Goodwill | $ 5,051,000 | |||||||
Intangible assets, deductible for income tax purposes | $ 25,712,000 | 25,712,000 | ||||||
California [Member] | ||||||||
Significant Acquisitions and Disposals [Line Items] | ||||||||
Consideration transferred, net of assets divested | $ 12,900,000 | |||||||
Gain on sale of property, plant & equipment and businesses | $ 114,695,000 | |||||||
New Mexico [Member] | ||||||||
Significant Acquisitions and Disposals [Line Items] | ||||||||
Supply agreement period | 20 years | |||||||
Virginia [Member] | ||||||||
Significant Acquisitions and Disposals [Line Items] | ||||||||
Supply agreement period | 20 years | |||||||
Amortizable Intangible Asset Straight-Line Method [Member] | Acquisitions 2020 [Member] | ||||||||
Significant Acquisitions and Disposals [Line Items] | ||||||||
Amortizable intangible assets recognized | $ 65,545,000 | |||||||
Estimated weighted-average amortization period of intangible assets | 20 years | |||||||
Forecast [Member] | U.S. Concrete, Inc. [Member] | ||||||||
Significant Acquisitions and Disposals [Line Items] | ||||||||
Total consideration | $ 1,294,000,000 | |||||||
Business acquisition, price per share | $ 74 |