Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Feb. 27, 2017 | Feb. 20, 2017 | Jul. 02, 2016 | |
Document Information [Line Items] | ||||
Entity Registrant Name | Summit Materials, Inc. | |||
Entity Central Index Key | 1,621,563 | |||
Document Type | 10-K | |||
Document Period End Date | Dec. 31, 2016 | |||
Amendment Flag | false | |||
Current Fiscal Year End Date | --12-31 | |||
Entity Current Reporting Status | Yes | |||
Entity Filer Category | Large Accelerated Filer | |||
Document Fiscal Year Focus | 2,016 | |||
Document Fiscal Period Focus | FY | |||
Entity Well-known Seasoned Issuer | Yes | |||
Entity Voluntary Filers | No | |||
Entity Public Float | $ 1,300,000,000 | |||
Membership interests description | As of February 20, 2017, 100% of Summit Materials, LLC's outstanding limited liability company interests were held by Summit Materials Intermediate Holdings, LLC, its sole member and an indirect subsidiary of Summit Materials, Inc | |||
Common Class A | ||||
Document Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding | 106,063,222 | |||
Common Class B | ||||
Document Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding | 100 | |||
Summit Materials, LLC | ||||
Document Information [Line Items] | ||||
Entity Registrant Name | Summit Materials, LLC | |||
Entity Central Index Key | 1,571,371 | |||
Document Type | 10-K | |||
Document Period End Date | Dec. 31, 2016 | |||
Amendment Flag | false | |||
Current Fiscal Year End Date | --12-31 | |||
Entity Current Reporting Status | Yes | |||
Entity Filer Category | Non-accelerated Filer | |||
Document Fiscal Year Focus | 2,016 | |||
Document Fiscal Period Focus | FY | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Voluntary Filers | No | |||
Entity Public Float | $ 0 | |||
Membership interests percentage | 100.00% |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2016 | Jan. 02, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 143,392,000 | $ 186,405,000 |
Accounts receivable, net | 162,377,000 | 145,544,000 |
Costs and estimated earnings in excess of billings | 7,450,000 | 5,690,000 |
Inventories | 157,679,000 | 130,082,000 |
Other current assets | 12,800,000 | 4,807,000 |
Total current assets | 483,698,000 | 472,528,000 |
Property, plant and equipment, net | 1,446,452,000 | 1,269,006,000 |
Goodwill | 782,212,000 | 596,397,000 |
Intangible assets, net | 17,989,000 | 15,005,000 |
Other assets | 51,115,000 | 43,243,000 |
Total assets | 2,781,466,000 | 2,396,179,000 |
Current liabilities: | ||
Current portion of debt | 6,500,000 | 6,500,000 |
Current portion of acquisition-related liabilities | 24,162,000 | 20,584,000 |
Accounts payable | 81,565,000 | 81,397,000 |
Accrued expenses | 111,605,000 | 92,942,000 |
Billings in excess of costs and estimated earnings | 15,456,000 | 13,081,000 |
Total current liabilities | 239,288,000 | 214,504,000 |
Long-term debt | 1,514,456,000 | 1,273,652,000 |
Acquisition-related liabilities | 32,664,000 | 39,977,000 |
Other noncurrent liabilities | 135,019,000 | 100,186,000 |
Total liabilities | 1,921,427,000 | 1,628,319,000 |
Commitments and contingencies | ||
Stockholders' equity / Member's interest | ||
Additional paid-in capital | 824,304,000 | 619,003,000 |
Accumulated (deficit) earnings | 19,028,000 | 10,870,000 |
Accumulated other comprehensive loss | (2,249,000) | (2,795,000) |
Stockholders' equity | 842,044,000 | 628,265,000 |
Noncontrolling interest in consolidated subsidiaries | 1,378,000 | 1,362,000 |
Noncontrolling interest in Summit Materials, Inc. | 16,617,000 | 138,233,000 |
Total stockholders' equity | 860,039,000 | 767,860,000 |
Total liabilities and stockholders' equity / member's interest | 2,781,466,000 | 2,396,179,000 |
Common Class A | ||
Stockholders' equity / Member's interest | ||
Common stock | 961,000 | 497,000 |
Common Class B | ||
Stockholders' equity / Member's interest | ||
Common stock | 690,000 | |
Summit Materials, LLC | ||
Current assets: | ||
Cash and cash equivalents | 142,672,000 | 185,388,000 |
Accounts receivable, net | 162,377,000 | 145,544,000 |
Costs and estimated earnings in excess of billings | 7,450,000 | 5,690,000 |
Inventories | 157,679,000 | 130,082,000 |
Other current assets | 12,800,000 | 4,807,000 |
Total current assets | 482,978,000 | 471,511,000 |
Property, plant and equipment, net | 1,446,452,000 | 1,269,006,000 |
Goodwill | 782,212,000 | 596,397,000 |
Intangible assets, net | 17,989,000 | 15,005,000 |
Other assets | 46,789,000 | 43,243,000 |
Total assets | 2,776,420,000 | 2,395,162,000 |
Current liabilities: | ||
Current portion of debt | 6,500,000 | 6,500,000 |
Current portion of acquisition-related liabilities | 21,663,000 | 18,084,000 |
Accounts payable | 81,610,000 | 81,397,000 |
Accrued expenses | 110,473,000 | 92,942,000 |
Billings in excess of costs and estimated earnings | 15,456,000 | 13,081,000 |
Total current liabilities | 235,702,000 | 212,004,000 |
Long-term debt | 1,514,456,000 | 1,273,652,000 |
Acquisition-related liabilities | 25,161,000 | 31,028,000 |
Other noncurrent liabilities | 124,708,000 | 100,186,000 |
Total liabilities | 1,900,027,000 | 1,616,870,000 |
Commitments and contingencies | ||
Stockholders' equity / Member's interest | ||
Member's equity | 1,087,558,000 | 1,050,882,000 |
Accumulated (deficit) earnings | (185,099,000) | (245,486,000) |
Accumulated other comprehensive loss | (27,444,000) | (28,466,000) |
Member's interest | 875,015,000 | 776,930,000 |
Noncontrolling interest | 1,378,000 | 1,362,000 |
Total member's interest | 876,393,000 | 778,292,000 |
Total liabilities and stockholders' equity / member's interest | $ 2,776,420,000 | $ 2,395,162,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Jan. 02, 2016 |
Common Class A | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 96,033,222 | 49,745,944 |
Common stock, shares outstanding | 96,033,222 | 49,745,944 |
Common Class B | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 100 | 69,007,297 |
Common stock, shares outstanding | 100 | 69,007,297 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Revenue: | |||
Product | $ 1,223,008 | $ 1,043,843 | $ 806,280 |
Service | 265,266 | 246,123 | 264,325 |
Net revenue | 1,488,274 | 1,289,966 | 1,070,605 |
Delivery and subcontract revenue | 137,789 | 142,331 | 133,626 |
Total revenue | 1,626,063 | 1,432,297 | 1,204,231 |
Cost of revenue (excluding items shown separately below): | |||
Product | 751,697 | 676,457 | 566,986 |
Service | 182,584 | 171,857 | 186,548 |
Net cost of revenue | 934,281 | 848,314 | 753,534 |
Delivery and subcontract cost | 137,789 | 142,331 | 133,626 |
Total cost of revenue | 1,072,070 | 990,645 | 887,160 |
General and administrative expenses | 243,862 | 177,769 | 150,732 |
Depreciation, depletion, amortization and accretion | 149,300 | 119,723 | 87,826 |
Transaction costs | 6,797 | 9,519 | 8,554 |
Operating income (loss) | 154,034 | 134,641 | 69,959 |
Interest expense | 97,536 | 84,629 | 86,742 |
Loss on debt financings | 71,631 | ||
Tax receivable agreement expense | 14,938 | ||
Other expense (income), net | 733 | (2,425) | (3,447) |
Income (loss) from operations before taxes | 40,827 | (19,194) | (13,336) |
Income tax benefit | (5,299) | (18,263) | (6,983) |
Income (loss) from continuing operations | 46,126 | (931) | (6,353) |
Income from discontinued operations | (2,415) | (71) | |
Net income (loss) | 46,126 | 1,484 | (6,282) |
Net income (loss) attributable to noncontrolling interest in subsidiaries | 16 | (1,826) | 2,495 |
Net income (loss) attributable to Summit Holdings | 9,327 | (24,408) | (8,777) |
Net income (loss) attributable to Summit Materials, Inc. / member of Summit Materials, LLC | 36,783 | 27,718 | |
Summit Materials, LLC | |||
Revenue: | |||
Product | 1,223,008 | 1,043,843 | 806,280 |
Service | 265,266 | 246,123 | 264,325 |
Net revenue | 1,488,274 | 1,289,966 | 1,070,605 |
Delivery and subcontract revenue | 137,789 | 142,331 | 133,626 |
Total revenue | 1,626,063 | 1,432,297 | 1,204,231 |
Cost of revenue (excluding items shown separately below): | |||
Product | 751,697 | 676,457 | 566,986 |
Service | 182,584 | 171,857 | 186,548 |
Net cost of revenue | 934,281 | 848,314 | 753,534 |
Delivery and subcontract cost | 137,789 | 142,331 | 133,626 |
Total cost of revenue | 1,072,070 | 990,645 | 887,160 |
General and administrative expenses | 243,862 | 177,769 | 150,732 |
Depreciation, depletion, amortization and accretion | 149,300 | 119,723 | 87,826 |
Transaction costs | 6,797 | 9,519 | 8,554 |
Operating income (loss) | 154,034 | 134,641 | 69,959 |
Interest expense | 96,483 | 83,757 | 86,742 |
Loss on debt financings | 71,631 | ||
Other expense (income), net | 746 | (2,425) | (3,447) |
Income (loss) from operations before taxes | 56,805 | (18,322) | (13,336) |
Income tax benefit | (5,282) | (18,263) | (6,983) |
Income (loss) from continuing operations | 62,087 | (59) | (6,353) |
Income from discontinued operations | (2,415) | (71) | |
Net income (loss) | 62,087 | 2,356 | (6,282) |
Net income (loss) attributable to noncontrolling interest | 16 | (1,826) | 2,495 |
Net income (loss) attributable to Summit Materials, Inc. / member of Summit Materials, LLC | $ 62,071 | $ 4,182 | $ (8,777) |
Common Class A | |||
Earnings per share of Class A common stock: | |||
Basic | $ 0.53 | $ 0.70 | |
Diluted | $ 0.53 | $ 0.51 | |
Weighted average shares of Class A common stock: | |||
Basic | 68,833,986 | 39,367,381 | |
Diluted | 69,317,452 | 89,472,266 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Net income (loss) | $ 46,126 | $ 1,484 | $ (6,282) |
Other comprehensive income (loss): | |||
Postretirement curtailment adjustment | (1,346) | ||
Postretirement liability adjustment | 426 | 2,123 | (3,919) |
Foreign currency translation adjustment | 2,125 | (14,099) | (5,816) |
Loss on cash flow hedges | (1,529) | (944) | |
Other comprehensive income (loss) | 1,022 | (12,920) | (11,081) |
Comprehensive income (loss) | 47,148 | (11,436) | (17,363) |
Less comprehensive income (loss) attributable to the noncontrolling interest in consolidated subsidiaries | 16 | (1,826) | 915 |
Less comprehensive income (loss) attributable Summit Holdings | 9,803 | (34,533) | (18,278) |
Comprehensive income attributable to Summit Materials, Inc. / Summit Materials, LLC | 37,329 | 24,923 | |
Summit Materials, LLC | |||
Net income (loss) | 62,087 | 2,356 | (6,282) |
Other comprehensive income (loss): | |||
Postretirement curtailment adjustment | (1,346) | ||
Postretirement liability adjustment | 426 | 2,123 | (3,919) |
Foreign currency translation adjustment | 2,125 | (14,099) | (5,816) |
Loss on cash flow hedges | (1,529) | (944) | |
Other comprehensive income (loss) | 1,022 | (12,920) | (11,081) |
Comprehensive income (loss) | 63,109 | (10,564) | (17,363) |
Less comprehensive loss attributable to noncontrolling interest | 16 | (1,826) | 915 |
Comprehensive income attributable to Summit Materials, Inc. / Summit Materials, LLC | $ 63,093 | $ (8,738) | $ (18,278) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Cash flow from operating activities: | |||
Net income (loss) | $ 46,126 | $ 1,484 | $ (6,282) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation, depletion, amortization and accretion | 160,633 | 125,019 | 95,463 |
Share-based compensation expense | 49,940 | 19,899 | 2,235 |
Deferred income tax benefit | 8,589 | 19,838 | 5,927 |
Net (gain) loss on asset disposals | (3,102) | (23,087) | 6,500 |
Net gain on debt financings | (9,877) | ||
Other | (1,282) | (1,629) | (957) |
(Increase) decrease in operating assets, net of acquisitions: | |||
Accounts receivable, net | 2,511 | 3,852 | (10,366) |
Inventories | (10,297) | 4,275 | (3,735) |
Costs and estimated earnings in excess of billings | (2,684) | 6,604 | 1,359 |
Other current assets | (5,518) | 11,438 | (3,997) |
Other assets | 1,976 | (1,369) | 4,767 |
Increase (decrease) in operating liabilities, net of acquisitions: | |||
Accounts payable | (5,751) | (4,241) | (6,455) |
Accrued expenses | 13,196 | (14,354) | 13,311 |
Billings in excess of costs and estimated earnings | 700 | 1,313 | (305) |
Other liabilities | 7,004 | (1,286) | (6,373) |
Net cash provided by (used in) operating activities | 244,863 | 98,203 | 79,238 |
Cash flow from investing activities: | |||
Acquisitions, net of cash acquired | (336,958) | (510,017) | (397,854) |
Purchases of property, plant and equipment | (153,483) | (88,950) | (76,162) |
Proceeds from the sale of property, plant and equipment | 16,868 | 13,110 | 13,366 |
Other | 2,921 | 1,510 | (630) |
Net cash used for investing activities | (470,652) | (584,347) | (461,280) |
Cash flow from financing activities: | |||
Proceeds from equity offerings | 1,037,444 | ||
Capital contributions by partner | 24,350 | ||
Capital issuance costs | (136) | (61,609) | |
Proceeds from debt issuances | 354,000 | 1,748,875 | 762,250 |
Debt issuance costs | (5,801) | (14,246) | (9,085) |
Payments on debt | (120,702) | (1,505,486) | (389,270) |
Purchase of noncontrolling interests | (497,848) | ||
Payments on acquisition-related liabilities | (32,040) | (18,056) | (10,935) |
Distributions from partnership | (13,034) | (28,736) | |
Other | 420 | (1) | (88) |
Net cash provided by financing activities | 182,707 | 660,337 | 377,222 |
Impact of cash on foreign currency | 69 | (1,003) | (149) |
Net (decrease) increase in cash | (43,013) | 173,190 | (4,969) |
Cash and cash equivalents-beginning of period | 186,405 | 13,215 | 18,184 |
Cash and cash equivalents-end of period | 143,392 | 186,405 | 13,215 |
Summit Materials, LLC | |||
Cash flow from operating activities: | |||
Net income (loss) | 62,087 | 2,356 | (6,282) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation, depletion, amortization and accretion | 159,579 | 124,147 | 95,463 |
Share-based compensation expense | 49,940 | 19,899 | 2,235 |
Deferred income tax benefit | (8,572) | (19,838) | (5,927) |
Net (gain) loss on asset disposals | (3,102) | (23,087) | 6,500 |
Goodwill impairment | 0 | ||
Net gain on debt financings | (9,877) | ||
Other | (1,282) | (1,629) | (957) |
(Increase) decrease in operating assets, net of acquisitions: | |||
Accounts receivable, net | 2,511 | 3,852 | (10,366) |
Inventories | (10,297) | 4,275 | (3,735) |
Costs and estimated earnings in excess of billings | (2,684) | 6,604 | 1,359 |
Other current assets | (5,518) | 11,438 | (3,997) |
Other assets | 1,976 | (1,369) | 4,767 |
Increase (decrease) in operating liabilities, net of acquisitions: | |||
Accounts payable | (5,706) | (4,241) | (6,455) |
Accrued expenses | 12,064 | (14,354) | 13,311 |
Billings in excess of costs and estimated earnings | 700 | 1,313 | (305) |
Other liabilities | (6,819) | (1,286) | (6,373) |
Net cash provided by (used in) operating activities | 244,877 | 98,203 | 79,238 |
Cash flow from investing activities: | |||
Acquisitions, net of cash acquired | (336,958) | (510,017) | (397,854) |
Purchases of property, plant and equipment | (153,483) | (88,950) | (76,162) |
Proceeds from the sale of property, plant and equipment | 16,868 | 13,110 | 13,366 |
Other | 2,921 | 1,510 | (630) |
Net cash used for investing activities | (470,652) | (584,347) | (461,280) |
Cash flow from financing activities: | |||
Capital contributions by partner | 27,377 | 507,766 | 27,617 |
Capital issuance costs | (136) | (12,930) | |
Proceeds from debt issuances | 354,000 | 1,748,875 | 762,250 |
Debt issuance costs | (5,801) | (14,246) | (9,085) |
Payments on debt | (120,702) | (1,505,486) | (389,270) |
Payments on acquisition-related liabilities | (29,540) | (18,056) | (10,935) |
Distributions from partnership | (42,192) | (46,603) | |
Other | (16) | (88) | |
Net cash provided by financing activities | 182,990 | 659,320 | 380,489 |
Impact of cash on foreign currency | 69 | (1,003) | (149) |
Net (decrease) increase in cash | (42,716) | 172,173 | (1,702) |
Cash and cash equivalents-beginning of period | 185,388 | 13,215 | 14,917 |
Cash and cash equivalents-end of period | $ 142,672 | $ 185,388 | $ 13,215 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity / Member's Interest and Redeemable Noncontrolling Interest - USD ($) | Summit Materials, LLCRedeemable Noncontrolling Interest | Summit Materials, LLCMembers' equity | Summit Materials, LLCTotal Member's Interest | Summit Materials, LLCNoncontrolling Interest in subsidiaries | Summit Materials, LLCAccumulated Earnings/Deficit | Summit Materials, LLCAccumulated Other Comprehensive Operations | Summit Materials, LLC | Redeemable Noncontrolling Interest | Partners' Interest | Noncontrolling Interest in subsidiaries | Accumulated Earnings/Deficit | Accumulated Other Comprehensive Operations | Common StockCommon Class A | Common StockCommon Class B | Additional Paid-in CapitalCommon Class B | Additional Paid-in Capital | Noncontrolling Interest in Summit Inc. | Common Class A | Common Class B | Total |
Beginning Balance at Dec. 28, 2013 | $ 24,767,000 | $ 24,767,000 | ||||||||||||||||||
Increase (decrease) in redeemable noncontrolling interest | ||||||||||||||||||||
Accretion/ redemption value adjustment | 8,145,000 | |||||||||||||||||||
Accretion/ redemption value adjustment | 8,145,000 | |||||||||||||||||||
Net income (loss) | 2,408,000 | 2,408,000 | ||||||||||||||||||
Other comprehensive income (loss) | (1,580,000) | (1,580,000) | ||||||||||||||||||
Ending Balance at Dec. 27, 2014 | 33,740,000 | 33,740,000 | ||||||||||||||||||
Beginning Balance at Dec. 28, 2013 | $ 285,606,000 | $ 1,211,000 | $ 286,817,000 | |||||||||||||||||
Beginning Balance at Dec. 28, 2013 | $ 486,896,000 | $ 283,551,000 | $ 1,211,000 | $ (198,511,000) | $ (6,045,000) | |||||||||||||||
Increase (decrease) in stockholders' equity / members' interest and redeemable noncontrolling interest | ||||||||||||||||||||
Contributed capital | 24,351,000 | 24,351,000 | ||||||||||||||||||
Net contributed capital | 27,617,000 | 27,617,000 | ||||||||||||||||||
Accretion/ redemption value adjustment | (8,145,000) | (8,145,000) | (8,145,000) | (8,145,000) | ||||||||||||||||
Net income (loss) | (8,690,000) | 87,000 | (8,777,000) | $ (6,282,000) | (6,282,000) | |||||||||||||||
Net income (loss) | (8,777,000) | 87,000 | (8,690,000) | |||||||||||||||||
Other comprehensive income (loss) | (9,501,000) | (9,501,000) | (11,081,000) | (11,081,000) | ||||||||||||||||
Other comprehensive income (loss) | (9,501,000) | (9,501,000) | ||||||||||||||||||
Share-based compensation | 4,222,000 | 2,239,000 | (1,983,000) | 2,239,000 | 2,239,000 | |||||||||||||||
Repurchase of member's interest | (88,000) | (88,000) | (88,000) | (88,000) | ||||||||||||||||
Ending Balance at Dec. 27, 2014 | 518,647,000 | 286,983,000 | 1,298,000 | (217,416,000) | (15,546,000) | |||||||||||||||
Ending Balance at Dec. 27, 2014 | 285,685,000 | 1,298,000 | 286,983,000 | |||||||||||||||||
Increase (decrease) in redeemable noncontrolling interest | ||||||||||||||||||||
Accretion/ redemption value adjustment | 32,252,000 | |||||||||||||||||||
Net income (loss) | (1,890,000) | |||||||||||||||||||
Ending Balance at Mar. 11, 2015 | 64,102,000 | |||||||||||||||||||
Increase (decrease) in stockholders' equity / members' interest and redeemable noncontrolling interest | ||||||||||||||||||||
Accretion/ redemption value adjustment | (32,252,000) | (32,252,000) | ||||||||||||||||||
Net income (loss) | (41,338,000) | (77,000) | (41,415,000) | |||||||||||||||||
Other comprehensive income (loss) | (5,249,000) | (5,249,000) | ||||||||||||||||||
Share-based compensation | 424,000 | 424,000 | ||||||||||||||||||
Ending Balance at Mar. 11, 2015 | 207,270,000 | 1,221,000 | 208,491,000 | |||||||||||||||||
Beginning Balance at Dec. 27, 2014 | 33,740,000 | 33,740,000 | ||||||||||||||||||
Increase (decrease) in redeemable noncontrolling interest | ||||||||||||||||||||
Accretion/ redemption value adjustment | (31,850,000) | |||||||||||||||||||
Net income (loss) | $ (1,890,000) | |||||||||||||||||||
Beginning Balance at Dec. 27, 2014 | 285,685,000 | 1,298,000 | 286,983,000 | |||||||||||||||||
Beginning Balance at Dec. 27, 2014 | 518,647,000 | 286,983,000 | 1,298,000 | (217,416,000) | (15,546,000) | |||||||||||||||
Increase (decrease) in stockholders' equity / members' interest and redeemable noncontrolling interest | ||||||||||||||||||||
Net contributed capital | 558,939,000 | 558,939,000 | ||||||||||||||||||
Accretion/ redemption value adjustment | (32,252,000) | (32,252,000) | ||||||||||||||||||
Net income (loss) | 4,246,000 | 64,000 | 4,182,000 | 2,356,000 | 1,484,000 | |||||||||||||||
Other comprehensive income (loss) | (12,920,000) | (12,920,000) | (12,920,000) | (12,920,000) | ||||||||||||||||
Share-based compensation | 19,899,000 | 19,899,000 | ||||||||||||||||||
Distributions | (46,603,000) | (46,603,000) | ||||||||||||||||||
Ending Balance at Jan. 02, 2016 | 1,362,000 | $ 10,870,000 | $ (2,795,000) | $ 497,000 | $ 690,000 | $ 619,003,000 | $ 138,233,000 | 767,860,000 | ||||||||||||
Ending Balance at Jan. 02, 2016 | 1,050,882,000 | 778,292,000 | 1,362,000 | (245,486,000) | (28,466,000) | 778,292,000 | ||||||||||||||
Ending Balance (in shares) at Jan. 02, 2016 | 49,745,944 | 69,007,297 | 49,745,944 | 69,007,297 | ||||||||||||||||
Beginning Balance at Mar. 11, 2015 | 64,102,000 | |||||||||||||||||||
Increase (decrease) in redeemable noncontrolling interest | ||||||||||||||||||||
Purchase of redeemable noncontrolling interest | $ (64,102,000) | |||||||||||||||||||
Beginning Balance at Mar. 11, 2015 | 207,270,000 | 1,221,000 | 208,491,000 | |||||||||||||||||
Increase (decrease) in stockholders' equity / members' interest and redeemable noncontrolling interest | ||||||||||||||||||||
Recording of noncontrolling interest upon reorganization | $ (207,270,000) | 207,270,000 | ||||||||||||||||||
Net income (loss) | 141,000 | 27,718,000 | 16,930,000 | 44,789,000 | ||||||||||||||||
Issuance of Shares | $ 480,000 | $ 690,000 | $ (690,000) | 512,508,000 | 512,988,000 | |||||||||||||||
Issuance of Shares (in shares) | 47,981,653 | 69,007,397 | ||||||||||||||||||
Other comprehensive income (loss) | (2,795,000) | (4,876,000) | (7,671,000) | |||||||||||||||||
Share-based compensation | 19,475,000 | 19,475,000 | ||||||||||||||||||
Share repurchase | 1,040,000 | (1,040,000) | ||||||||||||||||||
Share repurchase (in shares) | (100) | |||||||||||||||||||
Purchase of noncontrolling interests | 51,315,000 | (51,315,000) | ||||||||||||||||||
Purchase of redeemable noncontrolling interests (in shares) | 1,029,183 | |||||||||||||||||||
Purchase of redeemable noncontrolling interests | $ 10,000 | 18,515,000 | 18,525,000 | |||||||||||||||||
Distributions from partnership | (28,736,000) | (28,736,000) | ||||||||||||||||||
Dividend | (16,848,000) | $ 7,000 | 16,840,000 | (1,000) | ||||||||||||||||
Dividend (in shares) | 735,108 | |||||||||||||||||||
Ending Balance at Jan. 02, 2016 | 1,362,000 | 10,870,000 | (2,795,000) | $ 497,000 | $ 690,000 | 619,003,000 | 138,233,000 | 767,860,000 | ||||||||||||
Ending Balance at Jan. 02, 2016 | 1,050,882,000 | 778,292,000 | 1,362,000 | (245,486,000) | (28,466,000) | 778,292,000 | ||||||||||||||
Ending Balance (in shares) at Jan. 02, 2016 | 49,745,944 | 69,007,297 | 49,745,944 | 69,007,297 | ||||||||||||||||
Increase (decrease) in stockholders' equity / members' interest and redeemable noncontrolling interest | ||||||||||||||||||||
Net contributed capital | 27,260,000 | 27,260,000 | ||||||||||||||||||
Net income (loss) | 62,087,000 | 16,000 | 62,071,000 | 62,087,000 | 16,000 | 36,783,000 | 9,327,000 | 46,126,000 | ||||||||||||
LP Unit exchanges | $ 451,000 | 117,813,000 | (118,264,000) | |||||||||||||||||
LP Unit exchanges (in shares) | 45,124,528 | |||||||||||||||||||
Other comprehensive income (loss) | 1,022,000 | 1,022,000 | 1,022,000 | 546,000 | 476,000 | 1,022,000 | ||||||||||||||
Share-based compensation | 51,624,000 | 49,940,000 | (1,684,000) | (1,684,000) | 51,624,000 | 49,940,000 | ||||||||||||||
Class B share cancellation | $ (690,000) | 690,000 | ||||||||||||||||||
Class B share cancellation (in shares) | (69,007,197) | |||||||||||||||||||
Distributions | (42,192,000) | (42,192,000) | ||||||||||||||||||
Distributions from partnership | (13,034,000) | (13,034,000) | ||||||||||||||||||
Other | $ 27,058 | 8,127,000 | 8,129,000 | |||||||||||||||||
Other (in shares) | 2,000 | |||||||||||||||||||
Other | (16,000) | (16,000) | ||||||||||||||||||
Dividend | (26,941,000) | $ 11,000 | 27,047,000 | (121,000) | (4,000) | |||||||||||||||
Dividend (in shares) | 1,135,692 | |||||||||||||||||||
Ending Balance at Dec. 31, 2016 | $ 1,378,000 | $ 19,028,000 | $ (2,249,000) | $ 961,000 | $ 824,304,000 | $ 16,617,000 | $ 860,039,000 | |||||||||||||
Ending Balance at Dec. 31, 2016 | $ 1,087,558,000 | $ 876,393,000 | $ 1,378,000 | $ (185,099,000) | $ (27,444,000) | $ 876,393,000 | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2016 | 96,033,222 | 100 | 96,033,222 | 100 |
Summary of Organization and Sig
Summary of Organization and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Company Information | |
Summary of Organization and Significant Accounting Policies | SUMMIT MATERIALS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Dollars in tables in thousands, unless otherwise noted) (1) Summary of Organization and Significant Accounting Policies Summit Materials, Inc. (“Summit Inc.” and, together with its subsidiaries, the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments. Substantially all of the Company’s products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions and to cyclical changes in construction spending, among other factors. On September 23, 2014, Summit Inc. was formed as a Delaware corporation to be a holding company. Its sole material asset is a controlling equity interest in Summit Materials Holdings L.P. (“Summit Holdings”). Pursuant to a reorganization into a holding company structure (the “Reorganization”) consummated in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries and, through Summit Holdings, conducts its business. Equity Offerings —Summit Inc. commenced operations on March 11, 2015 upon the pricing of the initial public offering of its Class A common stock (“IPO”). Summit Inc. raised $433.0 million, net of underwriting discounts, through the issuance of 25,555,555 shares of Class A common stock at a public offering price of $18.00 per share. Summit Inc. used the offering proceeds to purchase a number of newly-issued Class A Units (“LP Units”) from Summit Holdings equal to the number of shares of Class A common stock issued to the public. Summit Inc. caused Summit Holdings to use these proceeds: (i) to redeem $288.2 million in aggregate principal amount of outstanding 10 1 / 2 % senior notes due January 31, 2020 (“2020 Notes”); (ii) to purchase 71,428,571 Class B Units of Continental Cement Company, L.L.C. (“Continental Cement”); (iii) to pay a one-time termination fee of $13.8 million in connection with the termination of a transaction and management fee agreement with Blackstone Capital Partners V L.P.; and (iv) for general corporate purposes. The $288.2 million redemption of 2020 Notes was completed at a redemption price equal to par plus an applicable premium of $38.2 million plus $5.2 million of accrued and unpaid interest. In connection with the IPO, Summit Inc. issued 69,007,297 shares of its Class B common stock to Summit Owner Holdco LLC (“Summit Owner Holdco”), a Delaware limited liability company owned by certain pre-IPO owners and the former holders of Class B Units of Continental Cement. The Class B common stock entitled Summit Owner Holdco, without regard to the number of shares of Class B common stock held by it, to a number of votes that is equal to the aggregate number of LP Units held by all limited partners of Summit Holdings (excluding Summit Inc.). On July 19, 2016, Summit Owner Holdco transferred 28,661,526 shares of its Class B common stock to certain holders of LP Units and the remaining 40,345,771 shares of Class B common stock were cancelled. The Class B common stock entitles holders thereof, who are also holders of LP Units, with a number of votes that is equal to the number of LP Units they hold. The Class B common stock does not participate in dividends and does not have any liquidation rights. On August 11, 2015, Summit Inc. raised $555.8 million, net of underwriting discounts, through the issuance of 22,425,000 shares of Class A common stock at a public offering price of $25.75 per share ("the August 2015 follow-on offering"). Summit Inc. used these proceeds to purchase 3,750,000 newly-issued LP Units from Summit Holdings and 18,675,000 LP Units from certain pre-IPO owners, at a purchase price per LP Unit equal to the public offering price per share of Class A common stock, less underwriting discounts and commissions. Summit Holdings used the proceeds from the 3,750,000 newly-issued LP Units to pay the deferred purchase price of $80.0 million related to the July 17, 2015 acquisition of a cement plant and quarry in Davenport, Iowa, and seven cement terminals along the Mississippi River (the “Davenport Assets”) and for general corporate purposes. Principles of Consolidation —The consolidated financial statements include the accounts of Summit Inc. and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. As a result of the Reorganization, Summit Holdings became a variable interest entity over which Summit Inc. has 100% voting power and control and for which Summit Inc. has the obligation to absorb losses and the right to receive benefits. As a result, Summit Inc. is Summit Holdings’ primary beneficiary and thus consolidates Summit Holdings in its consolidated financial statements with a corresponding noncontrolling interest elimination, which was 5.1% and 50.3% as of December 31, 2016 and January 2, 2016, respectively. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the IPO and concurrent purchase of the noncontrolling interests of Continental Cement, a 30% redeemable ownership in Continental Cement. The Company attributes consolidated stockholders’ equity and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The 53-week year occurs approximately once every seven years and occurred in 2015. The additional week in the 53-week year was included in the fourth quarter of 2015. Use of Estimates —Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations, and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs. Business and Credit Concentrations— The Company’s operations are conducted primarily across 21 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Kansas, Utah and Missouri . The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in 2016, 2015 or 2014. Accounts Receivable —Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance. The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts. Revenue and Cost Recognition —Revenue for product sales are recognized when evidence of an arrangement exists, the fee is fixed or determinable, title passes, which is generally when the product is shipped, and collection is reasonably assured. Product revenue includes sales of aggregates, cement and other materials to customers, net of discounts, allowances or taxes, as applicable. Revenue from construction contracts are included in service revenue and are recognized under the percentage-of-completion accounting method. The percent complete is measured by the cost incurred to date compared to the estimated total cost of each project. This method is used as management considers expended cost to be the best available measure of progress on these contracts, the majority of which are completed within one year, but may occasionally extend beyond one year. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. Contract costs include all direct material and labor costs and those indirect costs related to contract performance and completion. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are estimable. General and administrative costs are charged to expense as incurred. Changes in job performance, job conditions and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in revisions to costs and income. Such revisions are recognized in the period in which they are determined. An amount equal to contract costs incurred that are attributable to claims is included in revenue when realization is probable and the amount can be reliably estimated. Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts (on the percentage-of-completion method) for which billings had not been presented to customers because the amount were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at December 31, 2016 will be billed in 2017. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Revenue from the receipt of waste fuels is classified as service revenue and is based on fees charged for the waste disposal, which are recognized when the waste is accepted. Inventories —Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or market and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of production in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are recognized in cost of revenue in the same period as the revenue from the sale of the inventory. Property, Plant and Equipment, net —Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred. Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs. Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses. Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves is computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows: Buildings and improvements 10 - 30 years Plant, machinery and equipment 15 - 20 years Office equipment 3 - 7 years Truck and auto fleet 5 - 8 years Mobile equipment and barges 6 - 8 years Landfill airspace and improvements 10 - 30 years Other 4 - 20 years The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods. Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows. Assets are assessed for impairment charges when identified for disposition. Projected losses from disposition are recognized in the period in which they become estimable, which may be in advance of the actual disposition. The net gain (loss) from asset dispositions recognized in general and administrative expenses in fiscal years 2016, 2015 and 2014 was $6.8 million, $23.5 million and ($2.6 million), respectively. No material impairment charges have been recognized on assets held for use in 2016, 2015 or 2014. The losses are commonly a result of the cash flows expected from selling the asset being less than the expected cash flows that could be generated from holding the asset for use. Accrued Mining and Landfill Reclamation —The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, using an inflation rate of 2.5%, and then discounted back to present value using a credit-adjusted, risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted, risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted, risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted, risk-free rate. Significant changes in inflation rates or the amount or timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill. Intangible Assets —The Company’s intangible assets are primarily composed of lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily, for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates to contract-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but do not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total: December 31, 2016 January 2, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Leases $ $ $ $ $ $ Reserve rights Trade names Other Total intangible assets $ $ $ $ $ $ Amortization expense in 2016, 2015 and 2014 was $2.6 million, $2.2 million and $0.9 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows: 2017 $ 2018 2019 2020 2021 Thereafter Total $ Goodwill —Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss. Income Taxes —Summit Inc. is a corporation subject to income taxes in the United States. Certain subsidiaries, including Summit Holdings, or subsidiary groups of the Company are taxable separate from Summit Inc. The provisions, or Summit Inc.’s proportional share of the provision, are included in the Company’s consolidated financial statements. The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense. Earnings per Share— The Company computes basic earnings per share attributable to stockholders by dividing income attributable to Summit Inc. by the weighted-average shares of Class A common stock outstanding. Diluted earnings per share reflects the potential dilution beyond shares for basic earnings per share that could occur if securities or other contracts to issue common stock were exercised, converted into common stock, or resulted in the issuance of common stock that would have shared in the Company’s earnings. Since the Class B common stock has no economic value, those shares are not included in the weighted-average common share amount for basic or diluted earnings per share. In addition, as the shares of Class A common stock are issued by Summit Inc., the earnings and equity interests of noncontrolling interests are not included in basic earnings per share. Fair Value Measurements— Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified. The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of December 31, 2016 and January 2, 2016 was: 2016 2015 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ $ Cash flow hedges Acquisition-related liabilities and Other noncurrent liabilities Contingent consideration $ $ Cash flow hedges The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1 — Unadjusted quoted prices for identical assets or liabilities in active markets. Level 2 — Inputs other than Level 1 that are based on observable market data, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, inputs that are observable that are not prices and inputs that are derived from or corroborated by observable markets. Level 3 — Valuations developed from unobservable data, reflecting the Company’s own assumptions, which market participants would use in pricing the asset or liability. The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and an 11.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges are based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material adjustments to the fair value of contingent consideration in 2015 or to cash flow hedges in 2016 or 2015. In 2016, a $6.1 million increase in the fair value of contingent consideration was recognized as a result of a change in projected cash payments. Financial Instruments —The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of December 31, 2016 and January 2, 2016 were: December 31, 2016 January 2, 2016 Fair Value Carrying Value Fair Value Carrying Value Level 2 Long-term debt(1) $ $ $ $ Level 3 Current portion of deferred consideration and noncompete obligations(2) Long term portion of deferred consideration and noncompete obligations(3) (1) $6.5 million included in current portion of debt as of December 31, 2016 and January 2, 2016. (2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets. (3) Included in acquisition-related liabilities on the consolidated balance sheets. The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded. Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value. New Accounting Standards — In January 2017, the Financial Accounting Standards Board (“FASB”) issued a new Accounting Standards Update (“ASU”) 2017-04 Intangibles - Goodwill and Other (Topic 350) , which simplifies the test for goodwill impairment. The ASU eliminates the two step goodwill impairment test and replaces it with a single step test. The single step test compares the carrying amount of a reporting unit to its fair value; if the carrying amount is greater than the fair value the difference is the amount of the goodwill impairment. Step zero is left unchanged. Therefore, entities that wish do a qualitative assessment are still permitted to do so. The ASU is effective for SEC filers for fiscal years beginning after December 15, 2020. However, the Company will early adopt this ASU as of the beginning of fiscal year 2017. In March 2016, the FASB issued a new accounting standard with targeted amendments to the accounting for employee share-based payments. ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , requires that the income tax effect of share-based awards be recognized in the income statement and allows entities to elect an accounting method to recognize forfeitures as they occur or to estimate forfeitures, as is currently required. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. However, the Company early adopted this ASU as of the beginning of fiscal year 2016 and made an election to recognize forfeitures as they occur. The ASU adoption was applied using a modified retrospective method by means of a $1.7 million cumulative-effect adjustment to accumulated earnings as of the beginning of the fiscal year. In February 2016, the FASB issued a new accounting standard related to lease accounting, ASU No. 2016-02, Leases , which will result in lessees recognizing most leases on the balance sheet. Lessees are required to disclose more quantitative and qualitative information about their leases than current U.S. GAAP requires. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. As of December 31, 2016 and January 2, 2016, the Company’s undiscounted minimum contractual commitments under long-term operating leases, which were not recorded on the balance sheet, were $31.3 million and $21.9 million, respectively, which is an estimate of the effect to lease obligations and property, plant and equipment that the new accounting standard would have as of the dates noted prior to the effect of discounting. In May 2014, the FASB issued a new accounting standard to improve and converge the financial reporting requirements for revenue from contracts with customers. ASU No. 2014-09, Revenue from Contracts with Customers , prescribes a five-step model for revenue recognition that will replace most existing revenue recognition guidance in U.S. GAAP. The ASU will supersede nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU No. 2014-09 allows for either full retrospective or modified retrospective adoption. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. Early adoption is permitted, but no earlier than 2017. In 2016, the Company established an implementation team (“team”) and engaged external advisers to develop a multi-phase plan to assess the Company’s business and contracts, as well as any changes to processes or systems to adopt the requirements of the new standard. The team has updated the assessment for new ASU updates and for newly acquired businesses. The team is in the process of developing it |
Summit Materials, LLC | |
Company Information | |
Summary of Organization and Significant Accounting Policies | (1) Summary of Organization and Significant Accounting Policies Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, the “Company”) is a vertically integrated, construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments. Substantially all of the Company’s products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions and to cyclical changes in construction spending, among other factors. Summit LLC is a wholly owned indirect subsidiary of Summit Materials Holdings L.P. (“Summit Holdings”), whose primary owner is Summit Materials, Inc. (“Summit Inc.”). Summit Inc. was formed as a Delaware corporation on September 23, 2014. Its sole material asset is a controlling equity interest in Summit Holdings. Pursuant to a reorganization into a holding company structure (the “Reorganization”) in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries, including Summit LLC. Summit Inc.’s Equity Offerings — Summit Inc. commenced operations on March 11, 2015 upon the pricing of the initial public offering of its Class A common stock (“IPO”). Summit Inc. raised $433.0 million, net of underwriting discounts, through the issuance of 25,555,555 shares of Class A common stock at a public offering price of $18.00 per share. Summit Inc. used the offering proceeds to purchase a number of newly-issued Class A Units (“LP Units”) from Summit Holdings equal to the number of shares of Class A common stock issued to the public. Summit Inc. caused Summit Holdings to use these proceeds: (i) to redeem $288.2 million in aggregate principal amount of outstanding 10 1 / 2 % senior notes due January 31, 2020 (“2020 Notes”); (ii) to purchase 71,428,571 Class B Units of Continental Cement Company, L.L.C. (“Continental Cement”); (iii) to pay a one-time termination fee of $13.8 million in connection with the termination of a transaction and management fee agreement with Blackstone Capital Partners V L.P.; and (iv) for general corporate purposes. The $288.2 million redemption of 2020 Notes was completed at a redemption price equal to par plus an applicable premium of $38.2 million plus $5.2 million of accrued and unpaid interest. On August 11, 2015, Summit Inc. raised $555.8 million, net of underwriting discounts, through the issuance of 22,425,000 shares of Class A common stock at a public offering price of $25.75 per share ("the August 2015 follow-on offering"). Summit Inc. used these proceeds to purchase 3,750,000 newly-issued LP Units from Summit Holdings and 18,675,000 LP Units from certain pre-IPO owners, at a purchase price per LP Unit equal to the public offering price per share of Class A common stock, less underwriting discounts and commissions. Summit Holdings used the proceeds from the 3,750,000 newly-issued LP Units to pay the deferred purchase price of $80.0 million related to the July 17, 2015 acquisition of a cement plant and quarry in Davenport, Iowa, and seven cement terminals along the Mississippi River (the “Davenport Assets”) and for general corporate purposes. Principles of Consolidation –The consolidated financial statements include the accounts of Summit LLC and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company attributes consolidated member’s interest and net income separately to the controlling and noncontrolling interests. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the IPO and concurrent purchase of the noncontrolling interests of Continental Cement, a 30% redeemable ownership in Continental Cement. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The 53-week year occurs approximately once every seven years and occurred in 2015. The additional week in the 53-week year was included in the fourth quarter of 2015. Use of Estimates — Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs. Business and Credit Concentrations— The Company’s operations are conducted primarily across 21 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Kansas, Utah, and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in 2016, 2015 or 2014. Accounts Receivable —Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance. The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts. Revenue and Cost Recognition —Revenue for product sales are recognized when evidence of an arrangement exists, the fee is fixed or determinable, title passes, which is generally when the product is shipped, and collection is reasonably assured. Product revenue includes sales of aggregates, cement and other materials to customers, net of discounts, allowances or taxes, as applicable. Revenue from construction contracts are included in service revenue and are recognized under the percentage-of-completion accounting method. The percent complete is measured by the cost incurred to date compared to the estimated total cost of each project. This method is used as management considers expended cost to be the best available measure of progress on these contracts, the majority of which are completed within one year, but may occasionally extend beyond one year. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. Contract costs include all direct material and labor costs and those indirect costs related to contract performance and completion. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are estimable. General and administrative costs are charged to expense as incurred. Changes in job performance, job conditions and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in revisions to costs and income. Such revisions are recognized in the period in which they are determined. An amount equal to contract costs incurred that are attributable to claims is included in revenue when realization is probable and the amount can be reliably estimated. Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts (on the percentage-of-completion method) for which billings had not been presented to customers because the amount were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at December 31, 2016 will be billed in 2017. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Revenue from the receipt of waste fuels is classified as service revenue and is based on fees charged for the waste disposal, which are recognized when the waste is accepted. Inventories —Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or market and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of production in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are recognized in cost of revenue in the same period as the revenue from the sale of the inventory. Property, Plant and Equipment, net —Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred. Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs. Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses. Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves is computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows: Buildings and improvements 10 - 30 years Plant, machinery and equipment 15 - 20 years Office equipment 3 - 7 years Truck and auto fleet 5 - 8 years Mobile equipment and barges 6 - 8 years Landfill airspace and improvements 10 - 30 years Other 4 - 20 years The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods. Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows. Assets are assessed for impairment charges when identified for disposition. Projected losses from disposition are recognized in the period in which they become estimable, which may be in advance of the actual disposition. The net gain (loss) from asset dispositions recognized in general and administrative expenses in fiscal years 2016, 2015 and 2014 was $6.8 million, $23.5 million and ($2.6 million), respectively. No material impairment charges have been recognized on assets held for use in 2016, 2015 or 2014. The losses are commonly a result of the cash flows expected from selling the asset being less than the expected cash flows that could be generated from holding the asset for use. Accrued Mining and Landfill Reclamation —The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, using an inflation rate of 2.5%, and then discounted back to present value using a credit-adjusted, risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted, risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted, risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted, risk-free rate. Significant changes in inflation rates or the amount or timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill. Intangible Assets —The Company’s intangible assets are primarily composed of lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily, for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates to contract-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but do not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total: December 31, 2016 January 2, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Leases $ $ $ $ $ $ Reserve rights Trade names Other Total intangible assets $ $ $ $ $ $ Amortization expense in 2016, 2015 and 2014 was $2.6 million, $2.2 million and $0.9 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows: 2017 $ 2018 2019 2020 2021 Thereafter Total $ Goodwill —Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss. Income Taxes —As a limited liability company, the Company’s federal and state income tax attributes are generally passed to its member. However, certain subsidiaries, or subsidiary groups, of the Company are taxable entities subject to income taxes in the United States and Canada, the provisions for which are included in the consolidated financial statements. Significant judgments and estimates are required in the determination of the consolidated income tax expense. For the Company’s taxable entities, deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the jurisdictions in which they arise and periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company evaluates the tax positions taken on income tax returns that remain open to examination by the respective tax authorities from prior years and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority is recognized. Interest and penalties related to unrecognized tax benefits are recorded as income tax expense. Fair Value Measurements— Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified. The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of December 31, 2016 and January 2, 2016 was: 2016 2015 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ $ Cash flow hedges Acquisition-related liabilities and Other noncurrent liabilities Contingent consideration $ $ Cash flow hedges The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1 — Unadjusted quoted prices for identical assets or liabilities in active markets. Level 2 — Inputs other than Level 1 that are based on observable market data, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, inputs that are observable that are not prices and inputs that are derived from or corroborated by observable markets. Level 3 — Valuations developed from unobservable data, reflecting the Company’s own assumptions, which market participants would use in pricing the asset or liability. The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and an 11.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges are based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material adjustments to the fair value of contingent consideration in 2015 or to cash flow hedges in 2016 or 2015. In 2016, a $6.1 million increase in the fair value of contingent consideration was recognized as a result of a change in projected cash payments. Financial Instruments —The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of December 31, 2016 and January 2, 2016 were: December 31, 2016 January 2, 2016 Fair Value Carrying Value Fair Value Carrying Value Level 2 Long-term debt (1) $ $ $ $ Level 3 Current portion of deferred consideration and noncompete obligations (2) Long term portion of deferred consideration and noncompete obligations (3) (1) (2) (3) The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded. Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value. New Accounting Standards — In January 2017, the Financial Accounting Standards Board (“FASB”) issued a new Accounting Standards Update (“ASU”) 2017-04 Intangibles - Goodwill and Other (Topic 350) , which simplifies the test for goodwill impairment. The ASU eliminates the two step goodwill impairment test and replaces it with a single step test. The single step test compares the carrying amount of a reporting unit to its fair value; if the carrying amount is greater than the fair value the difference is the amount of the goodwill impairment. Step zero is left unchanged. Therefore, entities that wish do a qualitative assessment are still permitted to do so. The ASU is effective for SEC filers for fiscal years beginning after December 15, 2020. However, the Company will early adopt this ASU as of the beginning of fiscal year 2017. In March 2016, the FASB issued a new accounting standard with targeted amendments to the accounting for employee share-based payments. ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , requires that the income tax effect of share-based awards be recognized in the income statement and allows entities to elect an accounting method to recognize forfeitures as they occur or to estimate forfeitures, as is currently required. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. However, the Company early adopted this ASU as of the beginning of fiscal year 2016 and made an election to recognize forfeitures as they occur. The ASU adoption was applied using a modified retrospective method by means of a $1.7 million cumulative-effect adjustment to accumulated earnings as of the beginning of the fiscal year. In February 2016, the FASB issued a new accounting standard related to lease accounting, ASU No. 2016-02, Leases , which will result in lessees recognizing most leases on the balance sheet. Lessees are required to disclose more quantitative and qualitative information about their leases than current U.S. GAAP requires. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. As of December 31, 2016 and January 2, 2016, the Company’s undiscounted minimum contractual commitments under long-term operating leases, which were not recorded on the balance sheet, were $31.3 million and $21.9 million, respectively, which is an estimate of the effect to lease obligations and property, plant and equipment that the new accounting standard would have as of the dates noted, prior to the effect of discounting. In May 2014, the FASB issued a new accounting standard to improve and converge the financial reporting requirements for revenue from contracts with customers. ASU No. 2014-09, Revenue from Contracts with Customers , prescribes a five-step model for revenue recognition that will replace most existing revenue recognition guidance in U.S. GAAP. The ASU will supersede nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU No. 2014-09 allows for either full retrospective or modified retrospective adoption. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. Early adoption is permitted, but no earlier than 2017. In 2016, the Company established an implementation team (“team”) and engaged external advisers to develop a multi-phase plan to assess the Company’s business and contracts, as well as any changes to processes or systems to adopt the requirements of the new standard. The team has updated the assessment for new ASU updates and for newly acquired businesses. The team is in the process of developing its conclusions on several aspects of the standard including variable consideration, identification of performance obligations and the determination of when control of goods and services transfers to the Company’s customers. Reclassifications —Certain amounts in the prior year have been reclassified to conform to the presentation in the current period. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Acquisitions | (2) Acquisitions The Company has completed numerous acquisitions since its formation in 2009, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. West segment · On October 3, 2016, the Company acquired Midland Concrete Ltd. (“Midland Concrete”), a ready-mix company with one plant servicing the Midland, Texas market. The acquisition was funded with cash on hand. · On August 19, 2016, the Company acquired H.C. Rustin Corporation (“Rustin”), a ready-mix company with 12 ready-mix plants servicing the Southern Oklahoma market. The acquisition was funded with cash on hand. · On April 29, 2016, the Company acquired Sierra Ready Mix, LLC (“Sierra Ready Mix”), a vertically integrated aggregates and ready-mix concrete business with one sand and gravel pit and two ready-mix concrete plants located in Las Vegas, Nevada. The acquisition was funded with cash on hand and $11.1 million of contingent consideration, $10.0 million of which related to the execution of a lease and the remaining to the achievement of certain earnings targets. The lease contingency criteria was met in 2016 and the $10.0 million of consideration was paid in the year ended December 31, 2016. · On December 11, 2015, the Company acquired all of the assets of Pelican Asphalt Company, LLC, an asphalt terminal business in Houston, Texas. The acquisition was funded with cash on hand. · On August 21, 2015, the Company acquired all of the stock of LeGrand Johnson Construction Co., a vertically integrated company based in Utah with five sand and gravel pits, four ready-mix concrete plants and three asphalt plants and servicing the northern and central Utah, western Wyoming and southern Idaho markets. The acquisition was funded with borrowings under the Company’s revolving credit facility. · On June 1, 2015, the Company acquired all of the stock of Lewis & Lewis, Inc., a vertically integrated business in Wyoming. The acquisition was funded with borrowings under the Company’s revolving credit facility. East segment · On August 26, 2016, the Company acquired R.D. Johnson Excavating Company, LLC and Asphalt Sales of Lawrence, LLC (“RD Johnson”), an asphalt producer and construction services company based in Lawrence, Kansas. The acquisition was funded with both cash on hand and borrowings under the Company’s revolving credit facility. · On August 8, 2016, the Company acquired the assets of Weldon Real Estate, LLC (“Weldon”) and the membership interests of Honey Creek Disposal Service, LLC. (‘‘Honey Creek’’). Honey Creek is a trash collection business, which was sold immediately after acquisition. The Company retained the building assets of Weldon, where its recycling business in Kansas is operated. The acquisition was funded with borrowings under the Company’s revolving credit facility. · On May 20, 2016, the Company acquired seven aggregates quarries in central and northwest Missouri from APAC-Kansas, Inc. and APAC-Missouri, Inc., subsidiaries of Oldcastle Materials, Inc. (“Oldcastle Assets”). The acquisition was funded with cash on hand. · On March 18, 2016, the Company acquired Boxley Materials Company (“Boxley Materials”), a vertically integrated company based in Roanoke, Virginia with six quarries, four ready-mix concrete plants and four asphalt plants. The acquisition was funded with a portion of the proceeds from $250.0 million of 8.500% senior notes issued on March 8, 2016 and due April 15, 2022 (see note 8). · On February 5, 2016, the Company acquired American Materials Company (“AMC”), an aggregates company with five sand and gravel pits servicing coastal North and South Carolina. The acquisition was funded with cash on hand. Cement segment · On August 30, 2016, the Company acquired two river-supplied cement and fly-ash distribution terminals in Southern Louisiana (“Angelle Assets”). The acquisition was funded with borrowings under the Company’s revolving credit facility. · On July 17, 2015, the Company completed the acquisition of the Davenport Assets, a cement plant and a quarry in Davenport, Iowa, and seven cement terminals along the Mississippi River for $450.0 million in cash and a cement distribution terminal in Bettendorf, Iowa, for which a $16.6 million gain on disposition was recognized in general and administrative expenses. The cash purchase price was funded through a combination of debt (see Note 8) and $80.0 million with proceeds from the August 2015 follow-on offering. Combined with the Company’s cement plant in Hannibal, Missouri, the Company has over two million short tons of cement capacity and eight cement distribution terminals along the Mississippi River from Minneapolis, Minnesota to New Orleans, Louisiana. The $170.1 million of goodwill that was acquired with the Davenport Assets reflects the value from estimated synergies and cost savings, primarily from the expanded geographic area, overhead cost reductions and best practice sharing of operating efficiencies between the acquired assets and the Company’s existing cement plant in Hannibal, Missouri. The Davenport Assets were immediately integrated into the Company’s existing cement operations such that it is not practicable to report revenue and net income separately for the Davenport Assets. The purchase price allocation for the 2016 acquisitions, excluding AMC, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The table below summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates. Information related to the 2016 acquisitions is shown on an aggregated basis as the acquisitions were not material individually, or collectively. Year ended Davenport Year Ended December 31, July 17, January 2, 2016 2016 2015 (excluding Davenport) Financial assets $ $ — $ Inventories Property, plant and equipment Intangible assets — — Other assets Financial liabilities Other long-term liabilities Net assets acquired Goodwill Purchase price Acquisition related liabilities — Bettendorf assets — Other — — Net cash paid for acquisitions $ $ $ |
Summit Materials, LLC | |
Acquisitions | (2) Acquisitions The Company has completed numerous acquisitions since its formation in 2009, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. West segment · On October 3, 2016, the Company acquired Midland Concrete Ltd. (“Midland Concrete”), a ready-mix company with one plant servicing the Midland, Texas market. The acquisition was funded with cash on hand. · On August 19, 2016, the Company acquired H.C. Rustin Corporation (“Rustin”), a ready-mix company with 12 ready-mix plants servicing the Southern Oklahoma market. The acquisition was funded with cash on hand. · On April 29, 2016, the Company acquired Sierra Ready Mix, LLC (“Sierra Ready Mix”), a vertically integrated aggregates and ready-mix concrete business with one sand and gravel pit and two ready-mix concrete plants located in Las Vegas, Nevada. The acquisition was funded with cash on hand and $11.1 million of contingent consideration, $10.0 million of which related to the execution of a lease and the remaining to the achievement of certain earnings targets. The lease contingency criteria was met in 2016 and the $10.0 million of consideration was paid in the year ended December 31, 2016 . · On December 11, 2015, the Company acquired all of the assets of Pelican Asphalt Company, LLC, an asphalt terminal business in Houston, Texas. The acquisition was funded with cash on hand. · On August 21, 2015, the Company acquired all of the stock of LeGrand Johnson Construction Co., a vertically integrated company based in Utah with five sand and gravel pits, four ready-mix concrete plants and three asphalt plants and servicing the northern and central Utah, western Wyoming and southern Idaho markets. The acquisition was funded with borrowings under the Company’s revolving credit facility. · On June 1, 2015, the Company acquired all of the stock of Lewis & Lewis, Inc., a vertically integrated business in Wyoming. The acquisition was funded with borrowings under the Company’s revolving credit facility. East segment · On August 26, 2016, the Company acquired R.D. Johnson Excavating Company, LLC and Asphalt Sales of Lawrence, LLC (“RD Johnson”), an asphalt producer and construction services company based in Lawrence, Kansas. The acquisition was funded with both cash on hand and borrowings under the Company’s revolving credit facility. · On August 8, 2016, the Company acquired the assets of Weldon Real Estate, LLC (“Weldon”) and the membership interests of Honey Creek Disposal Service, LLC. (‘‘Honey Creek’’). Honey Creek is a trash collection business, which was sold immediately after acquisition. The Company retained the building assets of Weldon, where its recycling business in Kansas is operated. The acquisition was funded with borrowings under the Company’s revolving credit facility. · On May 20, 2016, the Company acquired seven aggregates quarries in central and northwest Missouri from APAC-Kansas, Inc. and APAC-Missouri, Inc., subsidiaries of Oldcastle Materials, Inc. (“Oldcastle Assets”). The acquisition was funded with cash on hand. · On March 18, 2016, the Company acquired Boxley Materials Company (“Boxley Materials”), a vertically integrated company based in Roanoke, Virginia with six quarries, four ready-mix concrete plants and four asphalt plants. The acquisition was funded with a portion of the proceeds from $250.0 million of 8.500% senior notes issued on March 8, 2016 and due April 15, 2022 (see note 8). · On February 5, 2016, the Company acquired American Materials Company (“AMC”), an aggregates company with five sand and gravel pits servicing coastal North and South Carolina. The acquisition was funded with cash on hand. Cement segment · On August 30, 2016, the Company acquired two river-supplied cement and fly-ash distribution terminals in Southern Louisiana (“Angelle Assets”). The acquisition was funded with borrowings under the Company’s revolving credit facility. · On July 17, 2015, the Company completed the acquisition of the Davenport Assets, a cement plant and a quarry in Davenport, Iowa, and seven cement terminals along the Mississippi River for $450.0 million in cash and a cement distribution terminal in Bettendorf, Iowa, for which a $16.6 million gain on disposition was recognized in general and administrative expenses. The cash purchase price was funded through a combination of debt (see Note 8) and $80.0 million with proceeds from the August 2015 follow-on offering. Combined with the Company’s cement plant in Hannibal, Missouri, the Company has over two million short tons of cement capacity and eight cement distribution terminals along the Mississippi River from Minneapolis, Minnesota to New Orleans, Louisiana. The $170.1 million of goodwill that was acquired with the Davenport Assets reflects the value from estimated synergies and cost savings, primarily from the expanded geographic area, overhead cost reductions and best practice sharing of operating efficiencies between the acquired assets and the Company’s existing cement plant in Hannibal, Missouri. The Davenport Assets were immediately integrated into the Company’s existing cement operations such that it is not practicable to report revenue and net income separately for the Davenport Assets. The purchase price allocation for the 2016 acquisitions, excluding AMC, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The table below summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates. Information related to the 2016 acquisitions is shown on an aggregated basis as the acquisitions were not material individually, or collectively. Year ended Davenport Year Ended December 31, July 17, January 2, 2016 2016 2015 (excluding Davenport) Financial assets $ $ — $ Inventories Property, plant and equipment Intangible assets — — Other assets Financial liabilities Other long-term liabilities Net assets acquired Goodwill Purchase price Acquisition related liabilities — Bettendorf assets — Other — — Net cash paid for acquisitions $ $ $ |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill | (3) Goodwill As of December 31, 2016, the Company had 12 reporting units with goodwill for which the annual goodwill impairment test was completed. To perform the annual impairment test on the first day of the fourth quarter of 2016, seven of our reporting units were assessed under a qualitative assessment. As a result of this analysis, it was determined that it is more likely than not that the fair value of the seven reporting units were greater than its carrying value. Accordingly, for those reporting units, the two-step quantitative impairment test was not performed. For the remaining reporting units, Step 1 of the impairment test was performed. The Company estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach. These valuation methods used Level 2 and Level 3 assumptions, including, but not limited to, sales prices of similar assets, assumptions related to future profitability, cash flows, and discount rates. These estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flow estimates in applying the income approach required management to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates about revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows required the selection of risk premiums, which can materially affect the present value of estimated future cash flows. Based on this analysis, it was determined that the reporting units’ fair values were greater than their carrying values and no impairment charges were recognized in 2016. The accumulated impairment charges recognized in prior periods totaled $68.2 million. The following table presents goodwill by reportable segments and in total: West East Cement Total Balance, December 27, 2014 $ $ $ $ Acquisitions Foreign currency translation adjustments — — Balance, January 2, 2016 $ $ $ $ Acquisitions(1) Foreign currency translation adjustments — — Balance, December 31, 2016 $ $ $ $ Accumulated impairment losses as of December 31, 2016 and January 2, 2016 $ $ $ — $ (1) Reflects goodwill from 2016 acquisitions and working capital adjustments from prior year acquisitions in the West and Cement segments, including $5.4 million related to below-market contracts assumed with the Davenport Assets acquisition. |
Summit Materials, LLC | |
Goodwill | (3) Goodwill As of December 31, 2016, the Company had 12 reporting units with goodwill for which the annual goodwill impairment test was completed. To perform the annual impairment test on the first day of the fourth quarter of 2016, seven of our reporting units were assessed under a qualitative assessment. As a result of this analysis, it was determined that it is more likely than not that the fair value of the seven reporting units were greater than its carrying value. Accordingly, for those reporting units, the two-step quantitative impairment test was not performed. For the remaining reporting units, Step 1 of the impairment test was performed. The Company estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach. These valuation methods used Level 2 and Level 3 assumptions, including, but not limited to, sales prices of similar assets, assumptions related to future profitability, cash flows, and discount rates. These estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flow estimates in applying the income approach required management to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates about revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows required the selection of risk premiums, which can materially affect the present value of estimated future cash flows. Based on this analysis, it was determined that the reporting units’ fair values were greater than their carrying values and no impairment charges were recognized in 2016. The accumulated impairment charges recognized in prior periods totaled $68.2 million. The following table presents goodwill by reportable segments and in total: West East Cement Total Balance, December 27, 2014 $ $ $ $ Acquisitions Foreign currency translation adjustments — — Balance, January 2, 2016 $ $ $ $ Acquisitions(1) Foreign currency translation adjustments — — Balance, December 31, 2016 $ $ $ $ Accumulated impairment losses as of December 31, 2016 and January 2, 2016 $ $ $ — $ (1) Reflects goodwill from 2016 acquisitions and working capital adjustments from prior year acquisitions in the West and Cement segments, including $5.4 million related to below-market contracts assumed with the Davenport Assets acquisition. |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2016 | |
Accounts Receivable, Net | (4) Accounts Receivable, Net Accounts receivable, net consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Trade accounts receivable $ $ Retention receivables Receivables from related parties Accounts receivable Less: Allowance for doubtful accounts Accounts receivable, net $ $ Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year. |
Summit Materials, LLC | |
Accounts Receivable, Net | (4) Accounts Receivable, Net Accounts receivable, net consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Trade accounts receivable $ $ Retention receivables Receivables from related parties Accounts receivable Less: Allowance for doubtful accounts Accounts receivable, net $ $ Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventories | (5) Inventories Inventories consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Aggregate stockpiles $ $ Finished goods Work in process Raw materials Total $ $ |
Summit Materials, LLC | |
Inventories | (5) Inventories Inventories consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Aggregate stockpiles $ $ Finished goods Work in process Raw materials Total $ $ |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment, net | (6) Property, Plant and Equipment, net Property, plant and equipment, net consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Land (mineral bearing) and asset retirement costs $ $ Land (non-mineral bearing) Buildings and improvements Plants, machinery and equipment Mobile equipment and barges Truck and auto fleet Landfill airspace and improvements Office equipment Construction in progress Property, plant and equipment Less accumulated depreciation, depletion and amortization Property, plant and equipment, net $ $ Depreciation, depletion and amortization expense of property, plant and equipment was $144.2 million, $111.6 million and $85.8 million in the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. Property, plant and equipment at December 31, 2016 and January 2, 2016 included $49.8 million and $47.0 million, respectively, of capital leases for certain equipment and a building with accumulated amortization of $10.6 million and $7.0 million, respectively. The equipment leases generally have terms of less than five years and the building lease had an original term of 30 years. Approximately $11.8 million and $15.3 million of the future obligations associated with the capital leases are included in accrued expenses as of December 31, 2016 and January 2, 2016, respectively, and the present value of the remaining capital lease payments, $27.5 million and $29.5 million, respectively, is included in other noncurrent liabilities on the consolidated balance sheets. Future minimum rental commitments under long-term capital leases are $13.6 million, $17.6 million, $5.7 million, $2.6 million, and $0.7 million for the years ended 2017, 2018, 2019, 2020 and 2021, respectively. |
Summit Materials, LLC | |
Property, Plant and Equipment, net | (6) Property, Plant and Equipment, net Property, plant and equipment, net consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Land (mineral bearing) and asset retirement costs $ $ Land (non-mineral bearing) Buildings and improvements Plants, machinery and equipment Mobile equipment and barges Truck and auto fleet Landfill airspace and improvements Office equipment Construction in progress Property, plant and equipment Less accumulated depreciation, depletion and amortization Property, plant and equipment, net $ $ Depreciation, depletion and amortization expense of property, plant and equipment was $144.2 million, $111.6 million and $85.8 million in the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. Property, plant and equipment at December 31, 2016 and January 2, 2016 included $49.8 million and $47.0 million, respectively, of capital leases for certain equipment and a building with accumulated amortization of $10.6 million and $7.0 million, respectively. The equipment leases generally have terms of less than five years and the building lease had an original term of 30 years. Approximately $11.8 million and $15.3 million of the future obligations associated with the capital leases are included in accrued expenses as of December 31, 2016 and January 2, 2016, respectively, and the present value of the remaining capital lease payments, $27.5 million and $29.5 million, respectively, is included in other noncurrent liabilities on the consolidated balance sheets. Future minimum rental commitments under long-term capital leases are $13.6 million, $17.6 million, $5.7 million, $2.6 million, and $0.7 million for the years ended 2017, 2018, 2019, 2020 and 2021, respectively. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Expenses | (7) Accrued Expenses Accrued expenses consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Interest $ $ Payroll and benefits Capital lease obligations Insurance Non-income taxes Professional fees Other(1) Total $ $ (1) Consists primarily of subcontractor and working capital settlement accruals and deferred revenue. |
Summit Materials, LLC | |
Accrued Expenses | (7) Accrued Expenses Accrued expenses consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Interest $ $ Payroll and benefits Capital lease obligations Insurance Non-income taxes Professional fees Other(1) Total $ $ (1) Consists primarily of subcontractor and working capital settlement accruals and deferred revenue. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt | (8) Debt Debt consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Term Loan, due 2022: $640.3 million and $646.8 million, net of $2.6 million and $3.1 million discount at December 31, 2016 and January 2, 2016, respectively $ $ 8 1 ⁄ 2 % Senior Notes, due 2022 — 6 1 ⁄ 8 % Senior Notes, due 2023: $650 million, net of $1.6 million and $1.8 million discount at December 31, 2016 and January 2, 2016, respectively Total Current portion of long-term debt Long-term debt $ $ The contractual payments of long-term debt, including current maturities, for the five years subsequent to December 31, 2016, are as follows: 2017 $ 2018 2019 2020 2021 Thereafter Total Less: Original issue net discount Less: Capitalized loan costs Total debt $ Senior Notes — On March 8, 2016, Summit LLC and Summit Materials Finance Corp., an indirect wholly-owned subsidiary of Summit LLC ("Finance Corp." and with Summit LLC, the “Issuers”) issued $250.0 million of 8.500% senior notes due April 15, 2022 (the “2022 Notes”). The 2022 Notes were issued at 100.0% of their par value with proceeds of $246.3 million, net of related fees and expenses. The proceeds from the sale of the 2022 Notes were used to fund the acquisition of Boxley Materials, replenish cash used for the acquisition of AMC and pay expenses incurred in connection with these acquisitions. The 2022 Notes were issued under an indenture dated March 8, 2016 (as amended and supplemented, the “2016 Indenture”). The 2016 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2016 Indenture also contains customary events of default. Interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year commencing on October 15, 2016. In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the "2023 Notes” and collectively with the 2022 Notes, the “Senior Notes”). The net proceeds from the 2023 Notes, with proceeds from the refinancing of the term loan described below, were used to pay the $370.0 million initial purchase price for the Davenport Assets, to redeem $336.8 million in aggregate principal amount of the then outstanding 2020 Notes and pay related fees and expenses. Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated July 8, 2015, the terms of which are generally consistent with the 2016 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year commencing on January 15, 2016. In April, August and November 2015, using proceeds from the IPO, the refinancing of the term loan described below and the proceeds from the 2023 Notes, $288.2 million, $183.0 million and $153.8 million, respectively, in aggregate principal amount of the then outstanding 2020 Notes were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2020 Notes were issued was satisfied and discharged. As a result of the redemptions, net charges of $56.5 million were recognized for the year ended January 2, 2016. The fees included $66.6 million for the applicable prepayment premium and $11.9 million for the write-off of deferred financing fees, partially offset by $22.0 million of net benefit from the write-off of the original issuance net premium. Senior Secured Credit Facilities — Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of term debt are due on the last business day of each March, June, September and December. The unpaid principal balance is due in full on the maturity date, which is July 17, 2022. On July 17, 2015, Summit LLC refinanced its term loan under the Senior Secured Credit Facilities (the “Refinancing”). The Refinancing, among other things: (i) reduced the applicable margins used to calculate interest rates for term loans under the Senior Secured Credit Facilities to 3.25% for LIBOR rate loans and 2.25% for base rate loans, subject to a LIBOR floor of 1.00% (and one 25 basis point step down upon Summit LLC achieving a certain first lien net leverage ratio); (ii) increased term loans borrowed under the term loan facility from $422.0 million to an aggregate $650.0 million; and (iii) created additional flexibility under the financial maintenance covenants, which are tested quarterly, by increasing the applicable maximum Consolidated First Lien Net Leverage Ratio (as defined in the credit agreement governing the Senior Secured Credit Facilities, the “Credit Agreement”). On March 11, 2015, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which became effective on March 17, 2015 upon the consummation of the IPO. The amendment: (i) increased the size of the revolving credit facility from $150.0 million to $235.0 million; (ii) extended the maturity date of the revolving credit facility to March 11, 2020; (iii) amended certain covenants; and (iv) permits periodic tax distributions as contemplated in a tax receivable agreement, dated March 11, 2015. As a result of this amendment, $0.8 million of charges were recognized for the year ended January 2, 2016. The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.25% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.25% for LIBOR rate loans. There were no outstanding borrowings under the revolving credit facility as of December 31, 2016 and January 2, 2016, leaving remaining borrowing capacity of $209.4 million, which is net of $25.6 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects and the Company’s insurance liabilities. Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of December 31, 2016 and January 2, 2016, Summit LLC was in compliance with all financial covenants. Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities. Interest expense related to debt totaled $83.8 million, $73.6 million and $78.6 million for the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. The following table presents the activity for the deferred financing fees for the years ended December 31, 2016 and January 2, 2016: Deferred financing fees Balance—December 27, 2014 $ Loan origination fees Amortization Write off of deferred financing fees Balance—January 2, 2016 $ Loan origination fees Amortization Balance—December 31, 2016 $ Other —On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.4 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of December 31, 2016 or January 2, 2016. |
Summit Materials, LLC | |
Debt | (8) Debt Debt consisted of the following as of December 31, 2016 and January 2, 2016: 2016 2015 Term Loan, due 2022: $640.3 million and $646.8 million, net of $2.6 million and $3.1 million discount at December 31, 2016 and January 2, 2016, respectively $ $ 8 1 ⁄ 2 % Senior Notes, due 2022 — 6 1 ⁄ 8 % Senior Notes, due 2023: $650 million, net of $1.6 million and $1.8 million discount at December 31, 2016 and January 2, 2016, respectively Total Current portion of long-term debt Long-term debt $ $ The contractual payments of long-term debt, including current maturities, for the five years subsequent to December 31, 2016, are as follows: 2017 $ 2018 2019 2020 2021 Thereafter Total Less: Original issue net discount Less: Capitalized loan costs Total debt $ Senior Notes — On March 8, 2016, Summit LLC and Summit Materials Finance Corp., an indirect wholly-owned subsidiary of Summit LLC ("Finance Corp." and with Summit LLC, the “Issuers”) issued $250.0 million of 8.500% senior notes due April 15, 2022 (the “2022 Notes”). The 2022 Notes were issued at 100.0% of their par value with proceeds of $246.3 million, net of related fees and expenses. The proceeds from the sale of the 2022 Notes were used to fund the acquisition of Boxley Materials, replenish cash used for the acquisition of AMC and pay expenses incurred in connection with these acquisitions. The 2022 Notes were issued under an indenture dated March 8, 2016 (as amended and supplemented, the “2016 Indenture”). The 2016 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2016 Indenture also contains customary events of default. Interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year commencing on October 15, 2016. In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the "2023 Notes” and collectively with the 2022 Notes, the “Senior Notes”). The net proceeds from the 2023 Notes, with proceeds from the refinancing of the term loan described below, were used to pay the $370.0 million initial purchase price for the Davenport Assets, to redeem $336.8 million in aggregate principal amount of the then outstanding 2020 Notes and pay related fees and expenses. Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated July 8, 2015, the terms of which are generally consistent with the 2016 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year commencing on January 15, 2016. In April, August and November 2015, using proceeds from the IPO, the refinancing of the term loan described below and the proceeds from the 2023 Notes, $288.2 million, $183.0 million and $153.8 million, respectively, in aggregate principal amount of the then outstanding 2020 Notes were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2020 Notes were issued was satisfied and discharged. As a result of the redemptions, net charges of $56.5 million were recognized for the year ended January 2, 2016. The fees included $66.6 million for the applicable prepayment premium and $11.9 million for the write-off of deferred financing fees, partially offset by $22.0 million of net benefit from the write-off of the original issuance net premium. Senior Secured Credit Facilities — Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of term debt are due on the last business day of each March, June, September and December. The unpaid principal balance is due in full on the maturity date, which is July 17, 2022. On July 17, 2015, Summit LLC refinanced its term loan under the Senior Secured Credit Facilities (the “Refinancing”). The Refinancing, among other things: (i) reduced the applicable margins used to calculate interest rates for term loans under the Senior Secured Credit Facilities to 3.25% for LIBOR rate loans and 2.25% for base rate loans, subject to a LIBOR floor of 1.00% (and one 25 basis point step down upon Summit LLC achieving a certain first lien net leverage ratio); (ii) increased term loans borrowed under the term loan facility from $422.0 million to an aggregate $650.0 million; and (iii) created additional flexibility under the financial maintenance covenants, which are tested quarterly, by increasing the applicable maximum Consolidated First Lien Net Leverage Ratio (as defined in the credit agreement governing the Senior Secured Credit Facilities, the “Credit Agreement”). On March 11, 2015, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which became effective on March 17, 2015 upon the consummation of the IPO. The amendment: (i) increased the size of the revolving credit facility from $150.0 million to $235.0 million; (ii) extended the maturity date of the revolving credit facility to March 11, 2020; (iii) amended certain covenants; and (iv) permits periodic tax distributions as contemplated in a tax receivable agreement, dated March 11, 2015. As a result of this amendment, $0.8 million of charges were recognized for the year ended January 2, 2016. The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.25% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.25% for LIBOR rate loans. There were no outstanding borrowings under the revolving credit facility as of December 31, 2016 and January 2, 2016, leaving remaining borrowing capacity of $209.4 million, which is net of $25.6 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects and the Company’s insurance liabilities. Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of December 31, 2016 and January 2, 2016, Summit LLC was in compliance with all financial covenants. Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities. Interest expense related to debt totaled $83.8 million, $73.6 million and $78.6 million for the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. The following table presents the activity for the deferred financing fees for the years ended December 31, 2016 and January 2, 2016: Deferred financing fees Balance—December 27, 2014 $ Loan origination fees Amortization Write off of deferred financing fees Balance—January 2, 2016 $ Loan origination fees Amortization Balance—December 31, 2016 $ Other —On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.4 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of December 31, 2016 or January 2, 2016. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss) | (9) Accumulated Other Comprehensive Income (Loss) The changes in each component of accumulated other comprehensive income (loss) consisted of the following: Accumulated Foreign currency other Change in translation Cash flow hedge comprehensive retirement plans adjustments adjustments loss (income) Balance — December 27, 2014 $ — $ — $ — $ — Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — January 2, 2016 $ $ $ $ Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — December 31, 2016 $ $ $ $ |
Summit Materials, LLC | |
Accumulated Other Comprehensive Income (Loss) | (9) Accumulated Other Comprehensive Loss The changes in each component of accumulated other comprehensive loss consisted of the following: Accumulated Foreign currency other Change in translation Cash flow hedge comprehensive retirement plans adjustments adjustments loss Balance — December 28, 2013 $ $ — $ — $ Postretirement curtailment adjustment — — Postretirement liability adjustment — — Foreign currency translation adjustment — — Balance — December 27, 2014 $ $ $ — $ Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — January 2, 2016 $ $ $ $ Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — December 31, 2016 $ $ $ $ |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | (10) Income Taxes Summit Inc.’s tax provision includes its proportional share of Summit Holdings’ tax attributes. Summit Holdings’ subsidiaries are primarily limited liability companies, but do include certain entities organized as C corporations and a Canadian subsidiary. The tax attributes related to the limited liability companies are passed on to Summit Holdings and then to its partners, including Summit Inc. The tax attributes associated with the C corporation and Canadian subsidiaries are fully reflected in the Company’s accounts. For the years ended December 31, 2016, January 2, 2016 and December 27, 2014, income taxes consisted of the following: 2016 2015 2014 Provision for income taxes: Current $ $ $ Deferred Income tax benefit $ $ $ The effective tax rate on pre-tax income differs from the U.S. statutory rate of 35% due to the following: 2016 2015 2014 Income tax expense (benefit) at federal statutory tax rate $ $ $ Less: Income tax benefit at federal statutory tax rate for LLC entities State and local income taxes Permanent differences Effective tax rate change Valuation allowance — Impact of LP Unit ownership change — — Other Income tax benefit $ $ $ The following table summarizes the components of the net deferred income tax asset (liability) as December 31, 2016 and January 2, 2016: 2016 2015 Deferred tax (liabilities) assets: Net intangible assets $ $ Accelerated depreciation Net operating loss Investment in limited partnership Mining reclamation reserve Working capital (e.g., accrued compensation, prepaid assets) Net deferred tax assets Less valuation allowance Net deferred tax asset (liability) $ $ As of December 31, 2016, Summit Inc. had federal net operating loss carryforwards of $192.4 million, which expire between 2030 and 2036. In addition, Summit Inc. has alternative minimum tax credits of $0.2 million as of December 31, 2016, which do not expire. As of December 31, 2016 and January 2, 2016, Summit Inc. had a valuation allowance on net deferred tax assets of $502.8 million and $263.8 million, respectively. The deferred tax assets primarily relate to tax basis in intangible assets that exceeds book basis. The intangible asset tax basis was largely recognized as a result of the LP Unit exchanges in 2016 and 2015. Summit Inc. also has a deferred tax asset related to the expected taxable loss in 2016. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible and consideration of tax-planning strategies. Considering these factors, a partial valuation allowance was recorded, which has resulted in no deferred provision expense for Summit Holdings for the year ended December 31, 2016. 2016 2015 Valuation Allowance: Beginning balance $ $ Additional basis from exchanged LP Units Loss carryforwards Release of valuation allowance and other Ending balance $ $ The net deferred income tax asset (liability) as of December 31, 2016 and January 2, 2016 are included in other noncurrent liabilities and other assets, respectively, on the consolidated balance sheets. Tax Receivable Agreement —Upon the consummation of the Reorganization, the Company entered into a tax receivable agreement with the holders of LP Units and certain other pre-IPO owners (“Investor Entities”) that provides for the payment by Summit Inc. to exchanging holders of LP Units of 85% of the benefits, if any, that Summit Inc. is deemed to realize as a result of (i) increases in the tax basis of tangible and intangible assets of Summit Holdings and (ii) the utilization of certain net operating losses of the Investor Entities and certain other tax benefits related to entering into the tax receivable agreement, including tax benefits attributable to payments under the tax receivable agreement. For the years ended December 31, 2016 and January 2, 2016, 45,124,528 LP Units and 18,675,000 LP units, respectively, were acquired by Summit Inc. in exchange for an equal number of newly-issued shares of Summit Inc.’s Class A common stock. These exchanges resulted in deferred tax assets of approximately $769.7 million, 85% of which will be paid to the holders of the exchanged LP Units when the benefit is received by the Company. As discussed above, a partial valuation allowance was recognized on the net deferred tax asset that resulted from the tax receivable agreement. However, realization of approximately $69.7 million of the tax benefit was deemed probable as of December 31, 2016 for which a valuation allowance has not been recognized or was released in 2016. The Company considers all available evidence (both positive and negative), including continuing periods of income and other tax planning strategies, in determining whether realization of the tax benefit is more likely than not. The Company will continue to monitor facts and circumstances in the reassessment of the likelihood that the tax benefit will be realized. If this were to occur, the valuation allowance, or portion thereof, would be released with a corresponding charge to tax receivable agreement expense for the liability due to former LP Unit holders equal to 85% of the valuation allowance release. With regard to the $69.7 million realizable deferred tax asset associated with the tax receivable agreement, 85%, or $59.2 million, will be paid to former holders of LP Units. Approximately $58.1 million is included in other noncurrent liabilities and $1.1 million is in included in accrued expenses as of December 31, 2016 and $14.9 million was recognized as tax receivable agreement expense in the year ended December 31, 2016. Tax Distributions – The holders of Summit Holdings’ LP Units, including Summit Inc., incur U.S. federal, state and local income taxes on their share of any taxable income of Summit Holdings. The limited partnership agreement of Summit Holdings provides for pro rata cash distributions (“tax distributions”) to the holders of the LP Units in an amount generally calculated to provide each holder of LP Units with sufficient cash to cover its tax liability in respect of the LP Units. In general, these tax distributions are computed based on Summit Holdings’ estimated taxable income allocated to each holder of LP Units multiplied by an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate applicable to an individual or corporate resident in New York, New York (or a corporate resident in certain circumstances). For the years ended December 31, 2016 and January 2, 2016, Summit Holdings paid tax distributions totaling $13.0 million and $28.7 million, respectively, to holders of its LP Units, other than Summit Inc. C Corporation Subsidiaries — The effective income tax rate for the C corporations differ from the statutory federal rate primarily due to (1) tax depletion expense in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates and (3) various other items such as limitations on meals and entertainment and other costs. The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate. As of December 31, 2016, and January 2, 2016, Summit Inc. and its subsidiaries had not recognized any liabilities for uncertain tax positions. No material interest or penalties were recognized in income tax expense during the years ended December 31, 2016, January 2, 2016 or December 27, 2014. Tax years from 2013 to 2016 remain open and subject to audit by federal, Canadian, and state tax authorities. |
Summit Materials, LLC | |
Income Taxes | (10) Income Taxes Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its member and is generally not subject to federal or state income tax. However, certain subsidiaries, or subsidiary groups, file federal, state, and Canadian income tax returns due to their status as C corporations or laws within that jurisdiction. The provision for income taxes is primarily composed of federal, state and local income taxes for the subsidiary entities that have C corporation status. As of December 31, 2016 and January 2, 2016, the Company has not recognized any liabilities for uncertain tax positions. The Company records interest and penalties as a component of the income tax provision. No material interest or penalties were recognized in income tax expense during the years ended December 31, 2016 and January 2, 2016. For the years ended December 31, 2016, January 2, 2016 and December 27, 2014, income taxes consisted of the following: 2016 2015 2014 Provision for income taxes: Current $ $ $ Deferred Income tax benefit $ $ $ The effective tax rate on pre-tax income differs from the U.S. statutory rate of 35% due to the following: 2016 2015 2014 Income tax expense (benefit) at federal statutory tax rate $ $ $ Less: Income tax benefit at federal statutory tax rate for LLC entities State and local income taxes Permanent differences Effective tax rate change Valuation allowance — Other Income tax benefit $ $ $ The following table summarizes the components of the net deferred income tax liability as December 31, 2016 and January 2, 2016: 2016 2015 Deferred tax (liabilities) assets: Accelerated depreciation $ $ Net operating loss Investment in limited partnership Net intangible assets Mining reclamation reserve Working capital (e.g., accrued compensation, prepaid assets) Net deferred tax liabilities Less valuation allowance Net deferred tax laibility $ $ The net deferred income tax liability as of December 31, 2016 and January 2, 2016, are included in other noncurrent liabilities on the consolidated balance sheets. As of December 31, 2016, Summit LLC had federal net operating loss carryforwards of $72.6 million, which expire between 2030 and 2036. Summit LLC has alternative minimum tax credits of $0.2 million as of December 31, 2016, which do not expire. Valuation Allowance —The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible (including the effect of available carryback and carryforward periods) and tax-planning strategies. The deferred income tax asset related to net operating losses resides with two separate tax paying subsidiaries (or subsidiary groups) of Summit LLC. These tax payers have historically generated taxable income and forecast to continue generating taxable income; however, the use of a portion of the net operating may be limited. Therefore, a $2.7 million and $2.5 million, respectively, valuation allowance has been recorded on a portion of the total net operating loss carryforwards as of December 31, 2016 and January 2, 2016, respectively. At December 31, 2016, the Company had net operating loss carryforwards for federal and state income tax purposes of $63.7 million and $72.5 million, respectively, which are available to offset future federal and state taxable income, if any, through 2035. Tax years from 2013 to 2016 remain open and subject to audit by federal, Canadian, and state tax authorities. No income tax expense or benefit was recognized in other comprehensive loss in 2016, 2015 or 2014. Tax Distributions – The holders of Summit Holdings’ LP Units, including Summit Inc., incur U.S. federal, state and local income taxes on their share of any taxable income of Summit Holdings. The limited partnership agreement of Summit Holdings provides for pro rata cash distributions (“tax distributions”) to the holders of the LP Units in an amount generally calculated to provide each holder of LP Units with sufficient cash to cover its tax liability in respect of the LP Units. In general, these tax distributions are computed based on Summit Holdings’ estimated taxable income allocated to each holder of LP Units multiplied by an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate applicable to an individual or corporate resident in New York, New York (or a corporate resident in certain circumstances). In the years ended December 31, 2016 and January 2, 2016, Summit LLC paid distributions to Summit Holdings totaling $39.7 million and $46.6 million, respectively, of which $13.0 million and $28.7 million, respectively, was distributed to Summit Holdings’ partners, other than Summit Inc., and $26.7 million and $17.9 million, respectively, was paid to Summit Inc. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Employee Benefit Plans | (11) Employee Benefit Plans Defined Contribution Plan —The Company sponsors employee 401(k) savings plans for its employees, including certain union employees. The plans provide for various required and discretionary Company matches of employees’ eligible compensation contributed to the plans. The expense for the defined contribution plans was $8.6 million, $7.1 million and $3.8 million for the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. Defined Benefit and Other Postretirement Benefits Plans —The Company’s subsidiary, Continental Cement, sponsors two noncontributory defined benefit pension plans for hourly and salaried employees. The salaried plan is closed to new participants and benefits are frozen. The hourly plan is also frozen except that new hourly participants from the Davenport, Iowa location accrue new benefits in the hourly plan. Pension benefits for eligible hourly employees are based on a monthly pension factor for each year of credited service. Pension benefits for eligible salaried employees are generally based on years of service and average eligible compensation. Continental Cement also sponsors three unfunded healthcare and life insurance benefits plans for certain eligible retired employees. Effective January 1, 2014, the plan covering employees of the Hannibal, Missouri location was amended to eliminate all future retiree health and life coverage for current employees. During 2015, Continental Cement adopted two new unfunded healthcare and life insurance plans to provide benefits prior to Medicare eligibility for certain salaried and hourly employees of the Davenport, Iowa location. The funded status of the pension and other postretirement benefit plans is recognized in the consolidated balance sheets as the difference between the fair value of plan assets and the benefit obligations. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the healthcare and life insurance benefits plans, the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels. However, since the plans’ participants are not subject to future compensation increases, the plans’ PBO equals the APBO. The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. The fair value of plan assets represents the current market value of assets held by an irrevocable trust fund for the sole benefit of participants. The measurement of the benefit obligations are based on the Company’s estimates and actuarial valuations. These valuations reflect the terms of the plan and use participant-specific information, such as compensation, age and years of service, as well as certain assumptions that require significant judgment, including estimates of discount rates, expected return on plan assets, rate of compensation increases, interest-crediting rates and mortality rates. Effective in 2015, the Company uses December 31 as the measurement date for its defined benefit pension and other postretirement benefit plans. Obligations and Funded Status —The following information is as of December 31, 2016 and December 31, 2015 and for the years ended December 31, 2016, December 31, 2015 and December 27, 2014: 2016 2015 Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. Change in benefit obligations: Beginning of period $ $ $ $ Service cost Interest cost Actuarial loss (gain) Change in plan provision — Benefits paid End of period Change in fair value of plan assets: Beginning of period $ $ — $ $ — Actual return on plan assets Employer contributions Benefits paid End of period — — Funded status of plans $ $ $ $ Current liabilities $ — $ $ — $ Noncurrent liabilities Liability recognized $ $ $ $ Amounts recognized in accumulated other comprehensive income: Net actuarial loss $ $ $ $ Prior service cost — — Total amount recognized $ $ $ $ The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss and prior service cost, which has not yet been recognized in periodic benefit cost. At December 31, 2016, the actuarial loss expected to be amortized from AOCI to benefit cost in 2017 is $0.6 million and $0.1 million for the pension and postretirement obligations, respectively. 2016 2015 2014 Pension Healthcare Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. benefits & Life Ins. Amounts recognized in other comprehensive (income) loss: Net actuarial gain (loss) $ $ $ $ $ $ Prior service cost — — — — Amortization of prior year service cost — — — Curtailment benefit — — — — — Amortization of gain Total amount recognized $ $ $ $ $ $ Components of net periodic benefit cost: Service cost $ $ $ $ $ $ Interest cost Amortization of gain Expected return on plan assets — — — Curtailments — — — — — Amortization of prior service credit — — — Net periodic benefit cost $ $ $ $ $ $ Assumptions— Weighted-average assumptions used to determine the benefit obligations as of year-end 2016 and 2015 are: 2016 2015 Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.61% - 3.81% 3.32% - 3.65% 3.74% - 3.97% 3.34% - 3.80% Expected long-term rate of return on plan assets 7.00% N/A 7.30% N/A Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31, 2016, January 2, 2016 and December 27, 2014: 2016 2015 2014 Healthcare Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.74% - 3.97% 3.34% - 3.80% 3.50% - 3.98% 3.39% - 3.52% 4.21% - 4.46% 4.33% Expected long-term rate of return on plan assets 7.30% N/A 7.30% N/A 7.50% N/A The expected long-term return on plan assets is based upon the Plans’ consideration of historical and forward-looking returns and the Company’s estimation of what a portfolio, with the target allocation described below, will earn over a long-term horizon. The discount rate is derived using the Citigroup Pension Discount Curve. Assumed health care cost trend rates were 8.0% grading to 4.5% as of year-end 2016 and 2015. Assumed health care cost trend rates have a significant effect on the amounts reported for the Company’s healthcare and life insurance benefits plans. A one percentage-point change in assumed health care cost trend rates would have the following effects as of year-end 2016 and 2015: 2016 2015 Increase Decrease Increase Decrease Total service cost and interest cost components $ $ $ $ APBO Plan Assets —The defined benefit pension plans’ (the “Plans”) investment strategy is to minimize investment risk while generating acceptable returns. The Plans currently invest a relatively high proportion of the plan assets in fixed income securities, while the remainder is invested in equity securities, cash reserves and precious metals. The equity securities are diversified into funds with growth and value investment strategies. The target allocation for plan assets is as follows: equity securities—30%; fixed income securities—63%; cash reserves—5%; and precious metals—2%. The Plans’ current investment allocations are within the tolerance of the target allocation. The Company had no Level 3 investments as of or for the years ended December 31, 2016 and January 2, 2016. At year-end 2016 and 2015, the Plans’ assets were invested predominantly in fixed-income securities and publicly traded equities, but may invest in other asset classes in the future subject to the parameters of the investment policy. The Plans’ investments in fixed-income assets include U.S. Treasury and U.S. agency securities and corporate bonds. The Plans’ investments in equity assets include U.S. and international securities and equity funds. The Company estimates the fair value of the Plans’ assets using various valuation techniques and, to the extent available, quoted market prices in active markets or observable market inputs. The descriptions and fair value methodologies for the Plans’ assets are as follows: Fixed Income Securities —Corporate and government bonds are classified as Level 2 assets, as they are either valued at quoted market prices from observable pricing sources at the reporting date or valued based upon comparable securities with similar yields and credit ratings. Equity Securities —Equity securities are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets. Cash —The carrying amounts of cash approximate fair value due to the short-term maturity. Precious Metals— Precious metals are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets. The fair value of the Plans’ assets by asset class and fair value hierarchy level as of December 31, 2016 and December 31, 2015 are as follows: 2016 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: — U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — Managed Futures International — Emerging Markets Commodities Broad Basket Cash — Precious metals — Total $ $ $ 2015 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — International — Cash — Precious metals — Total $ $ $ Cash Flows —The Company expects to contribute approximately $1.7 million in 2017 to both its pension plans and to its healthcare and life insurance benefits plans. The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows: Pension Healthcare and Life benefits Insurance Benefits 2017 $ $ 2018 2019 2020 2021 2022 - 2026 |
Summit Materials, LLC | |
Employee Benefit Plans | (11) Employee Benefit Plans Defined Contribution Plan —The Company sponsors employee 401(k) savings plans for its employees, including certain union employees. The plans provide for various required and discretionary Company matches of employees’ eligible compensation contributed to the plans. The expense for the defined contribution plans was $8.6 million, $7.1 million and $3.8 million for the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. Defined Benefit and Other Postretirement Benefits Plans —The Company’s subsidiary, Continental Cement, sponsors two noncontributory defined benefit pension plans for hourly and salaried employees. The salaried plan is closed to new participants and benefits are frozen. The hourly plan is also frozen except that new hourly participants from the Davenport, Iowa location accrue new benefits in the hourly plan. Pension benefits for eligible hourly employees are based on a monthly pension factor for each year of credited service. Pension benefits for eligible salaried employees are generally based on years of service and average eligible compensation. Continental Cement also sponsors three unfunded healthcare and life insurance benefits plans for certain eligible retired employees. Effective January 1, 2014, the plan covering employees of the Hannibal, Missouri location was amended to eliminate all future retiree health and life coverage for current employees. During 2015, Continental Cement adopted two new unfunded healthcare and life insurance plans to provide benefits prior to Medicare eligibility for certain salaried and hourly employees of the Davenport, Iowa location. The funded status of the pension and other postretirement benefit plans is recognized in the consolidated balance sheets as the difference between the fair value of plan assets and the benefit obligations. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the healthcare and life insurance benefits plans, the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels. However, since the plans’ participants are not subject to future compensation increases, the plans’ PBO equals the APBO. The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. The fair value of plan assets represents the current market value of assets held by an irrevocable trust fund for the sole benefit of participants. The measurement of the benefit obligations are based on the Company’s estimates and actuarial valuations. These valuations reflect the terms of the plan and use participant-specific information, such as compensation, age and years of service, as well as certain assumptions that require significant judgment, including estimates of discount rates, expected return on plan assets, rate of compensation increases, interest-crediting rates and mortality rates. Effective in 2015, the Company uses December 31 as the measurement date for its defined benefit pension and other postretirement benefit plans. Obligations and Funded Status —The following information is as of December 31, 2016 and December 31, 2015 and for the years ended December 31, 2016, December 31, 2015 and December 27, 2014: 2016 2015 Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. Change in benefit obligations: Beginning of period $ $ $ $ Service cost Interest cost Actuarial loss (gain) Change in plan provision — Benefits paid End of period Change in fair value of plan assets: Beginning of period $ $ — $ $ — Actual return on plan assets Employer contributions Benefits paid End of period — — Funded status of plans $ $ $ $ Current liabilities $ — $ $ — $ Noncurrent liabilities Liability recognized $ $ $ $ Amounts recognized in accumulated other comprehensive income: Net actuarial loss $ $ $ $ Prior service cost — — Total amount recognized $ $ $ $ The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss and prior service cost, which has not yet been recognized in periodic benefit cost. At December 31, 2016, the actuarial loss expected to be amortized from AOCI to periodic benefit cost in 2017 is $0.6 million and $0.1 million for the pension and postretirement obligations, respectively. 2016 2015 2014 Pension Healthcare Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. benefits & Life Ins. Amounts recognized in other comprehensive (income) loss: Net actuarial gain (loss) $ $ $ $ $ $ Prior service cost — — — — Amortization of prior year service cost — — — Curtailment benefit — — — — — Amortization of gain Total amount recognized $ $ $ $ $ $ Components of net periodic benefit cost: Service cost $ $ $ $ $ $ Interest cost Amortization of gain Expected return on plan assets — — — Curtailments — — — — — Amortization of prior service credit — — — Net periodic benefit cost $ $ $ $ $ $ Assumptions— Weighted-average assumptions used to determine the benefit obligations as of year-end 2016 and 2015 are: 2016 2015 Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.61% - 3.81% 3.32% - 3.65% 3.74% - 3.97% 3.34% - 3.80% Expected long-term rate of return on plan assets 7.00% N/A 7.30% N/A Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31, 2016, January 2, 2016 and December 27, 2014: 2016 2015 2014 Healthcare Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.74% - 3.97% 3.34% - 3.80% 3.50% - 3.98% 3.39% - 3.52% 4.21% - 4.46% 4.33% Expected long-term rate of return on plan assets 7.30% N/A 7.30% N/A 7.50% N/A The expected long-term return on plan assets is based upon the Plans’ consideration of historical and forward-looking returns and the Company’s estimation of what a portfolio, with the target allocation described below, will earn over a long-term horizon. The discount rate is derived using the Citigroup Pension Discount Curve. Assumed health care cost trend rates were 8.0% grading to 4.5% as of year-end 2016 and 2015. Assumed health care cost trend rates have a significant effect on the amounts reported for the Company’s healthcare and life insurance benefits plans. A one percentage-point change in assumed health care cost trend rates would have the following effects as of year-end 2016 and 2015: 2016 2015 Increase Decrease Increase Decrease Total service cost and interest cost components $ $ $ $ APBO Plan Assets —The defined benefit pension plans’ (the “Plans”) investment strategy is to minimize investment risk while generating acceptable returns. The Plans currently invest a relatively high proportion of the plan assets in fixed income securities, while the remainder is invested in equity securities, cash reserves and precious metals. The equity securities are diversified into funds with growth and value investment strategies. The target allocation for plan assets is as follows: equity securities—30%; fixed income securities—63%; cash reserves—5%; and precious metals—2%. The Plans’ current investment allocations are within the tolerance of the target allocation. The Company had no Level 3 investments as of or for the years ended December 31, 2016 and January 2, 2016. At year-end 2016 and 2015, the Plans’ assets were invested predominantly in fixed-income securities and publicly traded equities, but may invest in other asset classes in the future subject to the parameters of the investment policy. The Plans’ investments in fixed-income assets include U.S. Treasury and U.S. agency securities and corporate bonds. The Plans’ investments in equity assets include U.S. and international securities and equity funds. The Company estimates the fair value of the Plans’ assets using various valuation techniques and, to the extent available, quoted market prices in active markets or observable market inputs. The descriptions and fair value methodologies for the Plans’ assets are as follows: Fixed Income Securities —Corporate and government bonds are classified as Level 2 assets, as they are either valued at quoted market prices from observable pricing sources at the reporting date or valued based upon comparable securities with similar yields and credit ratings. Equity Securities —Equity securities are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets. Cash —The carrying amounts of cash approximate fair value due to the short-term maturity. Precious Metals— Precious metals are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets. The fair value of the Plans’ assets by asset class and fair value hierarchy level as of December 31, 2016 and December 31, 2015 are as follows: 2016 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: — U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — Managed Futures International — Emerging Markets Commodities Broad Basket Cash — Precious metals — Total $ $ $ 2015 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — International — Cash — Precious metals — Total $ $ $ Cash Flows —The Company expects to contribute approximately $1.7 million in 2017 to both its pension plans and to its healthcare and life insurance benefits plans. The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows: Pension Healthcare and Life benefits Insurance Benefits 2017 $ $ 2018 2019 2020 2021 2022 - 2026 |
Accrued Mining and Landfill Rec
Accrued Mining and Landfill Reclamation | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Mining and Landfill Reclamation | (12) Accrued Mining and Landfill Reclamation The Company has asset retirement obligations arising from regulatory or contractual requirements to perform certain reclamation activities at the time that certain quarries and landfills are closed, which are primarily included in other noncurrent liabilities on the consolidated balance sheets. The current portion of the liabilities, $5.1 million and $2.0 million as of December 31, 2016 and January 2, 2016, respectively, is included in accrued and other liabilities on the consolidated balance sheets. The total undiscounted anticipated costs for site reclamation as of December 31, 2016 and January 2, 2016 were $63.6 million and $56.7 million, respectively. The liabilities were initially measured at fair value and are subsequently adjusted for accretion expense, payments and changes in the amount or timing of the estimated cash flows. The corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. The following table presents the activity for the asset retirement obligations for the years ended December 31, 2016 and January 2, 2016: 2016 2015 Beginning balance $ $ Acquired obligations Change in cost estimate Settlement of reclamation obligations Additional liabilities incurred — Accretion expense Ending balance $ $ |
Summit Materials, LLC | |
Accrued Mining and Landfill Reclamation | (12) Accrued Mining and Landfill Reclamation The Company has asset retirement obligations arising from regulatory or contractual requirements to perform certain reclamation activities at the time that certain quarries and landfills are closed, which are primarily included in other noncurrent liabilities on the consolidated balance sheets. The current portion of the liabilities, $5.1 million and $2.0 million as of December 31, 2016 and January 2, 2016, respectively, is included in accrued and other liabilities on the consolidated balance sheets. The total undiscounted anticipated costs for site reclamation as of December 31, 2016 and January 2, 2016 were $63.6 million and $56.7 million, respectively. The liabilities were initially measured at fair value and are subsequently adjusted for accretion expense, payments and changes in the amount or timing of the estimated cash flows. The corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. The following table presents the activity for the asset retirement obligations for the years ended December 31, 2016 and January 2, 2016: 2016 2015 Beginning balance $ $ Acquired obligations Change in cost estimate Settlement of reclamation obligations Additional liabilities incurred — Accretion expense Ending balance $ $ |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Net Income Per Share | |
Net Income Per Share | (13) Earnings Per Share Basic earnings per share is computed by dividing net income attributable to Summit Inc. by the weighted average common shares outstanding and diluted earnings are computed by dividing net income attributable to Summit Inc., adjusted, as applicable, for net income attributable to Summit Holdings that would have been allocated to Summit Inc. as a result of the assumed conversion of LP Units, by the weighted-average common shares outstanding assuming dilution. The following table shows the calculation of basic income per share: 2016 2015 Net income attributable to Summit Inc. $ $ Weighted average shares of Class A shares outstanding Basic earnings per share $ $ Net income attributable to Summit Inc. $ $ Add: Noncontrolling interest impact of LP Unit conversion — Diluted net income attributable to Summit Inc. Weighted average shares of Class A shares outstanding Add: weighted average of LP Units — Add: stock options — Add: warrants Add: restricted stock units Add: performance stock units Weighted average dilutive shares outstanding Diluted earnings per share $ $ Excluded from diluted earnings per share for the year ended December 31, 2016 were 32,327,907 LP Units and for the year ended January 2, 2016 were 2,265,584 stock options as they were antidilutive. The weighted-average shares of Class A common stock for each period shown reflect retroactive application of 1,135,962 and 735,108 shares of Class A common stock issued as stock dividends in 2016 and 2015, respectively. Neither basic or diluted earnings per share include 10,000,000 shares of Class A common stock issued by Summit Inc. on January 10, 2017 (see note 23). |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | (14) Commitments and Contingencies The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or liquidity. The Company records legal fees as incurred. Litigation and Claims— The Company is obligated under an indemnification agreement entered into with the sellers of Harper Contracting, Inc., Harper Sand and Gravel, Inc., Harper Excavating, Inc., Harper Ready Mix Company, Inc. and Harper Investments, Inc. for the sellers’ ownership interests in a joint venture agreement. The Company has the rights to any benefits under the joint venture as well as the assumption of any obligations, but does not own equity interests in the joint venture. The joint venture has incurred significant losses on a highway project in Utah, which have resulted in requests for funding from the joint venture partners and ultimately from the Company. Through December 31, 2016, the Company has funded $8.8 million, $4.0 million in 2012 and $4.8 million in 2011. In 2012 and 2011, the Company recognized losses on the indemnification agreement of $8.0 million and $1.9 million, respectively. As of December 31, 2016 and January 2, 2016, an accrual of $4.3 million was recorded in other noncurrent liabilities as management’s best estimate of future funding obligations. Environmental Remediation and Site Restoration— The Company’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity. Other— The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year. |
Summit Materials, LLC | |
Commitments and Contingencies | (13) Commitments and Contingencies The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or liquidity. The Company records legal fees as incurred. Litigation and Claims— The Company is obligated under an indemnification agreement entered into with the sellers of Harper Contracting, Inc., Harper Sand and Gravel, Inc., Harper Excavating, Inc., Harper Ready Mix Company, Inc. and Harper Investments, Inc. for the sellers’ ownership interests in a joint venture agreement. The Company has the rights to any benefits under the joint venture as well as the assumption of any obligations, but does not own equity interests in the joint venture. The joint venture has incurred significant losses on a highway project in Utah, which have resulted in requests for funding from the joint venture partners and ultimately from the Company. Through December 31, 2016, the Company has funded $8.8 million, $4.0 million in 2012 and $4.8 million in 2011. In 2012 and 2011, the Company recognized losses on the indemnification agreement of $8.0 million and $1.9 million, respectively. As of December 31, 2016 and January 2, 2016, an accrual of $4.3 million was recorded in other noncurrent liabilities as management’s best estimate of future funding obligations. Environmental Remediation and Site Restoration— The Company’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity. Other— The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions | (15) Related Party Transactions Under the terms of a transaction and management fee agreement between Summit Holdings and Blackstone Management Partners L.L.C. (“BMP”), whose affiliates include controlling stockholders of the Company, BMP provided monitoring, advisory and consulting services to the Company through March 17, 2015. Under the terms of the agreement, BMP was permitted to assign, and had assigned, a portion of the fees to which it was entitled to Silverhawk Summit, L.P. and to certain other equity investors. The management fee was calculated based on the greater of $300,000 or 2.0% of the Company’s annual consolidated profit, as defined in the agreement, and is included in general and administrative expenses. In the year ended December 31, 2016, the Company recognized a $1.4 million benefit for an adjustment to costs accrued under this agreement and incurred management fees totaling $1.0 million and $4.4 million during the period between December 28, 2014 and March 17, 2015 and the year ended December 27, 2014, respectively. During these periods, the Company paid immaterial amounts to Silverhawk Summit, L.P. and to other equity investors. Also under the terms of the transaction and management fee agreement, BMP undertook financial and structural analysis, due diligence investigations, corporate strategy and other advisory services and negotiation assistance related to acquisitions for which the Company paid BMP transaction fees equal to 1.0% of the aggregate enterprise value of any acquired entity or, if such transaction was structured as an asset purchase or sale, 1.0% of the consideration paid for or received in respect of the assets acquired or disposed. The Company paid BMP $3.9 million during the year ended December 27, 2014. During these periods, the Company paid immaterial amounts to Silverhawk Summit, L.P. and to other equity investors. The acquisition-related fees paid pursuant to this agreement are included in transaction costs. In connection with the IPO, the transaction and management fee agreement with BMP was terminated on March 17, 2015 for a termination payment of $13.8 million; $13.4 million was paid to affiliates of BMP and the remaining $0.4 million was paid to affiliates of Silverhawk Summit, L.P. and to certain other equity investors. In addition to the transaction and management fees paid to BMP, the Company reimburses BMP for direct expenses incurred, which were not material in the years ended December 31, 2016, January 2, 2016 and December 27, 2014. Blackstone Advisory Partners L.P., an affiliate of BMP, served as an initial purchaser of $18.8 million of the 2022 Notes issued in March 2016 and $22.5 million and $26.3 million of the 2023 Notes issued in November 2015 and July 2015, respectively, and received compensation in connection therewith. In addition, Blackstone Advisory Partners L.P. served as an underwriter of 1,681,875 shares of Class A common stock issued in connection with the August 2015 follow-on offering and received compensation in connection therewith. On July 17, 2015, the Company purchased the Davenport Assets from Lafarge North America Inc. for a purchase price of $450.0 million in cash and a cement distribution terminal in Bettendorf, Iowa. At closing, $370.0 million of the purchase price was paid, and the remaining $80.0 million was paid on August 13, 2015. Summit Holdings entered into a commitment letter dated April 16, 2015, with Blackstone Capital Partners V L.P. (“BCP”) for equity financing up to $90.0 million in the form of a preferred equity interest (the “Equity Commitment Financing”), which would have been used to pay the $80.0 million deferred purchase price if other financing was not secured by December 31, 2015. For the Equity Commitment Financing, the Company paid a $1.8 million commitment fee to BCP for the year ended January 2, 2016. Cement sales to companies owned by certain noncontrolling members of Continental Cement were approximately $1.4 million, and $14.3 million for the period between December 28, 2014 and March 17, 2015 and the year ended December 27, 2014, respectively. In the year ended December 27, 2014, the Company sold certain assets associated with the production of concrete blocks, including inventory and equipment, to a related party for $2.3 million. |
Summit Materials, LLC | |
Related Party Transactions | (14) Related Party Transactions Under the terms of a transaction and management fee agreement between Summit Holdings and Blackstone Management Partners L.L.C. (“BMP”), whose affiliates include controlling stockholders of the Company, BMP provided monitoring, advisory and consulting services to the Company through March 17, 2015. Under the terms of the agreement, BMP was permitted to assign, and had assigned, a portion of the fees to which it was entitled to Silverhawk Summit, L.P. and to certain other equity investors. The management fee was calculated based on the greater of $300,000 or 2.0% of the Company’s annual consolidated profit, as defined in the agreement, and is included in general and administrative expenses. In the year ended December 31, 2016, the Company recognized a $1.4 million benefit for an adjustment to costs accrued under this agreement and incurred management fees totaling $1.0 million and $4.4 million during the period between December 28, 2014 and March 17, 2015 and the year ended December 27, 2014, respectively. During these periods, the Company paid immaterial amounts to Silverhawk Summit, L.P. and to other equity investors. Also under the terms of the transaction and management fee agreement, BMP undertook financial and structural analysis, due diligence investigations, corporate strategy and other advisory services and negotiation assistance related to acquisitions for which the Company paid BMP transaction fees equal to 1.0% of the aggregate enterprise value of any acquired entity or, if such transaction was structured as an asset purchase or sale, 1.0% of the consideration paid for or received in respect of the assets acquired or disposed. The Company paid BMP $3.9 million during the year ended December 27, 2014. During these periods, the Company paid immaterial amounts to Silverhawk Summit, L.P. and to other equity investors. The acquisition-related fees paid pursuant to this agreement are included in transaction costs. In connection with the IPO, the transaction and management fee agreement with BMP was terminated on March 17, 2015 for a termination payment of $13.8 million; $13.4 million was paid to affiliates of BMP and the remaining $0.4 million was paid to affiliates of Silverhawk Summit, L.P. and to certain other equity investors. In addition to the transaction and management fees paid to BMP, the Company reimburses BMP for direct expenses incurred, which were not material in the years ended December 31, 2016, January 2, 2016 and December 27, 2014. Blackstone Advisory Partners L.P., an affiliate of BMP, served as an initial purchaser of $18.8 million of the 2022 Notes issued in March 2016 and $22.5 million and $26.3 million of the 2023 Notes issued in November 2015 and July 2015, respectively, and received compensation in connection therewith. In addition, Blackstone Advisory Partners L.P. served as an underwriter of 1,681,875 shares of Class A common stock issued in connection with the August 2015 follow-on offering and received compensation in connection therewith. On July 17, 2015, the Company purchased the Davenport Assets from Lafarge North America Inc. for a purchase price of $450.0 million in cash and a cement distribution terminal in Bettendorf, Iowa. At closing, $370.0 million of the purchase price was paid, and the remaining $80.0 million was paid on August 13, 2015. Summit Holdings entered into a commitment letter dated April 16, 2015, with Blackstone Capital Partners V L.P. (“BCP”) for equity financing up to $90.0 million in the form of a preferred equity interest (the “Equity Commitment Financing”), which would have been used to pay the $80.0 million deferred purchase price if other financing was not secured by December 31, 2015. For the Equity Commitment Financing, the Company paid a $1.8 million commitment fee to BCP for the year ended January 2, 2016. Cement sales to companies owned by certain noncontrolling members of Continental Cement were approximately $1.4 million, and $14.3 million for the period between December 28, 2014 and March 17, 2015 and the year ended December 27, 2014, respectively. In the year ended December 27, 2014, the Company sold certain assets associated with the production of concrete blocks, including inventory and equipment, to a related party for $2.3 million. |
Acquisition-Related Liabilities
Acquisition-Related Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition-Related Liabilities | (16) Acquisition-Related Liabilities A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from 5 to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows: 2017 2018 2019 2020 2021 Thereafter Total scheduled payments Present value adjustments Total noncompete obligations and deferred consideration $ Accretion on the deferred consideration and noncompete obligations is recorded in interest expense. |
Summit Materials, LLC | |
Acquisition-Related Liabilities | (15) Acquisition-Related Liabilities A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from 5 to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows: 2017 2018 2019 2020 2021 Thereafter Total scheduled payments Present value adjustments Total noncompete obligations and deferred consideration $ Accretion on the deferred consideration and noncompete obligations is recorded in interest expense. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Information | (17) Supplemental Cash Flow Information Supplemental cash flow information for the years ended December 31, 2016, January 2, 2016 and December 27, 2014 was as follows: 2016 2015 2014 Cash payments: Interest $ $ $ Income taxes Non cash financing activities: Purchase of noncontrolling interest in Continental Cement $ — $ $ — Stock Dividend — Exchange of LP units to shares of Class A — — |
Summit Materials, LLC | |
Supplemental Cash Flow Information | (16) Supplemental Cash Flow Information Supplemental cash flow information for the years ended December 31, 2016, January 2, 2016 and December 27, 2014 was as follows: 2016 2015 2014 Cash payments: Interest $ $ $ Income taxes Non cash financing activities: Purchase of noncontrolling interest in Continental Cement $ — $ $ — |
Leasing Arrangements
Leasing Arrangements | 12 Months Ended |
Dec. 31, 2016 | |
Leasing Arrangements | (18) Leasing Arrangements Rent expense, which primarily relates to land, plants and equipment, during the years ended December 31, 2016, January 2, 2016 and December 27, 2014 was $18.6 million, $12.1 million and $5.5 million, respectively. The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended December 31, 2016, January 2, 2016 and December 27, 2014 was $15.6 million, $12.6 million and $9.0 million, respectively. Minimum contractual commitments for the subsequent five years under long-term operating leases and under royalty agreements are as follows: Operating Royalty Leases Agreements 2017 $ $ 2018 2019 2020 2021 |
Summit Materials, LLC | |
Leasing Arrangements | (17) Leasing Arrangements Rent expense, which primarily relates to land, plants and equipment, during the years ended December 31, 2016, January 2, 2016 and December 27, 2014 was $18.6 million, $12.1 million and $5.5 million, respectively. The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended December 31, 2016, January 2, 2016 and December 27, 2014 was $15.6 million, $12.6 million and $9.0 million, respectively. Minimum contractual commitments for the subsequent five years under long-term operating leases and under royalty agreements are as follows: Operating Royalty Leases Agreements 2017 $ $ 2018 2019 2020 2021 |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 12 Months Ended |
Dec. 31, 2016 | |
Redeemable Noncontrolling Interest | (19) Redeemable Noncontrolling Interest On March 17, 2015, upon the consummation of the IPO and the transactions contemplated by a contribution and purchase agreement entered into with the holders of all of the outstanding Class B Units of Continental Cement, Continental Cement became a wholly-owned indirect subsidiary of Summit Inc. The noncontrolling interests of Continental Cement were acquired for aggregate consideration of $64.1 million, consisting of $35.0 million of cash, 1,029,183 shares of Summit Inc.’s Class A common stock and $15.0 million aggregate principal amount of non-interest bearing notes payable in six annual installments of $2.5 million, beginning on March 17, 2016. Prior to the March 17, 2015 purchase of the noncontrolling interest, the Company owned 100 Class A Units of Continental Cement, which represented an approximately 70% economic interest and had a preference in liquidation to the Class B Units. Continental Cement issued 100,000,000 Class B Units in May 2010, which remained outstanding until March 17, 2015 and represented an approximately 30% economic interest. |
Summit Materials, LLC | |
Redeemable Noncontrolling Interest | (18) Redeemable Noncontrolling Interest On March 17, 2015, upon the consummation of the IPO and the transactions contemplated by a contribution and purchase agreement entered into with the holders of all of the outstanding Class B Units of Continental Cement, Continental Cement became a wholly-owned indirect subsidiary of Summit Inc. The noncontrolling interests of Continental Cement were acquired for aggregate consideration of $64.1 million, consisting of $35.0 million of cash, 1,029,183 shares of Summit Inc.’s Class A common stock and $15.0 million aggregate principal amount of non-interest bearing notes payable in six annual installments of $2.5 million, beginning on March 17, 2016. Prior to the March 17, 2015 purchase of the noncontrolling interest, the Company owned 100 Class A Units of Continental Cement, which represented an approximately 70% economic interest and had a preference in liquidation to the Class B Units. Continental Cement issued 100,000,000 Class B Units in May 2010, which remained outstanding until March 17, 2015 and represented an approximately 30% economic interest. |
Employee Long Term Incentive Pl
Employee Long Term Incentive Plan | 12 Months Ended |
Dec. 31, 2016 | |
Employee Long Term Incentive Plan | (20) Employee Long Term Incentive Plan Prior to the IPO and Reorganization, the capital structure of Summit Holdings consisted of six different classes of limited partnership interests (Class A-1, Class A-2, Class B-1, Class C, Class D-1 and Class D-2), each of which was subject to unique distribution rights. There were no outstanding Class A-2 interests as of the date of Reclassification (as defined below). A portion, but not all, of the Class D-1 and D-2 units were vested. As of their respective grant date, approximately half of the Class D-1 units were subject to a vesting period of five years (“time-vesting interests”), 20% on the first anniversary of the grant date and the remaining 80% vested monthly over a period of four years following the first anniversary date. Approximately half of the D-1 units and all of the D-2 units vested upon Summit Holdings’ investors achieving certain investment returns (“performance-vesting interests”). The fair value of the time-vesting Class D units granted in 2014 totaled $0.6 million. The weighted-average grant-date fair value in 2014 was $1,368. In connection with the IPO and the Reorganization, the limited partnership agreement of Summit Holdings was amended and restated to, among other things, modify its capital structure by creating the LP Units (“Reclassification”). Immediately following the Reclassification, 69,007,297 LP Units were outstanding, of which 575,256 time-vesting interests were not fully vested and 2,425,361 performance-vesting interests were not vested. In addition, in substitution for part of the economic benefit of the Class C and Class D interests that was not reflected in the conversion of such interests to LP Units, warrants were issued to holders of Class C interests to purchase an aggregate of 160,333 shares of Class A common stock, and options were issued to holders of Class D interests to purchase an aggregate of 4,358,842 shares of Class A common stock (“leverage restoration options”). The exercise price of the warrants and leverage restoration options is the IPO price of $18.00 per share. In conjunction with the Reclassification of the equity-based awards, the Company recognized a $14.5 million modification charge in general and administrative expenses in the year ended January 2, 2016. The leverage restoration options were granted under the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the “Omnibus Incentive Plan”). The leverage restoration options that correlated to time-vesting interests vest over four years beginning on the Reclassification date and the leverage restoration options that correlated to performance-vesting interests vest when both the applicable return multiple is achieved and a four year time-vesting condition is satisfied. The four-year time-vesting condition will be satisfied with respect to 25% on each of the first four anniversaries of the Reclassification date, subject to the employee’s continued employment through the applicable vesting date. The Company also granted 240,000 options to purchase shares of Class A common stock under the Omnibus Incentive Plan to certain employees some of whom had not previously been granted equity-based interests. These stock options have an exercise price of $18.00 per share, the IPO price, and are subject to a time-based vesting condition that will be satisfied with respect to 25% of the award on each of the first four anniversaries of the grant date, subject to the employee’s continued employment through the applicable vesting date. The weighted-average grant date fair value of all stock options granted in 2015 was $9.00 per stock option. In the year ended December 31, 2016, Summit Inc. acquired 45,124,528 LP Units in exchange for an equal number of shares of Class A common stock, of which 37,933,804 LP Units were exchanged by certain investment funds associated with or designated by The Blackstone Group L.P. (“Blackstone”). Blackstone subsequently sold the shares of Class A common stock it received through underwritten public offerings. As a result of these transactions and Blackstone’s prior exchange and sale of LP Units, the performance target associated with certain LP Units and leverage restoration options which was based on Blackstone receiving a 1.75 times return on its initial investment, was achieved, which had historically been considered improbable for accounting purposes. In addition, on August 9, 2016, the Board of Directors of Summit Inc. determined that it was in the best interest of the Company to waive the 3.0 times threshold on the remaining unvested performance-based LP Units and leverage restoration options. The waiver of the 3.0 times threshold was accounted for as a modification of the applicable LP Units and stock options whereby the performance metric was previously considered improbable and became probable with the modification. The fair value of the LP Units was based on the closing stock price of Summit Inc.’s shares of Class A common stock on the modification date and the fair value of the affected options was determined using the Black-Scholes, Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. The assumptions used included the $18.00 exercise price, 1.55% risk-free interest rate, no dividend yield, a 48% volatility rate and expected term of approximately 9 years. The Company recognized $37.3 million in general and administrative expenses in the year ended December 31, 2016 related to the vesting of these performance-based awards, which does not include expense on the stock options that will be recognized over the remaining 4-year vesting period. As of December 31, 2016 and January 2, 2016, 190,020 and 411,727 respectively, of time-vesting LP Units were unvested and 187,879 vested during the year ended December 31, 2016. In 2016, 2,822,259 stock options, 363,800 restricted stock units and 130,691 performance stock units were granted. Excluding 34,928 restricted stock units that have a one-year vesting period, these awards vest over three years at a rate of 33.3% of the award on each of the first three anniversaries, subject to the employee’s continued employment through the applicable vesting date. These stock options have an exercise price between $17.07 per share and $21.63 per share. In 2015, 10,000 restricted stock units were granted at a weighted-average grant date fair value of $23.79 per restricted stock unit, which vest over four years at a rate of 25% of the award on each of the first four anniversaries, subject to the employee’s continued employment through the applicable vesting date. The fair value of restricted stock units was determined based on the closing stock price of Summit Inc.’s Class A common shares on the date of grant. The outstanding warrants, restricted stock units and options granted have a ten year contractual term at which point any unexercised awards are cancelled. As of December 31, 2016, 5,473,736 awards have been granted under the Omnibus Incentive Plan of the 13,500,000 shares of Class A common stock authorized for issuance. The following table summarizes information for the equity awards granted in 2016: Options Restricted Stock Units Performance Stock Units Warrants Weighted Weighted Weighted Weighted average grant- Number of average grant- Number of average grant- Number of average grant- Number of date fair value restricted date fair value performance date fair value performance date fair value options per unit stock units per unit stock units per unit stock units per unit Beginning balance—January 2, 2016 $ $ — $ — $ Granted — — Forfeited — — — — Exercised — — — — — — Vested — — — — — — Balance—December 31, 2016 $ $ $ $ The fair value of the time-vesting options granted in 2016 and 2015 was estimated as of the grant date using the Black-Scholes-Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. The fair value of the performance stock units granted in 2016 and the Class D units granted in 2014 was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term. The following table presents the weighted average assumptions used to estimate the fair value of grants in 2016, 2015 and 2014: Performance Options Stock Units 2016 2015 2014 2016 Risk-free interest rate 1.75% - 1.97% 1.68% - 1.92% 0.50% - 0.68% 0.88% Dividend yield None None None None Volatility 48% 50% 58% 37% Expected term 10 Years 7 - 10 years 3 - 4 Years 3 Years The risk-free rate is based on the yield at the date of grant of a U.S. Treasury security with a maturity period approximating the expected term. As Summit Holdings has not historically and does not plan to issue regular dividends, a dividend yield of zero was used. The volatility assumption is based on reported data of a peer group of publically traded companies for which historical information was available adjusted for the Company’s capital structure. The expected term is based on expectations about future exercises and represents the period of time that the units granted are expected to be outstanding. Compensation expense for time-vesting interests granted is based on the grant date fair value. The Company recognizes compensation costs on a straight-line basis over the service period, which is generally the vesting period of the award. Forfeitures are recognized as they occur. Share-based compensation expense, which is recognized in general and administrative expenses, totaled $49.9 million, $19.9 million and $2.2 million in the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. As of December 31, 2016, unrecognized compensation cost totaled $29.9 million. The weighted average remaining contractual term over which the unrecognized compensation cost is to be recognized is 2.8 years as of year-end 2016. As of December 31, 2016, the intrinsic value of outstanding options, restricted stock units and performance stock units was $29.2 million, $8.4 million and $3.1 million, respectively, and the remaining contractual term was 8.3 years, 9.2 years and 9.2 years, respectively. The weighted average strike price of stock options outstanding as of December 31, 2016 was $17.94 per share. At December 31, 2016, the intrinsic value of stock options exercised and restricted stock units vested were both $0.1 million. The intrinsic value of 1.1 million exercisable stock options as of December 31, 2016 was $6.4 million with a weighted average strike price of $18.03 and a weighted average remaining vesting period of 8.2 years. |
Summit Materials, LLC | |
Employee Long Term Incentive Plan | (19) Employee Long Term Incentive Plan Prior to the IPO and Reorganization, the capital structure of Summit Holdings consisted of six different classes of limited partnership interests (Class A-1, Class A-2, Class B-1, Class C, Class D-1 and Class D-2), each of which was subject to unique distribution rights. There were no outstanding Class A-2 interests as of the date of the Reclassification (as defined below). A portion, but not all, of the Class D-1 and D-2 units were vested. As of their respective grant date, approximately half of the Class D-1 units were subject to a vesting period of five years (“time-vesting interests”), 20% on the first anniversary of the grant date and the remaining 80% vested monthly over a period of four years following the first anniversary date. Approximately half of the D-1 units and all of the D-2 units vested upon Summit Holdings’ investors achieving certain investment returns (“performance-vesting interests”). The fair value of the time-vesting Class D units granted in 2014 totaled $0.6 million. The weighted-average grant-date fair value in 2014 was $1,368. In connection with the IPO and the Reorganization, the limited partnership agreement of Summit Holdings was amended and restated to, among other things, modify its capital structure by creating the LP Units (“Reclassification”). Immediately following the Reclassification, 69,007,297 LP Units were outstanding, of which 575,256 time-vesting interests were not fully vested and 2,425,361 performance-vesting interests were not vested. In addition, in substitution for part of the economic benefit of the Class C and Class D interests that was not reflected in the conversion of such interests to LP Units, warrants were issued to holders of Class C interests to purchase an aggregate of 160,333 shares of Class A common stock, and options were issued to holders of Class D interests to purchase an aggregate of 4,358,842 shares of Class A common stock (“leverage restoration options”). The exercise price of the warrants and leverage restoration options is the IPO price of $18.00 per share. In conjunction with the Reclassification of the equity-based awards, the Company recognized a $14.5 million modification charge in general and administrative expenses in the year ended January 2, 2016. The leverage restoration options were granted under the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the “Omnibus Incentive Plan”). The leverage restoration options that correlated to time-vesting interests vest over four years beginning on the Reclassification date and the leverage restoration options that correlated to performance-vesting interests vest when both the applicable return multiple is achieved and a four year time-vesting condition is satisfied. The four-year time-vesting condition will be satisfied with respect to 25% on each of the first four anniversaries of the Reclassification date, subject to the employee’s continued employment through the applicable vesting date. The Company also granted 240,000 options to purchase shares of Class A common stock under the Omnibus Incentive Plan to certain employees some of whom had not previously been granted equity-based interests. These stock options have an exercise price of $18.00 per share, the IPO price, and are subject to a time-based vesting condition that will be satisfied with respect to 25% of the award on each of the first four anniversaries of the grant date, subject to the employee’s continued employment through the applicable vesting date. The weighted-average grant date fair value of all stock options granted in 2015 was $9.00 per stock option. In the year ended December 31, 2016, Summit Inc. acquired 45,124,528 LP Units in exchange for an equal number of shares of Class A common stock, of which 37,933,804 LP Units were exchanged by certain investment funds associated with or designated by The Blackstone Group L.P. (“Blackstone”). Blackstone subsequently sold the shares of Class A common stock it received through underwritten public offerings. As a result of these transactions and Blackstone’s prior exchange and sale of LP Units, the performance target associated with certain LP Units and leverage restoration options which was based on Blackstone receiving a 1.75 times return on its initial investment, was achieved, which had historically been considered improbable for accounting purposes. In addition, on August 9, 2016, the Board of Directors of Summit Inc. determined that it was in the best interest of the Company to waive the 3.0 times threshold on the remaining unvested performance-based LP Units and leverage restoration options. The waiver of the 3.0 times threshold was accounted for as a modification of the applicable LP Units and stock options whereby the performance metric was previously considered improbable and became probable with the modification. The fair value of the LP Units was based on the closing stock price of Summit Inc.’s shares of Class A common stock on the modification date and the fair value of the affected options was determined using the Black-Scholes, Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. The assumptions used included the $18.00 exercise price, 1.55% risk-free interest rate, no dividend yield, a 48% volatility rate and expected term of approximately 9 years. The Company recognized $37.3 million in general and administrative expenses in the year ended December 31, 2016 related to the vesting of these performance-based awards, which does not include expense on the stock options that will be recognized over the remaining 4-year vesting period. As of December 31, 2016 and January 2, 2016, 190,020 and 411,727 respectively, of time-vesting LP Units were unvested and 187,879 vested during the year ended December 31, 2016 In 2016, 2,822,259 stock options, 363,800 restricted stock units and 130,691 performance stock units were granted. Excluding 34,928 restricted stock units that have a one-year vesting period, these awards vest over three years at a rate of 33.3% of the award on each of the first three anniversaries, subject to the employee’s continued employment through the applicable vesting date. These stock options have an exercise price between $17.07 per share and $21.63 per share. In 2015, 10,000 restricted stock units were granted at a weighted-average grant date fair value of $23.79 per restricted stock unit, which vest over four years at a rate of 25% of the award on each of the first four anniversaries, subject to the employee’s continued employment through the applicable vesting date. The fair value of restricted stock units was determined based on the closing stock price of Summit Inc.’s Class A common shares on the date of grant. The outstanding warrants, restricted stock units and options granted have a ten year contractual term at which point any unexercised awards are cancelled. As of December 31, 2016, 5,473,736 awards have been granted under the Omnibus Incentive Plan of the 13,500,000 shares of Class A common stock authorized for issuance. The following table summarizes information for the equity awards granted in 2016: Options Restricted Stock Units Performance Stock Units Warrants Weighted Weighted Weighted Weighted average grant- Number of average grant- Number of average grant- Number of average grant- Number of date fair value restricted date fair value performance date fair value performance date fair value options per unit stock units per unit stock units per unit stock units per unit Beginning balance—January 2, 2016 $ $ — $ — $ Granted — — Forfeited — — — — Exercised — — — — — — Vested — — — — — — Balance—December 31, 2016 $ $ $ $ The fair value of the time-vesting options granted in 2016 and 2015 was estimated as of the grant date using the Black-Scholes-Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. The fair value of the performance stock units granted in 2016 and the Class D units granted in 2014 was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term. The following table presents the weighted average assumptions used to estimate the fair value of grants in 2016, 2015 and 2014: Performance Options Stock Units 2016 2015 2014 2016 Risk-free interest rate 1.75% - 1.97% 1.68% - 1.92% 0.50% - 0.68% 0.88% Dividend yield None None None None Volatility 48% 50% 58% 37% Expected term 10 Years 7 - 10 years 3 - 4 Years 3 Years The risk-free rate is based on the yield at the date of grant of a U.S. Treasury security with a maturity period approximating the expected term. As Summit Holdings has not historically and does not plan to issue regular dividends, a dividend yield of zero was used. The volatility assumption is based on reported data of a peer group of publically traded companies for which historical information was available adjusted for the Company’s capital structure. The expected term is based on expectations about future exercises and represents the period of time that the units granted are expected to be outstanding. Compensation expense for time-vesting interests granted is based on the grant date fair value. The Company recognizes compensation costs on a straight-line basis over the service period, which is generally the vesting period of the award. Forfeitures are recognized as they occur. Share-based compensation expense, which is recognized in general and administrative expenses, totaled $49.9 million, $19.9 million and $2.2 million in the years ended December 31, 2016, January 2, 2016 and December 27, 2014, respectively. As of December 31, 2016, unrecognized compensation cost totaled $29.9 million. The weighted average remaining contractual term over which the unrecognized compensation cost is to be recognized is 2.8 years as of year-end 2016. As of December 31, 2016, the intrinsic value of outstanding options, restricted stock units and performance stock units was $29.2 million, $8.4 million and $3.1 million, respectively, and the remaining contractual term was 8.3 years, 9.2 years and 9.2 years, respectively. The weighted average strike price of stock options outstanding as of December 31, 2016 was $17.94 per share. At December 31, 2016, the intrinsic value of stock options exercised and restricted stock units vested were both $0.1 million. The intrinsic value of 1.1 million exercisable stock options as of December 31, 2016 was $6.4 million with a weighted average strike price of $18.03 and a weighted average remaining vesting period of 8.2 years. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | (21) Segment Information The Company has three operating segments: West; East; and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure. The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, the Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of its segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts. The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements. The following tables display selected financial data for the Company’s reportable business segments as of and for the years ended December 31, 2016, January 2, 2016 and December 27, 2014: 2016 2015 2014 Revenue*: West $ $ $ East Cement Total revenue $ $ $ * Intercompany sales are immaterial and the presentation above only reflects sales to external customers. 2016 2015 2014 Adjusted EBITDA: West $ $ $ East Cement Corporate and other Total Adjusted EBITDA Interest expense Depreciation, depletion and amortization Accretion IPO/ Legacy equity modification costs — Loss on debt financings — — Tax receivable agreement expense — — Transaction costs Management fees and expenses Non-cash compensation (Gain) loss on disposal and impairment of assets Other Income (loss) from continuing operations before taxes $ $ $ 2016 2015 2014 Purchases of property, plant and equipment West $ $ $ East Cement Total reportable segments Corporate and other Total purchases of property, plant and equipment $ $ $ 2016 2015 2014 Depreciation, depletion, amortization and accretion: West $ $ $ East Cement Total reportable segments Corporate and other Total depreciation, depletion, amortization and accretion $ $ $ 2016 2015 2014 Total assets: West $ $ $ East Cement Total reportable segments Corporate and other Total $ $ $ 2016 2015 2014 Revenue by product*: Aggregates $ $ $ Cement Ready-mix concrete Asphalt Paving and related services Other Total revenue $ $ $ * Revenue from the liquid asphalt terminals is included in asphalt revenue. |
Summit Materials, LLC | |
Segment Information | (20) Segment Information The Company has three operating segments: West; East; and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure. The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, the Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of its segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts. The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements. The following tables display selected financial data for the Company’s reportable business segments as of and for the years ended December 31, 2016, January 2, 2016 and December 27, 2014: 2016 2015 2014 Revenue*: West $ $ $ East Cement Total revenue $ $ $ * Intercompany sales are immaterial and the presentation above only reflects sales to external customers. 2016 2015 2014 Adjusted EBITDA: West $ $ $ East Cement Corporate and other Total Adjusted EBITDA Interest expense Depreciation, depletion and amortization Accretion IPO/ Legacy equity modification costs — Loss on debt financings — — Transaction costs Management fees and expenses Non-cash compensation (Gain) loss on disposal and impairment of assets Other Income (loss) from continuing operations before taxes $ $ $ 2016 2015 2014 Purchases of property, plant and equipment West $ $ $ East Cement Total reportable segments Corporate and other Total purchases of property, plant and equipment $ $ $ 2016 2015 2014 Depreciation, depletion, amortization and accretion: West $ $ $ East Cement Total reportable segments Corporate and other Total depreciation, depletion, amortization and accretion $ $ $ 2016 2015 2014 Total assets: West $ $ $ East Cement Total reportable segments Corporate and other Total $ $ $ 2016 2015 2014 Revenue by product*: Aggregates $ $ $ Cement Ready-mix concrete Asphalt Paving and related services Other Total revenue $ $ $ * |
Supplementary Data (Unaudited)
Supplementary Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Supplementary Data (Unaudited) | (22) Supplementary Data (Unaudited) Supplemental financial information (unaudited) by quarter is shown below for the years ended December 31, 2016 and January 2, 2016. The basic and diluted earnings per share amounts for each period shown reflect retroactive application of 1,135,962 and 735,108 shares of Class A common stock issued as stock dividends in 2016 and 2015, respectively. 2016 2015 4Q 3Q 2Q 1Q 4Q 3Q 2Q 1Q Net revenue $ $ $ $ $ $ $ $ Operating income (loss) Income (loss) from continuing operations Net income (loss) Net income (loss) attributable to Summit Inc. Basic earnings per share attributable to Summit Inc. Diluted earnings per share attributable to Summit Inc. |
Summit Materials, LLC | |
Supplementary Data (Unaudited) | (22) Supplementary Data (Unaudited) Supplemental financial information (unaudited) by quarter is as follows for the years ended January 2, 2016 and December 27, 2014: 2016 2015 4Q 3Q 2Q 1Q 4Q 3Q 2Q 1Q Net revenue $ $ $ $ $ $ $ $ Operating income (loss) Income (loss) from continuing operations Net income (loss) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events | (23) Subsequent Events On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of LP Units and intends to cause Summit Holdings to use a portion of the proceeds from the offering to acquire two materials-based companies for a combined purchase price of approximately $110 million in cash, with remaining net proceeds to be used for general corporate purposes, which may include, but is not limited to, funding acquisitions, repaying indebtedness, capital expenditures and funding working capital. On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $640.3 million outstanding principal amount of term loans thereunder and included a 1.00% prepayment premium in connection with certain further repricing events that occur on or prior to the six-month anniversary of the effective date of Amendment No. 1. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. |
Summit Materials, LLC | |
Subsequent Events | (23) Subsequent Events On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of LP Units and intends to cause Summit Holdings to use a portion of the proceeds from the offering to acquire two materials-based companies for a combined purchase price of approximately $110 million in cash, with remaining net proceeds to be used for general corporate purposes, which may include, but is not limited to, funding acquisitions, repaying indebtedness, capital expenditures and funding working capital. On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $640.3 million outstanding principal amount of term loans thereunder and included a 1.00% prepayment premium in connection with certain further repricing events that occur on or prior to the six-month anniversary of the effective date of Amendment No. 1. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. |
Senior Notes' Guarantor and Non
Senior Notes' Guarantor and Non-Guarantor Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Summit Materials, LLC | |
Senior Notes' Guarantor and Non-Guarantor Financial Information | (21) Senior Notes’ Guarantor and Non-Guarantor Financial Information Summit LLC’s domestic wholly-owned subsidiary companies other than Finance Corp. are named as guarantors (collectively, the “Guarantors”) of the Senior Notes. Certain other partially-owned subsidiaries and a non-U.S. entity do not guarantee the Senior Notes (collectively, the “Non-Guarantors”). The Guarantors provide a joint and several, full and unconditional guarantee of the Senior Notes. There are no significant restrictions on Summit LLC’s ability to obtain funds from any of the Guarantor Subsidiaries in the form of dividends or loans. Additionally, there are no significant restrictions on a Guarantor Subsidiary’s ability to obtain funds from Summit LLC or its direct or indirect subsidiaries. The following condensed consolidating balance sheets, statements of operations and cash flows are provided for the Issuers, the Wholly-owned Guarantors and the Non-Guarantors. On March 17, 2015, the noncontrolling interests of Continental Cement were purchased resulting in Continental Cement being a wholly-owned indirect subsidiary of Summit LLC. Continental Cement’s results of operations and cash flows are reflected with the Guarantors for the year ended December 31, 2016. In 2014, Continental Cement’s results are shown separately as a Non Wholly-owned Guarantor. Earnings from subsidiaries are included in other income in the condensed consolidated statements of operations below. The financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the guarantor or non-guarantor subsidiaries operated as independent entities. Condensed Consolidating Balance Sheets December 31, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ $ Accounts receivable, net — Intercompany receivables — — Cost and estimated earnings in excess of billings — — Inventories — — Other current assets — Total current assets Property, plant and equipment, net — Goodwill — — Intangible assets, net — — — Other assets Total assets $ $ $ $ $ Liabilities and Member’s Interest Current liabilities: Current portion of debt $ $ — $ — $ — $ Current portion of acquisition-related liabilities — — Accounts payable Accrued expenses Intercompany payables — Billings in excess of costs and estimated earnings — — Total current liabilities Long-term debt — — — Acquisition-related liabilities — — — Other noncurrent liabilities Total liabilities Total member's interest Total liabilities and member’s interest $ $ $ $ $ Condensed Consolidating Balance Sheets January 2, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ $ Accounts receivable, net Intercompany receivables — Cost and estimated earnings in excess of billings — — Inventories — — Other current assets — Total current assets Property, plant and equipment, net — Goodwill — — Intangible assets, net — — Other assets Total assets $ $ $ $ $ Liabilities and Member’s Interest Current liabilities: Current portion of debt $ $ — $ — $ — $ Current portion of acquisition-related liabilities — — Accounts payable Accrued expenses Intercompany payables — Billings in excess of costs and estimated earnings — — Total current liabilities Long-term debt — — — Acquisition-related liabilities — — — Other noncurrent liabilities Total liabilities Total member's interest Total liabilities and member’s interest $ $ $ $ $ Condensed Consolidating Statements of Operations and Comprehensive Loss Year ended December 31, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Revenue $ — $ Cost of revenue (excluding items shown separately below) — General and administrative expenses — Depreciation, depletion, amortization and accretion — Operating (loss) income — Other (income) loss, net Interest expense — Income from continuing operations before taxes Income tax (benefit) expense — — Income from continuing operations Income from discontinued operations — — — — — Net income Net income attributable to noncontrolling interest — — — Net income attributable to member of Summit Materials, LLC $ $ $ $ $ Comprehensive income attributable to member of Summit Materials, LLC $ $ $ $ $ Condensed Consolidating Statements of Operations and Comprehensive Loss Year ended January 2, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Revenue $ — $ $ $ $ Cost of revenue (excluding items shown separately below) — General and administrative expenses — Depreciation, depletion, amortization and accretion — Operating (loss) income — Other (income) expense, net Interest expense — Income from continuing operations before taxes Income tax (benefit) expense — — Income from operations Income from discontinued operations — — — Net income Net loss attributable to noncontrolling interest — — — Net income attributable to member of Summit Materials, LLC $ $ $ $ $ Comprehensive (loss) income attributable to member of Summit Materials, LLC $ $ $ $ $ Condensed Consolidating Statements of Operations and Comprehensive Loss Year ended December 27, 2014 Non- Wholly- 100% owned Owned Non- Issuers Guarantor Guarantors Guarantors Eliminations Consolidated Revenue $ — $ $ $ $ $ Cost of revenue (excluding items shown separately below) — General and administrative expenses — Depreciation, depletion, amortization and accretion — Operating (loss) income — Other income, net Interest expense (Loss) income from continuing operations before taxes Income tax (benefit) expense — — (Loss) income from operations Income from discontinued operations — — — — Net (loss) income Net income attributable to noncontrolling interest — — — — Net (loss) income attributable to member of Summit Materials, LLC $ $ $ $ $ $ Comprehensive (loss) income attributable to member of Summit Materials, LLC $ $ $ $ $ $ Condensed Consolidating Statements of Cash Flows For the year ended December 31, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ $ $ $ — $ Cash flow from investing activities: Acquisitions, net of cash acquired — — Purchase of property, plant and equipment — Proceeds from the sale of property, plant, and equipment — — Other — — — Net cash used for investing activities — Cash flow from financing activities: Proceeds from investment by member — — Capital issuance costs — — — Net proceeds from debt issuance — — — Loans received from and payments made on loans from other Summit Companies — Payments on long-term debt — — Payments on acquisition-related liabilities — — Financing costs — — — Distributions from partnership — — — Other — — — Net cash provided by financing activities Impact of cash on foreign currency — — — Net (decrease) increase in cash Cash — Beginning of period Cash — End of period $ $ $ $ $ Condensed Consolidating Statements of Cash Flows For the year ended January 2, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ $ $ $ $ Cash flow from investing activities: Acquisitions, net of cash acquired — — — Purchase of property, plant and equipment — Proceeds from the sale of property, plant, and equipment — — Other — — — Net cash used for investing activities — Cash flow from financing activities: Proceeds from investment by member — — Capital issuance costs — — — Net proceeds from debt issuance — — — Loans received from and payments made on loans from other Summit Companies — Payments on long-term debt — Payments on acquisition-related liabilities — — Financing costs — — — Distributions from partnership — — — Other — — — Net cash provided by (used for) financing activities Impact of cash on foreign currency — — — Net increase (decrease) in cash Cash — Beginning of period Cash — End of period $ $ $ $ $ Condensed Consolidating Statements of Cash Flows For the year ended December 27, 2014 Non- Wholly- 100% owned Owned Non- Issuers Guarantor Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ $ $ $ $ $ Cash flow from investing activities: Acquisitions, net of cash acquired — — — Purchase of property, plant and equipment — Proceeds from the sale of property, plant, and equipment — — — Other — — Net cash used for investing activities Cash flow from financing activities: Proceeds from investment by member — — Net proceeds from debt issuance — — — — Loans received from and payments made on loans from other Summit Companies — Payments on long-term debt — — Payments on acquisition-related liabilities — — — Financing costs — — — — Other — — Net cash provided by (used for) financing activities Impact of cash on foreign currency — — — — Net increase (decrease) in cash Cash — Beginning of period Cash — End of period $ $ $ $ $ $ |
Summary of Organization and S32
Summary of Organization and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Company Information | |
Initial Public Offering | Equity Offerings —Summit Inc. commenced operations on March 11, 2015 upon the pricing of the initial public offering of its Class A common stock (“IPO”). Summit Inc. raised $433.0 million, net of underwriting discounts, through the issuance of 25,555,555 shares of Class A common stock at a public offering price of $18.00 per share. Summit Inc. used the offering proceeds to purchase a number of newly-issued Class A Units (“LP Units”) from Summit Holdings equal to the number of shares of Class A common stock issued to the public. Summit Inc. caused Summit Holdings to use these proceeds: (i) to redeem $288.2 million in aggregate principal amount of outstanding 10 1 / 2 % senior notes due January 31, 2020 (“2020 Notes”); (ii) to purchase 71,428,571 Class B Units of Continental Cement Company, L.L.C. (“Continental Cement”); (iii) to pay a one-time termination fee of $13.8 million in connection with the termination of a transaction and management fee agreement with Blackstone Capital Partners V L.P.; and (iv) for general corporate purposes. The $288.2 million redemption of 2020 Notes was completed at a redemption price equal to par plus an applicable premium of $38.2 million plus $5.2 million of accrued and unpaid interest. In connection with the IPO, Summit Inc. issued 69,007,297 shares of its Class B common stock to Summit Owner Holdco LLC (“Summit Owner Holdco”), a Delaware limited liability company owned by certain pre-IPO owners and the former holders of Class B Units of Continental Cement. The Class B common stock entitled Summit Owner Holdco, without regard to the number of shares of Class B common stock held by it, to a number of votes that is equal to the aggregate number of LP Units held by all limited partners of Summit Holdings (excluding Summit Inc.). On July 19, 2016, Summit Owner Holdco transferred 28,661,526 shares of its Class B common stock to certain holders of LP Units and the remaining 40,345,771 shares of Class B common stock were cancelled. The Class B common stock entitles holders thereof, who are also holders of LP Units, with a number of votes that is equal to the number of LP Units they hold. The Class B common stock does not participate in dividends and does not have any liquidation rights. |
Follow-On Offering | On August 11, 2015, Summit Inc. raised $555.8 million, net of underwriting discounts, through the issuance of 22,425,000 shares of Class A common stock at a public offering price of $25.75 per share ("the August 2015 follow-on offering"). Summit Inc. used these proceeds to purchase 3,750,000 newly-issued LP Units from Summit Holdings and 18,675,000 LP Units from certain pre-IPO owners, at a purchase price per LP Unit equal to the public offering price per share of Class A common stock, less underwriting discounts and commissions. Summit Holdings used the proceeds from the 3,750,000 newly-issued LP Units to pay the deferred purchase price of $80.0 million related to the July 17, 2015 acquisition of a cement plant and quarry in Davenport, Iowa, and seven cement terminals along the Mississippi River (the “Davenport Assets”) and for general corporate purposes. |
Principles of Consolidation | Principles of Consolidation —The consolidated financial statements include the accounts of Summit Inc. and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. As a result of the Reorganization, Summit Holdings became a variable interest entity over which Summit Inc. has 100% voting power and control and for which Summit Inc. has the obligation to absorb losses and the right to receive benefits. As a result, Summit Inc. is Summit Holdings’ primary beneficiary and thus consolidates Summit Holdings in its consolidated financial statements with a corresponding noncontrolling interest elimination, which was 5.1% and 50.3% as of December 31, 2016 and January 2, 2016, respectively. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the IPO and concurrent purchase of the noncontrolling interests of Continental Cement, a 30% redeemable ownership in Continental Cement. The Company attributes consolidated stockholders’ equity and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The 53-week year occurs approximately once every seven years and occurred in 2015. The additional week in the 53-week year was included in the fourth quarter of 2015. |
Use of Estimates | Use of Estimates —Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations, and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs. |
Business and Credit Concentrations | Business and Credit Concentrations— The Company’s operations are conducted primarily across 21 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Kansas, Utah and Missouri . The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in 2016, 2015 or 2014. |
Accounts Receivable | Accounts Receivable —Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance. The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts. |
Revenue and Cost Recognition | Revenue and Cost Recognition —Revenue for product sales are recognized when evidence of an arrangement exists, the fee is fixed or determinable, title passes, which is generally when the product is shipped, and collection is reasonably assured. Product revenue includes sales of aggregates, cement and other materials to customers, net of discounts, allowances or taxes, as applicable. Revenue from construction contracts are included in service revenue and are recognized under the percentage-of-completion accounting method. The percent complete is measured by the cost incurred to date compared to the estimated total cost of each project. This method is used as management considers expended cost to be the best available measure of progress on these contracts, the majority of which are completed within one year, but may occasionally extend beyond one year. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. Contract costs include all direct material and labor costs and those indirect costs related to contract performance and completion. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are estimable. General and administrative costs are charged to expense as incurred. Changes in job performance, job conditions and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in revisions to costs and income. Such revisions are recognized in the period in which they are determined. An amount equal to contract costs incurred that are attributable to claims is included in revenue when realization is probable and the amount can be reliably estimated. Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts (on the percentage-of-completion method) for which billings had not been presented to customers because the amount were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at December 31, 2016 will be billed in 2017. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Revenue from the receipt of waste fuels is classified as service revenue and is based on fees charged for the waste disposal, which are recognized when the waste is accepted. |
Inventories | Inventories —Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or market and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of production in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are recognized in cost of revenue in the same period as the revenue from the sale of the inventory. |
Property, Plant and Equipment, net | Property, Plant and Equipment, net —Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred. Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs. Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses. Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves is computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows: Buildings and improvements 10 - 30 years Plant, machinery and equipment 15 - 20 years Office equipment 3 - 7 years Truck and auto fleet 5 - 8 years Mobile equipment and barges 6 - 8 years Landfill airspace and improvements 10 - 30 years Other 4 - 20 years The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods. Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows. Assets are assessed for impairment charges when identified for disposition. Projected losses from disposition are recognized in the period in which they become estimable, which may be in advance of the actual disposition. The net gain (loss) from asset dispositions recognized in general and administrative expenses in fiscal years 2016, 2015 and 2014 was $6.8 million, $23.5 million and ($2.6 million), respectively. No material impairment charges have been recognized on assets held for use in 2016, 2015 or 2014. The losses are commonly a result of the cash flows expected from selling the asset being less than the expected cash flows that could be generated from holding the asset for use. |
Accrued Mining and Landfill Reclamation | Accrued Mining and Landfill Reclamation —The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, using an inflation rate of 2.5%, and then discounted back to present value using a credit-adjusted, risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted, risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted, risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted, risk-free rate. Significant changes in inflation rates or the amount or timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill. |
Intangible Assets | Intangible Assets —The Company’s intangible assets are primarily composed of lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily, for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates to contract-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but do not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total: December 31, 2016 January 2, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Leases $ $ $ $ $ $ Reserve rights Trade names Other Total intangible assets $ $ $ $ $ $ Amortization expense in 2016, 2015 and 2014 was $2.6 million, $2.2 million and $0.9 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows: 2017 $ 2018 2019 2020 2021 Thereafter Total $ |
Goodwill | Goodwill —Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss. |
Income Taxes | Income Taxes —Summit Inc. is a corporation subject to income taxes in the United States. Certain subsidiaries, including Summit Holdings, or subsidiary groups of the Company are taxable separate from Summit Inc. The provisions, or Summit Inc.’s proportional share of the provision, are included in the Company’s consolidated financial statements. The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense. |
Earnings per Share | Earnings per Share— The Company computes basic earnings per share attributable to stockholders by dividing income attributable to Summit Inc. by the weighted-average shares of Class A common stock outstanding. Diluted earnings per share reflects the potential dilution beyond shares for basic earnings per share that could occur if securities or other contracts to issue common stock were exercised, converted into common stock, or resulted in the issuance of common stock that would have shared in the Company’s earnings. Since the Class B common stock has no economic value, those shares are not included in the weighted-average common share amount for basic or diluted earnings per share. In addition, as the shares of Class A common stock are issued by Summit Inc., the earnings and equity interests of noncontrolling interests are not included in basic earnings per share. |
Fair Value Measurements | Fair Value Measurements— Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified. The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of December 31, 2016 and January 2, 2016 was: 2016 2015 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ $ Cash flow hedges Acquisition-related liabilities and Other noncurrent liabilities Contingent consideration $ $ Cash flow hedges The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1 — Unadjusted quoted prices for identical assets or liabilities in active markets. Level 2 — Inputs other than Level 1 that are based on observable market data, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, inputs that are observable that are not prices and inputs that are derived from or corroborated by observable markets. Level 3 — Valuations developed from unobservable data, reflecting the Company’s own assumptions, which market participants would use in pricing the asset or liability. The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and an 11.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges are based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material adjustments to the fair value of contingent consideration in 2015 or to cash flow hedges in 2016 or 2015. In 2016, a $6.1 million increase in the fair value of contingent consideration was recognized as a result of a change in projected cash payments. |
Financial Instruments | Financial Instruments —The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of December 31, 2016 and January 2, 2016 were: December 31, 2016 January 2, 2016 Fair Value Carrying Value Fair Value Carrying Value Level 2 Long-term debt(1) $ $ $ $ Level 3 Current portion of deferred consideration and noncompete obligations(2) Long term portion of deferred consideration and noncompete obligations(3) (1) $6.5 million included in current portion of debt as of December 31, 2016 and January 2, 2016. (2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets. (3) Included in acquisition-related liabilities on the consolidated balance sheets. The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded. Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value. |
New Accounting Standards | New Accounting Standards — In January 2017, the Financial Accounting Standards Board (“FASB”) issued a new Accounting Standards Update (“ASU”) 2017-04 Intangibles - Goodwill and Other (Topic 350) , which simplifies the test for goodwill impairment. The ASU eliminates the two step goodwill impairment test and replaces it with a single step test. The single step test compares the carrying amount of a reporting unit to its fair value; if the carrying amount is greater than the fair value the difference is the amount of the goodwill impairment. Step zero is left unchanged. Therefore, entities that wish do a qualitative assessment are still permitted to do so. The ASU is effective for SEC filers for fiscal years beginning after December 15, 2020. However, the Company will early adopt this ASU as of the beginning of fiscal year 2017. In March 2016, the FASB issued a new accounting standard with targeted amendments to the accounting for employee share-based payments. ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , requires that the income tax effect of share-based awards be recognized in the income statement and allows entities to elect an accounting method to recognize forfeitures as they occur or to estimate forfeitures, as is currently required. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. However, the Company early adopted this ASU as of the beginning of fiscal year 2016 and made an election to recognize forfeitures as they occur. The ASU adoption was applied using a modified retrospective method by means of a $1.7 million cumulative-effect adjustment to accumulated earnings as of the beginning of the fiscal year. In February 2016, the FASB issued a new accounting standard related to lease accounting, ASU No. 2016-02, Leases , which will result in lessees recognizing most leases on the balance sheet. Lessees are required to disclose more quantitative and qualitative information about their leases than current U.S. GAAP requires. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. As of December 31, 2016 and January 2, 2016, the Company’s undiscounted minimum contractual commitments under long-term operating leases, which were not recorded on the balance sheet, were $31.3 million and $21.9 million, respectively, which is an estimate of the effect to lease obligations and property, plant and equipment that the new accounting standard would have as of the dates noted prior to the effect of discounting. In May 2014, the FASB issued a new accounting standard to improve and converge the financial reporting requirements for revenue from contracts with customers. ASU No. 2014-09, Revenue from Contracts with Customers , prescribes a five-step model for revenue recognition that will replace most existing revenue recognition guidance in U.S. GAAP. The ASU will supersede nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU No. 2014-09 allows for either full retrospective or modified retrospective adoption. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. Early adoption is permitted, but no earlier than 2017. In 2016, the Company established an implementation team (“team”) and engaged external advisers to develop a multi-phase plan to assess the Company’s business and contracts, as well as any changes to processes or systems to adopt the requirements of the new standard. The team has updated the assessment for new ASU updates and for newly acquired businesses. The team is in the process of developing its conclusions on several aspects of the standard including variable consideration, identification of performance obligations and the determination of when control of goods and services transfers to the Company’s customers. |
Reclassifications | Reclassifications —Certain amounts in the prior year have been reclassified to conform to the presentation in the current period. |
Summit Materials, LLC | |
Company Information | |
Initial Public Offering | Summit Inc.’s Equity Offerings — Summit Inc. commenced operations on March 11, 2015 upon the pricing of the initial public offering of its Class A common stock (“IPO”). Summit Inc. raised $433.0 million, net of underwriting discounts, through the issuance of 25,555,555 shares of Class A common stock at a public offering price of $18.00 per share. Summit Inc. used the offering proceeds to purchase a number of newly-issued Class A Units (“LP Units”) from Summit Holdings equal to the number of shares of Class A common stock issued to the public. Summit Inc. caused Summit Holdings to use these proceeds: (i) to redeem $288.2 million in aggregate principal amount of outstanding 10 1 / 2 % senior notes due January 31, 2020 (“2020 Notes”); (ii) to purchase 71,428,571 Class B Units of Continental Cement Company, L.L.C. (“Continental Cement”); (iii) to pay a one-time termination fee of $13.8 million in connection with the termination of a transaction and management fee agreement with Blackstone Capital Partners V L.P.; and (iv) for general corporate purposes. The $288.2 million redemption of 2020 Notes was completed at a redemption price equal to par plus an applicable premium of $38.2 million plus $5.2 million of accrued and unpaid interest. |
Follow-On Offering | On August 11, 2015, Summit Inc. raised $555.8 million, net of underwriting discounts, through the issuance of 22,425,000 shares of Class A common stock at a public offering price of $25.75 per share ("the August 2015 follow-on offering"). Summit Inc. used these proceeds to purchase 3,750,000 newly-issued LP Units from Summit Holdings and 18,675,000 LP Units from certain pre-IPO owners, at a purchase price per LP Unit equal to the public offering price per share of Class A common stock, less underwriting discounts and commissions. Summit Holdings used the proceeds from the 3,750,000 newly-issued LP Units to pay the deferred purchase price of $80.0 million related to the July 17, 2015 acquisition of a cement plant and quarry in Davenport, Iowa, and seven cement terminals along the Mississippi River (the “Davenport Assets”) and for general corporate purposes. |
Principles of Consolidation | Principles of Consolidation –The consolidated financial statements include the accounts of Summit LLC and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company attributes consolidated member’s interest and net income separately to the controlling and noncontrolling interests. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the IPO and concurrent purchase of the noncontrolling interests of Continental Cement, a 30% redeemable ownership in Continental Cement. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The 53-week year occurs approximately once every seven years and occurred in 2015. The additional week in the 53-week year was included in the fourth quarter of 2015 |
Use of Estimates | Use of Estimates — Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs. |
Business and Credit Concentrations | Business and Credit Concentrations— The Company’s operations are conducted primarily across 21 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Kansas, Utah, and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in 2016, 2015 or 2014. |
Accounts Receivable | Accounts Receivable —Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance. The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts. |
Revenue and Cost Recognition | Revenue and Cost Recognition —Revenue for product sales are recognized when evidence of an arrangement exists, the fee is fixed or determinable, title passes, which is generally when the product is shipped, and collection is reasonably assured. Product revenue includes sales of aggregates, cement and other materials to customers, net of discounts, allowances or taxes, as applicable. Revenue from construction contracts are included in service revenue and are recognized under the percentage-of-completion accounting method. The percent complete is measured by the cost incurred to date compared to the estimated total cost of each project. This method is used as management considers expended cost to be the best available measure of progress on these contracts, the majority of which are completed within one year, but may occasionally extend beyond one year. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. Contract costs include all direct material and labor costs and those indirect costs related to contract performance and completion. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are estimable. General and administrative costs are charged to expense as incurred. Changes in job performance, job conditions and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in revisions to costs and income. Such revisions are recognized in the period in which they are determined. An amount equal to contract costs incurred that are attributable to claims is included in revenue when realization is probable and the amount can be reliably estimated. Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts (on the percentage-of-completion method) for which billings had not been presented to customers because the amount were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at December 31, 2016 will be billed in 2017. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Revenue from the receipt of waste fuels is classified as service revenue and is based on fees charged for the waste disposal, which are recognized when the waste is accepted. |
Inventories | Inventories —Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or market and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of production in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are recognized in cost of revenue in the same period as the revenue from the sale of the inventory. |
Property, Plant and Equipment, net | Property, Plant and Equipment, net —Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred. Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs. Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses. Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves is computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows: Buildings and improvements 10 - 30 years Plant, machinery and equipment 15 - 20 years Office equipment 3 - 7 years Truck and auto fleet 5 - 8 years Mobile equipment and barges 6 - 8 years Landfill airspace and improvements 10 - 30 years Other 4 - 20 years The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods. Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows. Assets are assessed for impairment charges when identified for disposition. Projected losses from disposition are recognized in the period in which they become estimable, which may be in advance of the actual disposition. The net gain (loss) from asset dispositions recognized in general and administrative expenses in fiscal years 2016, 2015 and 2014 was $6.8 million, $23.5 million and ($2.6 million), respectively. No material impairment charges have been recognized on assets held for use in 2016, 2015 or 2014. The losses are commonly a result of the cash flows expected from selling the asset being less than the expected cash flows that could be generated from holding the asset for use. |
Accrued Mining and Landfill Reclamation | Accrued Mining and Landfill Reclamation —The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, using an inflation rate of 2.5%, and then discounted back to present value using a credit-adjusted, risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted, risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted, risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted, risk-free rate. Significant changes in inflation rates or the amount or timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill. |
Intangible Assets | Intangible Assets —The Company’s intangible assets are primarily composed of lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily, for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates to contract-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but do not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total: December 31, 2016 January 2, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Leases $ $ $ $ $ $ Reserve rights Trade names Other Total intangible assets $ $ $ $ $ $ Amortization expense in 2016, 2015 and 2014 was $2.6 million, $2.2 million and $0.9 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows: 2017 $ 2018 2019 2020 2021 Thereafter Total $ |
Goodwill | Goodwill —Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss. |
Income Taxes | Income Taxes —As a limited liability company, the Company’s federal and state income tax attributes are generally passed to its member. However, certain subsidiaries, or subsidiary groups, of the Company are taxable entities subject to income taxes in the United States and Canada, the provisions for which are included in the consolidated financial statements. Significant judgments and estimates are required in the determination of the consolidated income tax expense. For the Company’s taxable entities, deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the jurisdictions in which they arise and periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company evaluates the tax positions taken on income tax returns that remain open to examination by the respective tax authorities from prior years and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority is recognized. Interest and penalties related to unrecognized tax benefits are recorded as income tax expense. |
Fair Value Measurements | Fair Value Measurements— Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified. The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of December 31, 2016 and January 2, 2016 was: 2016 2015 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ $ Cash flow hedges Acquisition-related liabilities and Other noncurrent liabilities Contingent consideration $ $ Cash flow hedges The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1 — Unadjusted quoted prices for identical assets or liabilities in active markets. Level 2 — Inputs other than Level 1 that are based on observable market data, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, inputs that are observable that are not prices and inputs that are derived from or corroborated by observable markets. Level 3 — Valuations developed from unobservable data, reflecting the Company’s own assumptions, which market participants would use in pricing the asset or liability. The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and an 11.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges are based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material adjustments to the fair value of contingent consideration in 2015 or to cash flow hedges in 2016 or 2015. In 2016, a $6.1 million increase in the fair value of contingent consideration was recognized as a result of a change in projected cash payments. |
Financial Instruments | Financial Instruments —The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of December 31, 2016 and January 2, 2016 were: December 31, 2016 January 2, 2016 Fair Value Carrying Value Fair Value Carrying Value Level 2 Long-term debt (1) $ $ $ $ Level 3 Current portion of deferred consideration and noncompete obligations (2) Long term portion of deferred consideration and noncompete obligations (3) (1) (2) (3) The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded. Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value. |
New Accounting Standards | New Accounting Standards — In January 2017, the Financial Accounting Standards Board (“FASB”) issued a new Accounting Standards Update (“ASU”) 2017-04 Intangibles - Goodwill and Other (Topic 350) , which simplifies the test for goodwill impairment. The ASU eliminates the two step goodwill impairment test and replaces it with a single step test. The single step test compares the carrying amount of a reporting unit to its fair value; if the carrying amount is greater than the fair value the difference is the amount of the goodwill impairment. Step zero is left unchanged. Therefore, entities that wish do a qualitative assessment are still permitted to do so. The ASU is effective for SEC filers for fiscal years beginning after December 15, 2020. However, the Company will early adopt this ASU as of the beginning of fiscal year 2017. In March 2016, the FASB issued a new accounting standard with targeted amendments to the accounting for employee share-based payments. ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , requires that the income tax effect of share-based awards be recognized in the income statement and allows entities to elect an accounting method to recognize forfeitures as they occur or to estimate forfeitures, as is currently required. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. However, the Company early adopted this ASU as of the beginning of fiscal year 2016 and made an election to recognize forfeitures as they occur. The ASU adoption was applied using a modified retrospective method by means of a $1.7 million cumulative-effect adjustment to accumulated earnings as of the beginning of the fiscal year. In February 2016, the FASB issued a new accounting standard related to lease accounting, ASU No. 2016-02, Leases , which will result in lessees recognizing most leases on the balance sheet. Lessees are required to disclose more quantitative and qualitative information about their leases than current U.S. GAAP requires. The ASU is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. As of December 31, 2016 and January 2, 2016, the Company’s undiscounted minimum contractual commitments under long-term operating leases, which were not recorded on the balance sheet, were $31.3 million and $21.9 million, respectively, which is an estimate of the effect to lease obligations and property, plant and equipment that the new accounting standard would have as of the dates noted, prior to the effect of discounting. In May 2014, the FASB issued a new accounting standard to improve and converge the financial reporting requirements for revenue from contracts with customers. ASU No. 2014-09, Revenue from Contracts with Customers , prescribes a five-step model for revenue recognition that will replace most existing revenue recognition guidance in U.S. GAAP. The ASU will supersede nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU No. 2014-09 allows for either full retrospective or modified retrospective adoption. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. Early adoption is permitted, but no earlier than 2017. In 2016, the Company established an implementation team (“team”) and engaged external advisers to develop a multi-phase plan to assess the Company’s business and contracts, as well as any changes to processes or systems to adopt the requirements of the new standard. The team has updated the assessment for new ASU updates and for newly acquired businesses. The team is in the process of developing its conclusions on several aspects of the standard including variable consideration, identification of performance obligations and the determination of when control of goods and services transfers to the Company’s customers. |
Reclassifications | Reclassifications —Certain amounts in the prior year have been reclassified to conform to the presentation in the current period. |
Summary of Organization and S33
Summary of Organization and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Company Information | |
Estimated Useful Lives of Assets | Buildings and improvements 10 - 30 years Plant, machinery and equipment 15 - 20 years Office equipment 3 - 7 years Truck and auto fleet 5 - 8 years Mobile equipment and barges 6 - 8 years Landfill airspace and improvements 10 - 30 years Other 4 - 20 years |
Intangible Assets by Type and in Total | December 31, 2016 January 2, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Leases $ $ $ $ $ $ Reserve rights Trade names Other Total intangible assets $ $ $ $ $ $ |
Estimated Amortization Expense for Intangible Assets | 2017 $ 2018 2019 2020 2021 Thereafter Total $ |
Schedule of Contingent Consideration and Derivatives Measured at Fair Value | 2016 2015 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ $ Cash flow hedges Acquisition-related liabilities and Other noncurrent liabilities Contingent consideration $ $ Cash flow hedges |
Schedule of Carrying Value and Fair Value of Financial Instruments | December 31, 2016 January 2, 2016 Fair Value Carrying Value Fair Value Carrying Value Level 2 Long-term debt(1) $ $ $ $ Level 3 Current portion of deferred consideration and noncompete obligations(2) Long term portion of deferred consideration and noncompete obligations(3) (1) $6.5 million included in current portion of debt as of December 31, 2016 and January 2, 2016. (2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets. (3) Included in acquisition-related liabilities on the consolidated balance sheets. |
Summit Materials, LLC | |
Company Information | |
Estimated Useful Lives of Assets | Buildings and improvements 10 - 30 years Plant, machinery and equipment 15 - 20 years Office equipment 3 - 7 years Truck and auto fleet 5 - 8 years Mobile equipment and barges 6 - 8 years Landfill airspace and improvements 10 - 30 years Other 4 - 20 years |
Intangible Assets by Type and in Total | December 31, 2016 January 2, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Leases $ $ $ $ $ $ Reserve rights Trade names Other Total intangible assets $ $ $ $ $ $ |
Estimated Amortization Expense for Intangible Assets | 2017 $ 2018 2019 2020 2021 Thereafter Total $ |
Schedule of Contingent Consideration and Derivatives Measured at Fair Value | 2016 2015 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ $ Cash flow hedges Acquisition-related liabilities and Other noncurrent liabilities Contingent consideration $ $ Cash flow hedges |
Schedule of Carrying Value and Fair Value of Financial Instruments | December 31, 2016 January 2, 2016 Fair Value Carrying Value Fair Value Carrying Value Level 2 Long-term debt (1) $ $ $ $ Level 3 Current portion of deferred consideration and noncompete obligations (2) Long term portion of deferred consideration and noncompete obligations (3) |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Assets Acquired and Liabilities Assumed | Year ended Davenport Year Ended December 31, July 17, January 2, 2016 2016 2015 (excluding Davenport) Financial assets $ $ — $ Inventories Property, plant and equipment Intangible assets — — Other assets Financial liabilities Other long-term liabilities Net assets acquired Goodwill Purchase price Acquisition related liabilities — Bettendorf assets — Other — — Net cash paid for acquisitions $ $ $ |
Summit Materials, LLC | |
Summary of Assets Acquired and Liabilities Assumed | Year ended Davenport Year Ended December 31, July 17, January 2, 2016 2016 2015 (excluding Davenport) Financial assets $ $ — $ Inventories Property, plant and equipment Intangible assets — — Other assets Financial liabilities Other long-term liabilities Net assets acquired Goodwill Purchase price Acquisition related liabilities — Bettendorf assets — Other — — Net cash paid for acquisitions $ $ $ |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill by Reportable Segment and in Total | West East Cement Total Balance, December 27, 2014 $ $ $ $ Acquisitions Foreign currency translation adjustments — — Balance, January 2, 2016 $ $ $ $ Acquisitions(1) Foreign currency translation adjustments — — Balance, December 31, 2016 $ $ $ $ Accumulated impairment losses as of December 31, 2016 and January 2, 2016 $ $ $ — $ Reflects goodwill from 2016 acquisitions and working capital adjustments from prior year acquisitions in the West and Cement segments, including $5.4 million related to below-market contracts assumed with the Davenport Assets acquisition. |
Summit Materials, LLC | |
Goodwill by Reportable Segment and in Total | West East Cement Total Balance, December 27, 2014 $ $ $ $ Acquisitions Foreign currency translation adjustments — — Balance, January 2, 2016 $ $ $ $ Acquisitions(1) Foreign currency translation adjustments — — Balance, December 31, 2016 $ $ $ $ Accumulated impairment losses as of December 31, 2016 and January 2, 2016 $ $ $ — $ (1) Reflects goodwill from 2016 acquisitions and working capital adjustments from prior year acquisitions in the West and Cement segments, including $5.4 million related to below-market contracts assumed with the Davenport Assets acquisition. |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Accounts Receivable, Net | 2016 2015 Trade accounts receivable $ $ Retention receivables Receivables from related parties Accounts receivable Less: Allowance for doubtful accounts Accounts receivable, net $ $ |
Summit Materials, LLC | |
Summary of Accounts Receivable, Net | 2016 2015 Trade accounts receivable $ $ Retention receivables Receivables from related parties Accounts receivable Less: Allowance for doubtful accounts Accounts receivable, net $ $ |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Components of Inventories | 2016 2015 Aggregate stockpiles $ $ Finished goods Work in process Raw materials Total $ $ |
Summit Materials, LLC | |
Components of Inventories | 2016 2015 Aggregate stockpiles $ $ Finished goods Work in process Raw materials Total $ $ |
Property, Plant and Equipment38
Property, Plant and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Components of Property, Plant and Equipment | 2016 2015 Land (mineral bearing) and asset retirement costs $ $ Land (non-mineral bearing) Buildings and improvements Plants, machinery and equipment Mobile equipment and barges Truck and auto fleet Landfill airspace and improvements Office equipment Construction in progress Property, plant and equipment Less accumulated depreciation, depletion and amortization Property, plant and equipment, net $ $ |
Summit Materials, LLC | |
Components of Property, Plant and Equipment | 2016 2015 Land (mineral bearing) and asset retirement costs $ $ Land (non-mineral bearing) Buildings and improvements Plants, machinery and equipment Mobile equipment and barges Truck and auto fleet Landfill airspace and improvements Office equipment Construction in progress Property, plant and equipment Less accumulated depreciation, depletion and amortization Property, plant and equipment, net $ $ |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Components of Accrued Expenses | 2016 2015 Interest $ $ Payroll and benefits Capital lease obligations Insurance Non-income taxes Professional fees Other(1) Total $ $ Consists primarily of subcontractor and working capital settlement accruals and deferred revenue. |
Summit Materials, LLC | |
Components of Accrued Expenses | 2016 2015 Interest $ $ Payroll and benefits Capital lease obligations Insurance Non-income taxes Professional fees Other(1) Total $ $ (1) Consists primarily of subcontractor and working capital settlement accruals and deferred revenue. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Debt | 2016 2015 Term Loan, due 2022: $640.3 million and $646.8 million, net of $2.6 million and $3.1 million discount at December 31, 2016 and January 2, 2016, respectively $ $ 8 1 ⁄ 2 % Senior Notes, due 2022 — 6 1 ⁄ 8 % Senior Notes, due 2023: $650 million, net of $1.6 million and $1.8 million discount at December 31, 2016 and January 2, 2016, respectively Total Current portion of long-term debt Long-term debt $ $ |
Schedule of Contractual Payments of Long-Term Debt | 2017 $ 2018 2019 2020 2021 Thereafter Total Less: Original issue net discount Less: Capitalized loan costs Total debt $ |
Summary of Activity for Deferred Financing Fees | Deferred financing fees Balance—December 27, 2014 $ Loan origination fees Amortization Write off of deferred financing fees Balance—January 2, 2016 $ Loan origination fees Amortization Balance—December 31, 2016 $ |
Summit Materials, LLC | |
Schedule of Debt | 2016 2015 Term Loan, due 2022: $640.3 million and $646.8 million, net of $2.6 million and $3.1 million discount at December 31, 2016 and January 2, 2016, respectively $ $ 8 1 ⁄ 2 % Senior Notes, due 2022 — 6 1 ⁄ 8 % Senior Notes, due 2023: $650 million, net of $1.6 million and $1.8 million discount at December 31, 2016 and January 2, 2016, respectively Total Current portion of long-term debt Long-term debt $ $ |
Schedule of Contractual Payments of Long-Term Debt | 2017 $ 2018 2019 2020 2021 Thereafter Total Less: Original issue net discount Less: Capitalized loan costs Total debt $ |
Summary of Activity for Deferred Financing Fees | Deferred financing fees Balance—December 27, 2014 $ Loan origination fees Amortization Write off of deferred financing fees Balance—January 2, 2016 $ Loan origination fees Amortization Balance—December 31, 2016 $ |
Accumulated Other Comprehensi41
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Changes in Each Component of Accumulated Other Comprehensive Income (Loss) | Accumulated Foreign currency other Change in translation Cash flow hedge comprehensive retirement plans adjustments adjustments loss (income) Balance — December 27, 2014 $ — $ — $ — $ — Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — January 2, 2016 $ $ $ $ Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — December 31, 2016 $ $ $ $ |
Summit Materials, LLC | |
Schedule of Changes in Each Component of Accumulated Other Comprehensive Income (Loss) | Accumulated Foreign currency other Change in translation Cash flow hedge comprehensive retirement plans adjustments adjustments loss Balance — December 28, 2013 $ $ — $ — $ Postretirement curtailment adjustment — — Postretirement liability adjustment — — Foreign currency translation adjustment — — Balance — December 27, 2014 $ $ $ — $ Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — January 2, 2016 $ $ $ $ Postretirement liability adjustment — — Foreign currency translation adjustment — — Loss on cash flow hedges — — Balance — December 31, 2016 $ $ $ $ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Components of Income Tax Benefit | 2016 2015 2014 Provision for income taxes: Current $ $ $ Deferred Income tax benefit $ $ $ |
Schedule of Income Tax Benefit | The effective tax rate on pre-tax income differs from the U.S. statutory rate of 35% due to the following: 2016 2015 2014 Income tax expense (benefit) at federal statutory tax rate $ $ $ Less: Income tax benefit at federal statutory tax rate for LLC entities State and local income taxes Permanent differences Effective tax rate change Valuation allowance — Impact of LP Unit ownership change — — Other Income tax benefit $ $ $ |
Components of Net Deferred Income Tax Liability | 2016 2015 Deferred tax (liabilities) assets: Net intangible assets $ $ Accelerated depreciation Net operating loss Investment in limited partnership Mining reclamation reserve Working capital (e.g., accrued compensation, prepaid assets) Net deferred tax assets Less valuation allowance Net deferred tax asset (liability) $ $ |
Summary of Valuation Allowance | 2016 2015 Valuation Allowance: Beginning balance $ $ Additional basis from exchanged LP Units Loss carryforwards Release of valuation allowance and other Ending balance $ $ |
Summit Materials, LLC | |
Components of Income Tax Benefit | 2016 2015 2014 Provision for income taxes: Current $ $ $ Deferred Income tax benefit $ $ $ |
Schedule of Income Tax Benefit | 2016 2015 2014 Income tax expense (benefit) at federal statutory tax rate $ $ $ Less: Income tax benefit at federal statutory tax rate for LLC entities State and local income taxes Permanent differences Effective tax rate change Valuation allowance — Other Income tax benefit $ $ $ |
Components of Net Deferred Income Tax Liability | 2016 2015 Deferred tax (liabilities) assets: Accelerated depreciation $ $ Net operating loss Investment in limited partnership Net intangible assets Mining reclamation reserve Working capital (e.g., accrued compensation, prepaid assets) Net deferred tax liabilities Less valuation allowance Net deferred tax laibility $ $ |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Obligations and Funded Status | 2016 2015 Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. Change in benefit obligations: Beginning of period $ $ $ $ Service cost Interest cost Actuarial loss (gain) Change in plan provision — Benefits paid End of period Change in fair value of plan assets: Beginning of period $ $ — $ $ — Actual return on plan assets Employer contributions Benefits paid End of period — — Funded status of plans $ $ $ $ Current liabilities $ — $ $ — $ Noncurrent liabilities Liability recognized $ $ $ $ Amounts recognized in accumulated other comprehensive income: Net actuarial loss $ $ $ $ Prior service cost — — Total amount recognized $ $ $ $ |
Amounts Recognized in Other Comprehensive (Gain) Loss | 2016 2015 2014 Pension Healthcare Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. benefits & Life Ins. Amounts recognized in other comprehensive (income) loss: Net actuarial gain (loss) $ $ $ $ $ $ Prior service cost — — — — Amortization of prior year service cost — — — Curtailment benefit — — — — — Amortization of gain Total amount recognized $ $ $ $ $ $ Components of net periodic benefit cost: Service cost $ $ $ $ $ $ Interest cost Amortization of gain Expected return on plan assets — — — Curtailments — — — — — Amortization of prior service credit — — — Net periodic benefit cost $ $ $ $ $ $ |
Weighted-Average Assumptions Used to Determine Benefit Obligations | 2016 2015 Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.61% - 3.81% 3.32% - 3.65% 3.74% - 3.97% 3.34% - 3.80% Expected long-term rate of return on plan assets 7.00% N/A 7.30% N/A |
Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost | 2016 2015 2014 Healthcare Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.74% - 3.97% 3.34% - 3.80% 3.50% - 3.98% 3.39% - 3.52% 4.21% - 4.46% 4.33% Expected long-term rate of return on plan assets 7.30% N/A 7.30% N/A 7.50% N/A |
Effects of One Percentage-Point Change in Assumed Health Care Cost Trend Rates | 2016 2015 Increase Decrease Increase Decrease Total service cost and interest cost components $ $ $ $ APBO |
Fair Value of Company's Pension Plans' Assets | 2016 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: — U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — Managed Futures International — Emerging Markets Commodities Broad Basket Cash — Precious metals — Total $ $ $ 2015 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — International — Cash — Precious metals — Total $ $ $ |
Estimated Benefit Payments | Pension Healthcare and Life benefits Insurance Benefits 2017 $ $ 2018 2019 2020 2021 2022 - 2026 |
Summit Materials, LLC | |
Obligations and Funded Status | 2016 2015 Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. Change in benefit obligations: Beginning of period $ $ $ $ Service cost Interest cost Actuarial loss (gain) Change in plan provision — Benefits paid End of period Change in fair value of plan assets: Beginning of period $ $ — $ $ — Actual return on plan assets Employer contributions Benefits paid End of period — — Funded status of plans $ $ $ $ Current liabilities $ — $ $ — $ Noncurrent liabilities Liability recognized $ $ $ $ Amounts recognized in accumulated other comprehensive income: Net actuarial loss $ $ $ $ Prior service cost — — Total amount recognized $ $ $ $ |
Amounts Recognized in Other Comprehensive (Gain) Loss | 2016 2015 2014 Pension Healthcare Pension Healthcare Pension Healthcare benefits & Life Ins. benefits & Life Ins. benefits & Life Ins. Amounts recognized in other comprehensive (income) loss: Net actuarial gain (loss) $ $ $ $ $ $ Prior service cost — — — — Amortization of prior year service cost — — — Curtailment benefit — — — — — Amortization of gain Total amount recognized $ $ $ $ $ $ Components of net periodic benefit cost: Service cost $ $ $ $ $ $ Interest cost Amortization of gain Expected return on plan assets — — — Curtailments — — — — — Amortization of prior service credit — — — Net periodic benefit cost $ $ $ $ $ $ |
Weighted-Average Assumptions Used to Determine Benefit Obligations | 2016 2015 Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.61% - 3.81% 3.32% - 3.65% 3.74% - 3.97% 3.34% - 3.80% Expected long-term rate of return on plan assets 7.00% N/A 7.30% N/A |
Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost | 2016 2015 2014 Healthcare Healthcare Healthcare Pension benefits & Life Ins. Pension benefits & Life Ins. Pension benefits & Life Ins. Discount rate 3.74% - 3.97% 3.34% - 3.80% 3.50% - 3.98% 3.39% - 3.52% 4.21% - 4.46% 4.33% Expected long-term rate of return on plan assets 7.30% N/A 7.30% N/A 7.50% N/A |
Effects of One Percentage-Point Change in Assumed Health Care Cost Trend Rates | 2016 2015 Increase Decrease Increase Decrease Total service cost and interest cost components $ $ $ $ APBO |
Fair Value of Company's Pension Plans' Assets | 2016 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: — U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — Managed Futures International — Emerging Markets Commodities Broad Basket Cash — Precious metals — Total $ $ $ 2015 Quoted prices in active Total fair markets for identical Observable value assets (Level 1) inputs (Level 2) Fixed income securities: Intermediate—government $ $ — $ Intermediate—corporate — Short-term—government — Short-term—corporate — Equity securities: U.S. Large cap value — U.S. Large cap growth — U.S. Mid cap value — U.S. Mid cap growth — U.S. Small cap value — U.S. Small cap growth — International — Cash — Precious metals — Total $ $ $ |
Estimated Benefit Payments | Pension Healthcare and Life benefits Insurance Benefits 2017 $ $ 2018 2019 2020 2021 2022 - 2026 |
Accrued Mining and Landfill R44
Accrued Mining and Landfill Reclamation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Activity for Asset Retirement Obligations | 2016 2015 Beginning balance $ $ Acquired obligations Change in cost estimate Settlement of reclamation obligations Additional liabilities incurred — Accretion expense Ending balance $ $ |
Summit Materials, LLC | |
Activity for Asset Retirement Obligations | 2016 2015 Beginning balance $ $ Acquired obligations Change in cost estimate Settlement of reclamation obligations Additional liabilities incurred — Accretion expense Ending balance $ $ |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Net Income Per Share | |
Schedule of Basic Income Per Share | 2016 2015 Net income attributable to Summit Inc. $ $ Weighted average shares of Class A shares outstanding Basic earnings per share $ $ Net income attributable to Summit Inc. $ $ Add: Noncontrolling interest impact of LP Unit conversion — Diluted net income attributable to Summit Inc. Weighted average shares of Class A shares outstanding Add: weighted average of LP Units — Add: stock options — Add: warrants Add: restricted stock units Add: performance stock units Weighted average dilutive shares outstanding Diluted earnings per share $ $ |
Acquisition-Related Liabiliti46
Acquisition-Related Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Remaining Payments Due under Noncompete and Deferred Consideration Agreements | 2017 2018 2019 2020 2021 Thereafter Total scheduled payments Present value adjustments Total noncompete obligations and deferred consideration $ |
Summit Materials, LLC | |
Remaining Payments Due under Noncompete and Deferred Consideration Agreements | 2017 2018 2019 2020 2021 Thereafter Total scheduled payments Present value adjustments Total noncompete obligations and deferred consideration $ |
Supplemental Cash Flow Inform47
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Supplemental Cash Flow Information | 2016 2015 2014 Cash payments: Interest $ $ $ Income taxes Non cash financing activities: Purchase of noncontrolling interest in Continental Cement $ — $ $ — Stock Dividend — Exchange of LP units to shares of Class A — — |
Summit Materials, LLC | |
Schedule of Supplemental Cash Flow Information | 2016 2015 2014 Cash payments: Interest $ $ $ Income taxes Non cash financing activities: Purchase of noncontrolling interest in Continental Cement $ — $ $ — |
Leasing Arrangements (Tables)
Leasing Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Minimum Contractual Commitments for the Subsequent Five Years under Long-Term Operating Leases | Operating Royalty Leases Agreements 2017 $ $ 2018 2019 2020 2021 |
Summit Materials, LLC | |
Minimum Contractual Commitments for the Subsequent Five Years under Long-Term Operating Leases | Operating Royalty Leases Agreements 2017 $ $ 2018 2019 2020 2021 |
Employee Long Term Incentive 49
Employee Long Term Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Information for the Equity Awards Granted | Options Restricted Stock Units Performance Stock Units Warrants Weighted Weighted Weighted Weighted average grant- Number of average grant- Number of average grant- Number of average grant- Number of date fair value restricted date fair value performance date fair value performance date fair value options per unit stock units per unit stock units per unit stock units per unit Beginning balance—January 2, 2016 $ $ — $ — $ Granted — — Forfeited — — — — Exercised — — — — — — Vested — — — — — — Balance—December 31, 2016 $ $ $ $ |
Weighted Average Assumptions Used to Estimate the Fair Value of Grants | Performance Options Stock Units 2016 2015 2014 2016 Risk-free interest rate 1.75% - 1.97% 1.68% - 1.92% 0.50% - 0.68% 0.88% Dividend yield None None None None Volatility 48% 50% 58% 37% Expected term 10 Years 7 - 10 years 3 - 4 Years 3 Years |
Summit Materials, LLC | |
Summary of Information for the Equity Awards Granted | Options Restricted Stock Units Performance Stock Units Warrants Weighted Weighted Weighted Weighted average grant- Number of average grant- Number of average grant- Number of average grant- Number of date fair value restricted date fair value performance date fair value performance date fair value options per unit stock units per unit stock units per unit stock units per unit Beginning balance—January 2, 2016 $ $ — $ — $ Granted — — Forfeited — — — — Exercised — — — — — — Vested — — — — — — Balance—December 31, 2016 $ $ $ $ |
Weighted Average Assumptions Used to Estimate the Fair Value of Grants | Performance Options Stock Units 2016 2015 2014 2016 Risk-free interest rate 1.75% - 1.97% 1.68% - 1.92% 0.50% - 0.68% 0.88% Dividend yield None None None None Volatility 48% 50% 58% 37% Expected term 10 Years 7 - 10 years 3 - 4 Years 3 Years |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Financial Data for Company's Reportable Business Segments | 2016 2015 2014 Revenue*: West $ $ $ East Cement Total revenue $ $ $ * Intercompany sales are immaterial and the presentation above only reflects sales to external customers. 2016 2015 2014 Adjusted EBITDA: West $ $ $ East Cement Corporate and other Total Adjusted EBITDA Interest expense Depreciation, depletion and amortization Accretion IPO/ Legacy equity modification costs — Loss on debt financings — — Tax receivable agreement expense — — Transaction costs Management fees and expenses Non-cash compensation (Gain) loss on disposal and impairment of assets Other Income (loss) from continuing operations before taxes $ $ $ 2016 2015 2014 Purchases of property, plant and equipment West $ $ $ East Cement Total reportable segments Corporate and other Total purchases of property, plant and equipment $ $ $ 2016 2015 2014 Depreciation, depletion, amortization and accretion: West $ $ $ East Cement Total reportable segments Corporate and other Total depreciation, depletion, amortization and accretion $ $ $ 2016 2015 2014 Total assets: West $ $ $ East Cement Total reportable segments Corporate and other Total $ $ $ 2016 2015 2014 Revenue by product*: Aggregates $ $ $ Cement Ready-mix concrete Asphalt Paving and related services Other Total revenue $ $ $ * Revenue from the liquid asphalt terminals is included in asphalt revenue. |
Summit Materials, LLC | |
Summary of Financial Data for Company's Reportable Business Segments | 2016 2015 2014 Revenue*: West $ $ $ East Cement Total revenue $ $ $ * Intercompany sales are immaterial and the presentation above only reflects sales to external customers. 2016 2015 2014 Adjusted EBITDA: West $ $ $ East Cement Corporate and other Total Adjusted EBITDA Interest expense Depreciation, depletion and amortization Accretion IPO/ Legacy equity modification costs — Loss on debt financings — — Transaction costs Management fees and expenses Non-cash compensation (Gain) loss on disposal and impairment of assets Other Income (loss) from continuing operations before taxes $ $ $ 2016 2015 2014 Purchases of property, plant and equipment West $ $ $ East Cement Total reportable segments Corporate and other Total purchases of property, plant and equipment $ $ $ 2016 2015 2014 Depreciation, depletion, amortization and accretion: West $ $ $ East Cement Total reportable segments Corporate and other Total depreciation, depletion, amortization and accretion $ $ $ 2016 2015 2014 Total assets: West $ $ $ East Cement Total reportable segments Corporate and other Total $ $ $ 2016 2015 2014 Revenue by product*: Aggregates $ $ $ Cement Ready-mix concrete Asphalt Paving and related services Other Total revenue $ $ $ * |
Senior Notes' Guarantor and N51
Senior Notes' Guarantor and Non-Guarantor Financial Information (Tables) - Summit Materials, LLC | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheets December 31, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ $ Accounts receivable, net — Intercompany receivables — — Cost and estimated earnings in excess of billings — — Inventories — — Other current assets — Total current assets Property, plant and equipment, net — Goodwill — — Intangible assets, net — — — Other assets Total assets $ $ $ $ $ Liabilities and Member’s Interest Current liabilities: Current portion of debt $ $ — $ — $ — $ Current portion of acquisition-related liabilities — — Accounts payable Accrued expenses Intercompany payables — Billings in excess of costs and estimated earnings — — Total current liabilities Long-term debt — — — Acquisition-related liabilities — — — Other noncurrent liabilities Total liabilities Total member's interest Total liabilities and member’s interest $ $ $ $ $ Condensed Consolidating Balance Sheets January 2, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ $ Accounts receivable, net Intercompany receivables — Cost and estimated earnings in excess of billings — — Inventories — — Other current assets — Total current assets Property, plant and equipment, net — Goodwill — — Intangible assets, net — — Other assets Total assets $ $ $ $ $ Liabilities and Member’s Interest Current liabilities: Current portion of debt $ $ — $ — $ — $ Current portion of acquisition-related liabilities — — Accounts payable Accrued expenses Intercompany payables — Billings in excess of costs and estimated earnings — — Total current liabilities Long-term debt — — — Acquisition-related liabilities — — — Other noncurrent liabilities Total liabilities Total member's interest Total liabilities and member’s interest $ $ $ $ $ |
Condensed Consolidating Statements of Operations and Comprehensive Loss | Condensed Consolidating Statements of Operations and Comprehensive Loss Year ended December 31, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Revenue $ — $ Cost of revenue (excluding items shown separately below) — General and administrative expenses — Depreciation, depletion, amortization and accretion — Operating (loss) income — Other (income) loss, net Interest expense — Income from continuing operations before taxes Income tax (benefit) expense — — Income from continuing operations Income from discontinued operations — — — — — Net income Net income attributable to noncontrolling interest — — — Net income attributable to member of Summit Materials, LLC $ $ $ $ $ Comprehensive income attributable to member of Summit Materials, LLC $ $ $ $ $ Condensed Consolidating Statements of Operations and Comprehensive Loss Year ended January 2, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Revenue $ — $ $ $ $ Cost of revenue (excluding items shown separately below) — General and administrative expenses — Depreciation, depletion, amortization and accretion — Operating (loss) income — Other (income) expense, net Interest expense — Income from continuing operations before taxes Income tax (benefit) expense — — Income from operations Income from discontinued operations — — — Net income Net loss attributable to noncontrolling interest — — — Net income attributable to member of Summit Materials, LLC $ $ $ $ $ Comprehensive (loss) income attributable to member of Summit Materials, LLC $ $ $ $ $ Condensed Consolidating Statements of Operations and Comprehensive Loss Year ended December 27, 2014 Non- Wholly- 100% owned Owned Non- Issuers Guarantor Guarantors Guarantors Eliminations Consolidated Revenue $ — $ $ $ $ $ Cost of revenue (excluding items shown separately below) — General and administrative expenses — Depreciation, depletion, amortization and accretion — Operating (loss) income — Other income, net Interest expense (Loss) income from continuing operations before taxes Income tax (benefit) expense — — (Loss) income from operations Income from discontinued operations — — — — Net (loss) income Net income attributable to noncontrolling interest — — — — Net (loss) income attributable to member of Summit Materials, LLC $ $ $ $ $ $ Comprehensive (loss) income attributable to member of Summit Materials, LLC $ $ $ $ $ $ |
Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statements of Cash Flows For the year ended December 31, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ $ $ $ — $ Cash flow from investing activities: Acquisitions, net of cash acquired — — Purchase of property, plant and equipment — Proceeds from the sale of property, plant, and equipment — — Other — — — Net cash used for investing activities — Cash flow from financing activities: Proceeds from investment by member — — Capital issuance costs — — — Net proceeds from debt issuance — — — Loans received from and payments made on loans from other Summit Companies — Payments on long-term debt — — Payments on acquisition-related liabilities — — Financing costs — — — Distributions from partnership — — — Other — — — Net cash provided by financing activities Impact of cash on foreign currency — — — Net (decrease) increase in cash Cash — Beginning of period Cash — End of period $ $ $ $ $ Condensed Consolidating Statements of Cash Flows For the year ended January 2, 2016 100% Owned Non- Issuers Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ $ $ $ $ Cash flow from investing activities: Acquisitions, net of cash acquired — — — Purchase of property, plant and equipment — Proceeds from the sale of property, plant, and equipment — — Other — — — Net cash used for investing activities — Cash flow from financing activities: Proceeds from investment by member — — Capital issuance costs — — — Net proceeds from debt issuance — — — Loans received from and payments made on loans from other Summit Companies — Payments on long-term debt — Payments on acquisition-related liabilities — — Financing costs — — — Distributions from partnership — — — Other — — — Net cash provided by (used for) financing activities Impact of cash on foreign currency — — — Net increase (decrease) in cash Cash — Beginning of period Cash — End of period $ $ $ $ $ Condensed Consolidating Statements of Cash Flows For the year ended December 27, 2014 Non- Wholly- 100% owned Owned Non- Issuers Guarantor Guarantors Guarantors Eliminations Consolidated Net cash (used in) provided by operating activities $ $ $ $ $ $ Cash flow from investing activities: Acquisitions, net of cash acquired — — — Purchase of property, plant and equipment — Proceeds from the sale of property, plant, and equipment — — — Other — — Net cash used for investing activities Cash flow from financing activities: Proceeds from investment by member — — Net proceeds from debt issuance — — — — Loans received from and payments made on loans from other Summit Companies — Payments on long-term debt — — Payments on acquisition-related liabilities — — — Financing costs — — — — Other — — Net cash provided by (used for) financing activities Impact of cash on foreign currency — — — — Net increase (decrease) in cash Cash — Beginning of period Cash — End of period $ $ $ $ $ $ |
Supplementary Data (Unaudited)
Supplementary Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Financial Information | 2016 2015 4Q 3Q 2Q 1Q 4Q 3Q 2Q 1Q Net revenue $ $ $ $ $ $ $ $ Operating income (loss) Income (loss) from continuing operations Net income (loss) Net income (loss) attributable to Summit Inc. Basic earnings per share attributable to Summit Inc. Diluted earnings per share attributable to Summit Inc. |
Summit Materials, LLC | |
Supplemental Financial Information | 2016 2015 4Q 3Q 2Q 1Q 4Q 3Q 2Q 1Q Net revenue $ $ $ $ $ $ $ $ Operating income (loss) Income (loss) from continuing operations Net income (loss) |
Summary of Organization and S53
Summary of Organization and Significant Accounting Policies - General Information and Equity Offerings (Details) $ / shares in Units, $ in Thousands | Aug. 13, 2015USD ($)facility | Aug. 11, 2015USD ($)$ / sharesshares | Jul. 19, 2015shares | Jul. 17, 2015USD ($) | Mar. 17, 2015USD ($)shares | Mar. 11, 2015USD ($)$ / sharesshares | Apr. 25, 2015USD ($) | Dec. 31, 2016segmentfacilityshares | Jan. 02, 2016USD ($)shares | Nov. 28, 2015USD ($) | Aug. 22, 2015USD ($) | Jul. 08, 2015USD ($) | Apr. 30, 2015USD ($) |
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements | |||||||||||||
Number of plants | facility | 2 | ||||||||||||
Number of operating segments | segment | 3 | ||||||||||||
Length of fiscal quarter | 91 days | ||||||||||||
Interval period for 53 week fiscal year | 7 years | ||||||||||||
Equity Offering | |||||||||||||
Proceeds from sale of common stock, net of underwriting discounts | $ 1,037,444 | ||||||||||||
Number of Summit LP units purchased by Company, newly issued units (in shares) | shares | 45,124,528 | 18,675,000 | |||||||||||
Minimum | |||||||||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements | |||||||||||||
Length of fiscal year | 364 days | ||||||||||||
Maximum | |||||||||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements | |||||||||||||
Length of fiscal year | 371 days | ||||||||||||
Continental Cement | |||||||||||||
Principles of Consolidation | |||||||||||||
Noncontrolling interest elimination (as a percent) | 30.00% | ||||||||||||
Ohio Valley Asphalt | |||||||||||||
Principles of Consolidation | |||||||||||||
Noncontrolling interest elimination (as a percent) | 20.00% | ||||||||||||
Davenport Assets | |||||||||||||
Equity Offering | |||||||||||||
Cash paid for acquisitions | $ 450,000 | $ 370,000 | $ 370,000 | ||||||||||
Summit Materials, LLC | |||||||||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements | |||||||||||||
Number of operating segments | segment | 3 | ||||||||||||
Summit Materials, LLC | Continental Cement | |||||||||||||
Principles of Consolidation | |||||||||||||
Noncontrolling interest elimination (as a percent) | 30.00% | ||||||||||||
Summit Materials, LLC | Ohio Valley Asphalt | |||||||||||||
Principles of Consolidation | |||||||||||||
Noncontrolling interest elimination (as a percent) | 20.00% | ||||||||||||
Summit Materials, LLC | Davenport Assets | |||||||||||||
Equity Offering | |||||||||||||
Cash paid for acquisitions | $ 450,000 | $ 370,000 | |||||||||||
Summit Holdings LP | |||||||||||||
Principles of Consolidation | |||||||||||||
Voting power (as a percent) | 100.00% | ||||||||||||
Noncontrolling interest elimination (as a percent) | 5.10% | 50.30% | |||||||||||
Blackstone Management Partners L.L.C. | |||||||||||||
Equity Offering | |||||||||||||
Number of Summit LP units purchased by Company, newly issued units (in shares) | shares | 45,124,528 | ||||||||||||
10 1/2% Senior Notes, due 2020 | |||||||||||||
Equity Offering | |||||||||||||
Senior notes, aggregate principal amount redeemed | $ 288,200 | $ 153,800 | $ 183,000 | $ 336,800 | |||||||||
IPO | |||||||||||||
Equity Offering | |||||||||||||
Proceeds from sale of common stock, net of underwriting discounts | $ 433,000 | ||||||||||||
IPO | Continental Cement | |||||||||||||
Equity Offering | |||||||||||||
Class B units purchased (in shares) | shares | 71,428,571 | ||||||||||||
IPO | Affiliates of the Sponsors Blackstone Management Partners and Silverhawk Summit | Termination fee paid to related parties | |||||||||||||
Equity Offering | |||||||||||||
Related party expense | $ 13,800 | ||||||||||||
IPO | Common Class A | |||||||||||||
Equity Offering | |||||||||||||
Common stock issued (in shares) | shares | 25,555,555 | ||||||||||||
Offering price (in dollars per share) | $ / shares | $ 18 | ||||||||||||
IPO | Common Class B | |||||||||||||
Equity Offering | |||||||||||||
Common stock issued (in shares) | shares | 69,007,297 | ||||||||||||
IPO | Common Class B | Summit Holdings LP | |||||||||||||
Equity Offering | |||||||||||||
Class B share cancellation (in shares) | shares | 40,345,771 | ||||||||||||
Number of shares of Class B common stock transferred to holders of LP units | shares | 28,661,526 | ||||||||||||
IPO | 10 1/2% Senior Notes, due 2020 | |||||||||||||
Equity Offering | |||||||||||||
Senior notes, aggregate principal amount redeemed | $ 288,200 | ||||||||||||
Senior notes, interest rate (as a percent) | 10.50% | ||||||||||||
Debt Instrument, redemption premium | 38,200 | ||||||||||||
Accrued and unpaid interest | $ 5,200 | ||||||||||||
Follow on Public Offering | Davenport Assets | |||||||||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements | |||||||||||||
Number of plants | facility | 7 | ||||||||||||
Equity Offering | |||||||||||||
Cash paid for acquisitions | $ 80,000 | ||||||||||||
Follow on Public Offering | Summit Materials, LLC | Davenport Assets | |||||||||||||
Equity Offering | |||||||||||||
Cash paid for acquisitions | $ 80,000 | ||||||||||||
Follow on Public Offering | Summit Holdings LP | |||||||||||||
Equity Offering | |||||||||||||
Number of Summit LP units purchased by Company, newly issued units (in shares) | shares | 3,750,000 | ||||||||||||
Number of Summit LP units purchased by Company, from previous holders (in shares) | shares | 18,675,000 | ||||||||||||
Follow on Public Offering | Common Class A | |||||||||||||
Equity Offering | |||||||||||||
Proceeds from sale of common stock, net of underwriting discounts | $ 555,800 | ||||||||||||
Common stock issued (in shares) | shares | 22,425,000 | ||||||||||||
Offering price (in dollars per share) | $ / shares | $ 25.75 |
Summary of Organization and S54
Summary of Organization and Significant Accounting Policies - Business and Credit Concentration (Details) | 12 Months Ended | ||
Dec. 31, 2016stateitem | Jan. 02, 2016item | Dec. 27, 2014item | |
Sales | Customer Concentration Risk | |||
Business and Credit Concentrations | |||
Number of customers accounted for more than 10% of total revenue | 0 | 0 | 0 |
Sales | Maximum | Customer Concentration Risk | |||
Business and Credit Concentrations | |||
Customer accounted revenue (as a percent) | 10.00% | 10.00% | 10.00% |
Summit Materials, LLC | |||
Business and Credit Concentrations | |||
Number of states in which the entity operates | state | 21 | ||
Summit Materials, LLC | Sales | Customer Concentration Risk | |||
Business and Credit Concentrations | |||
Number of customers accounted for more than 10% of total revenue | 0 | 0 | 0 |
Summit Materials, LLC | Sales | Maximum | |||
Business and Credit Concentrations | |||
Customer accounted revenue (as a percent) | 10.00% | 10.00% | 10.00% |
Summary of Organization and S55
Summary of Organization and Significant Accounting Policies - Estimated Useful Lives of Assets (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Gain (loss) on disposition | $ 6.8 | $ 23.5 | $ (2.6) |
Accrued Mining and Land Reclamation | |||
Inflation Rate Percentage | 2.50% | ||
Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Gain (loss) on disposition | $ 6.8 | $ 23.5 | $ (2.6) |
Accrued Mining and Land Reclamation | |||
Inflation Rate Percentage | 2.50% | ||
Minimum | Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 10 years | ||
Minimum | Buildings and improvements | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 10 years | ||
Minimum | Plants, machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 15 years | ||
Minimum | Plants, machinery and equipment | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 15 years | ||
Minimum | Mobile equipment and barges | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 6 years | ||
Minimum | Mobile equipment and barges | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 6 years | ||
Minimum | Office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Minimum | Office equipment | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Minimum | Truck and auto fleet | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 5 years | ||
Minimum | Truck and auto fleet | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 5 years | ||
Minimum | Landfill airspace and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 10 years | ||
Minimum | Landfill airspace and improvements | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 10 years | ||
Minimum | Other | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 4 years | ||
Minimum | Other | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 4 years | ||
Maximum | Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 30 years | ||
Maximum | Buildings and improvements | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 30 years | ||
Maximum | Plants, machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 20 years | ||
Maximum | Plants, machinery and equipment | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 20 years | ||
Maximum | Mobile equipment and barges | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 8 years | ||
Maximum | Mobile equipment and barges | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 8 years | ||
Maximum | Office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 7 years | ||
Maximum | Office equipment | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 7 years | ||
Maximum | Truck and auto fleet | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 8 years | ||
Maximum | Truck and auto fleet | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 8 years | ||
Maximum | Landfill airspace and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 30 years | ||
Maximum | Landfill airspace and improvements | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 30 years | ||
Maximum | Other | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 20 years | ||
Maximum | Other | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 20 years |
Summary of Organization and S56
Summary of Organization and Significant Accounting policies - Intangible Assets by Type and in Total (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | $ 25,843 | $ 20,242 | |
Accumulated Amortization | (7,854) | (5,237) | |
Net Carrying Amount | 17,989 | 15,005 | |
Amortization expense | 2,600 | 2,200 | $ 900 |
Summit Materials, LLC | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 25,843 | 20,242 | |
Accumulated Amortization | (7,854) | (5,237) | |
Net Carrying Amount | 17,989 | 15,005 | |
Amortization expense | 2,600 | 2,200 | $ 900 |
Leases | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 15,888 | 10,357 | |
Accumulated Amortization | (3,382) | (2,531) | |
Net Carrying Amount | 12,506 | 7,826 | |
Leases | Summit Materials, LLC | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 15,888 | 10,357 | |
Accumulated Amortization | (3,382) | (2,531) | |
Net Carrying Amount | 12,506 | 7,826 | |
Reserve Rights | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 8,706 | 8,636 | |
Accumulated Amortization | (3,710) | (2,078) | |
Net Carrying Amount | 4,996 | 6,558 | |
Reserve Rights | Summit Materials, LLC | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 8,706 | 8,636 | |
Accumulated Amortization | (3,710) | (2,078) | |
Net Carrying Amount | 4,996 | 6,558 | |
Trade Names | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 1,000 | 1,000 | |
Accumulated Amortization | (658) | (558) | |
Net Carrying Amount | 342 | 442 | |
Trade Names | Summit Materials, LLC | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 1,000 | 1,000 | |
Accumulated Amortization | (658) | (558) | |
Net Carrying Amount | 342 | 442 | |
Other | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 249 | 249 | |
Accumulated Amortization | (104) | (70) | |
Net Carrying Amount | 145 | 179 | |
Other | Summit Materials, LLC | |||
Finite-Lived Intangible Assets | |||
Gross Carrying Amount | 249 | 249 | |
Accumulated Amortization | (104) | (70) | |
Net Carrying Amount | $ 145 | $ 179 |
Summary of Organization and S57
Summary of Organization and Significant Accounting Policies - Estimated Amortization Expense for Intangible Assets (Detail) - USD ($) | Dec. 31, 2016 | Jan. 02, 2016 |
Finite-Lived Intangible Assets | ||
2,017 | $ 1,222,000 | |
2,018 | 1,217,000 | |
2,019 | 1,198,000 | |
2,020 | 1,114,000 | |
2,021 | 1,073,000 | |
Thereafter | 12,165,000 | |
Total | 17,989,000 | $ 15,005,000 |
Summit Materials, LLC | ||
Finite-Lived Intangible Assets | ||
2,017 | 1,222,000 | |
2,018 | 1,217,000 | |
2,019 | 1,198,000 | |
2,020 | 1,114,000 | |
2,021 | 1,073,000 | |
Thereafter | 12,165,000 | |
Total | $ 17,989,000 | $ 15,005,000 |
Summary of Organization and S58
Summary of Organization and Significant Accounting Policies - Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Fair Value Measurements | ||
Adjustment to contingent consideration | $ 6,100 | |
Level 3 | ||
Fair Value Measurements | ||
Current portion of acquisition-related liabilities and Accrued expenses - Contingent consideration | 9,288 | $ 4,918 |
Acquisition-related liabilities and Other noncurrent liabilities - Contingent consideration | $ 2,377 | 2,475 |
Discount rate | 11.00% | |
Cash flow hedges | Interest rate derivatives | Level 2 | ||
Fair Value Measurements | ||
Current portion of acquisition-related liabilities and Accrued expenses - Cash flow hedge | $ 942 | 224 |
Acquisition-related liabilities and Other noncurrent liabilities - Cash flow hedge | 1,438 | 681 |
Cash flow hedges | Interest rate derivatives | Term Loan, due 2022 | ||
Fair Value Measurements | ||
Term loan borrowings hedged by derivatives | 200,000 | 200,000 |
Summit Materials, LLC | ||
Fair Value Measurements | ||
Adjustment to contingent consideration | 6,100 | |
Summit Materials, LLC | Level 3 | ||
Fair Value Measurements | ||
Current portion of acquisition-related liabilities and Accrued expenses - Contingent consideration | 9,288 | 4,918 |
Acquisition-related liabilities and Other noncurrent liabilities - Contingent consideration | $ 2,377 | 2,475 |
Discount rate | 11.00% | |
Summit Materials, LLC | Cash flow hedges | Interest rate derivatives | Level 2 | ||
Fair Value Measurements | ||
Current portion of acquisition-related liabilities and Accrued expenses - Cash flow hedge | $ 942 | 224 |
Acquisition-related liabilities and Other noncurrent liabilities - Cash flow hedge | 1,438 | 681 |
Summit Materials, LLC | Cash flow hedges | Interest rate derivatives | Term Loan, due 2022 | ||
Fair Value Measurements | ||
Term loan borrowings hedged by derivatives | $ 200,000 | $ 200,000 |
Summary of Organization and S59
Summary of Organization and Significant Accounting Policies - Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Financial Instruments | ||
Current portion of debt | $ 6,500 | $ 6,500 |
Summit Materials, LLC | ||
Financial Instruments | ||
Current portion of debt | 6,500 | 6,500 |
Level 2 | ||
Financial Instruments | ||
Current portion of debt | 6,500 | 6,500 |
Level 2 | Fair Value | ||
Financial Instruments | ||
Long-term debt | 1,586,102 | 1,283,799 |
Level 2 | Carrying Value | ||
Financial Instruments | ||
Long-term debt | 1,536,065 | 1,291,858 |
Level 2 | Summit Materials, LLC | Fair Value | ||
Financial Instruments | ||
Long-term debt | 1,586,102 | 1,283,799 |
Level 2 | Summit Materials, LLC | Carrying Value | ||
Financial Instruments | ||
Long-term debt | 1,536,065 | 1,291,858 |
Level 3 | Fair Value | ||
Financial Instruments | ||
Current portion of deferred consideration and noncompete obligations | 14,874 | 15,666 |
Long term portion of deferred consideration and noncompete obligations | 30,287 | 37,502 |
Level 3 | Carrying Value | ||
Financial Instruments | ||
Current portion of deferred consideration and noncompete obligations | 14,874 | 15,666 |
Long term portion of deferred consideration and noncompete obligations | 30,287 | 37,502 |
Level 3 | Summit Materials, LLC | Fair Value | ||
Financial Instruments | ||
Current portion of deferred consideration and noncompete obligations | 12,375 | 13,166 |
Long term portion of deferred consideration and noncompete obligations | 22,784 | 28,553 |
Level 3 | Summit Materials, LLC | Carrying Value | ||
Financial Instruments | ||
Current portion of deferred consideration and noncompete obligations | 12,375 | 13,166 |
Long term portion of deferred consideration and noncompete obligations | $ 22,784 | $ 28,553 |
Summary of Organization and S60
Summary of Organization and Significant Accounting Policies - New Accounting Standards (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Jan. 03, 2016 | Jan. 02, 2016 |
Accounting Standards Update 2016-09 | Adjustments for New Accounting Principle, Early Adoption | |||
New Accounting Standards | |||
Cumulative effect adjustment | $ 1.7 | ||
Accounting Standards Update 2016-02 | Minimum | |||
New Accounting Standards | |||
Contractual Obligation | $ 31.3 | $ 21.9 | |
Summit Materials, LLC | Accounting Standards Update 2016-09 | Adjustments for New Accounting Principle, Early Adoption | |||
New Accounting Standards | |||
Cumulative effect adjustment | $ 1.7 | ||
Summit Materials, LLC | Accounting Standards Update 2016-02 | Minimum | |||
New Accounting Standards | |||
Contractual Obligation | $ 31.3 | $ 21.9 |
Acquisitions - Completed Acquis
Acquisitions - Completed Acquisitions Information (Detail) $ in Millions | Oct. 03, 2016facility | Aug. 21, 2016facilityitem | Aug. 19, 2016facility | May 20, 2016item | Apr. 29, 2016USD ($)facilityitem | Mar. 18, 2016facilityitem | Feb. 05, 2016item | Aug. 21, 2015facilityitem | Dec. 31, 2016USD ($) | Mar. 08, 2016USD ($) |
8 1/2% Senior Notes, due 2022 | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ | $ 250 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.50% | 8.50% | ||||||||
Summit Materials, LLC | 8 1/2% Senior Notes, due 2022 | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ | $ 250 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.50% | |||||||||
Midland Concrete | West | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 1 | |||||||||
Midland Concrete | Summit Materials, LLC | West | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 1 | |||||||||
Rustin | West | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 12 | |||||||||
Rustin | Summit Materials, LLC | West | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 12 | |||||||||
Sierra Ready Mix, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent consideration | $ | $ 11.1 | |||||||||
Contingent consideration, portion related to lease and earnings target | $ | $ 10 | |||||||||
Paymet of contingent consideration | $ | $ 10 | |||||||||
Sierra Ready Mix, LLC | West | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 1 | |||||||||
Sierra Ready Mix, LLC | West | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 2 | |||||||||
Sierra Ready Mix, LLC | Summit Materials, LLC | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent consideration | $ | $ 11.1 | |||||||||
Contingent consideration, portion related to lease and earnings target | $ | $ 10 | |||||||||
Paymet of contingent consideration | $ | $ 10 | |||||||||
Sierra Ready Mix, LLC | Summit Materials, LLC | West | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 1 | |||||||||
Sierra Ready Mix, LLC | Summit Materials, LLC | West | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 2 | |||||||||
LeGrand Johnson Construction Co. | West | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 5 | |||||||||
LeGrand Johnson Construction Co. | West | Ready-mixed concrete | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 4 | |||||||||
LeGrand Johnson Construction Co. | West | Asphalt | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 3 | |||||||||
LeGrand Johnson Construction Co. | Summit Materials, LLC | West | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 5 | |||||||||
LeGrand Johnson Construction Co. | Summit Materials, LLC | West | Ready-mixed concrete | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 4 | |||||||||
LeGrand Johnson Construction Co. | Summit Materials, LLC | West | Asphalt | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 3 | |||||||||
APAC Kansas Inc | East | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 7 | |||||||||
APAC Kansas Inc | Summit Materials, LLC | East | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 7 | |||||||||
Boxley | East | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of quarries | item | 6 | |||||||||
Boxley | East | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 4 | |||||||||
Boxley | East | Asphalt | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 4 | |||||||||
Boxley | Summit Materials, LLC | East | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of quarries | item | 6 | |||||||||
Boxley | Summit Materials, LLC | East | Ready-mixed concrete | Cement plant | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 4 | |||||||||
Boxley | Summit Materials, LLC | East | Asphalt | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of plants acquired | 4 | |||||||||
AMC | East | Aggregates | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of sand and gravel pits acquired | item | 5 |
Acquisitions - Summary of Asset
Acquisitions - Summary of Assets Acquired and Liabilities Assumed (Detail) $ in Thousands | Aug. 30, 2016facility | Aug. 13, 2015USD ($)facility | Jul. 17, 2015USD ($) | Jul. 15, 2015USD ($) | Dec. 31, 2016USD ($)facilityMT | Jan. 02, 2016USD ($) | Dec. 27, 2014USD ($) |
Business Acquisition [Line Items] | |||||||
Net gain on asset disposals | $ 3,102 | $ 23,087 | $ (6,500) | ||||
Number of Plants Owned and Operated | facility | 2 | ||||||
Goodwill | $ 782,212 | 596,397 | 419,270 | ||||
Cement | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 204,538 | 194,163 | 24,096 | ||||
Cement | Bettendorf Iowa | |||||||
Business Acquisition [Line Items] | |||||||
Net gain on asset disposals | $ 16,600 | ||||||
Summit Materials, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Net gain on asset disposals | 3,102 | 23,087 | (6,500) | ||||
Goodwill | 782,212 | 596,397 | 419,270 | ||||
Summit Materials, LLC | Cement | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | $ 204,538 | 194,163 | $ 24,096 | ||||
Summit Materials, LLC | Cement | Bettendorf Iowa | |||||||
Business Acquisition [Line Items] | |||||||
Net gain on asset disposals | 16,600 | ||||||
Davenport Assets | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | $ 450,000 | 370,000 | 370,000 | ||||
Inventories | $ 21,776 | ||||||
Property, plant and equipment | 275,436 | ||||||
Other assets | 6,450 | ||||||
Financial liabilities | (2,190) | ||||||
Other long-term liabilities | (4,086) | ||||||
Net assets acquired | 297,386 | ||||||
Goodwill | 170,067 | ||||||
Purchase price | 467,453 | ||||||
Bettendorf assets | (18,743) | ||||||
Net cash paid for acquisitions | $ 448,710 | ||||||
Davenport Assets | Cement plant | |||||||
Business Acquisition [Line Items] | |||||||
Cement production capacity | MT | 2 | ||||||
Davenport Assets | Follow on Public Offering | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | $ 80,000 | ||||||
Number of Plants Owned and Operated | facility | 7 | ||||||
Davenport Assets | Cement | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | $ 450,000 | ||||||
Davenport Assets | Cement | Cement terminal | |||||||
Business Acquisition [Line Items] | |||||||
Number of Plants Owned and Operated | facility | 8 | ||||||
Davenport Assets | Summit Materials, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | 450,000 | 370,000 | |||||
Inventories | 21,776 | ||||||
Property, plant and equipment | 275,436 | ||||||
Other assets | 6,450 | ||||||
Financial liabilities | (2,190) | ||||||
Other long-term liabilities | (4,086) | ||||||
Net assets acquired | 297,386 | ||||||
Goodwill | 170,067 | ||||||
Purchase price | 467,453 | ||||||
Bettendorf assets | (18,743) | ||||||
Net cash paid for acquisitions | $ 448,710 | ||||||
Davenport Assets | Summit Materials, LLC | Follow on Public Offering | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | 80,000 | ||||||
Davenport Assets | Summit Materials, LLC | Cement | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | 450,000 | ||||||
Davenport Assets | Summit Materials, LLC | Cement | Cement plant | |||||||
Business Acquisition [Line Items] | |||||||
Cement production capacity | MT | 2 | ||||||
Davenport Assets | Summit Materials, LLC | Cement | Cement terminal | |||||||
Business Acquisition [Line Items] | |||||||
Number of Plants Owned and Operated | facility | 8 | ||||||
Davenport Assets | Summit Materials, LLC | Cement | Follow on Public Offering | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions | $ 80,000 | ||||||
Number of Plants Owned and Operated | facility | 7 | ||||||
Acquisitions (excluding Davenport) | |||||||
Business Acquisition [Line Items] | |||||||
Financial assets | 12,555 | ||||||
Inventories | 2,036 | ||||||
Property, plant and equipment | 57,817 | ||||||
Other assets | (745) | ||||||
Financial liabilities | (13,733) | ||||||
Other long-term liabilities | (11,289) | ||||||
Net assets acquired | 46,641 | ||||||
Goodwill | 15,710 | ||||||
Purchase price | 62,351 | ||||||
Acquisition related liabilities | (1,044) | ||||||
Net cash paid for acquisitions | 61,307 | ||||||
Acquisitions (excluding Davenport) | Summit Materials, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Financial assets | 12,555 | ||||||
Inventories | 2,036 | ||||||
Property, plant and equipment | 57,817 | ||||||
Other assets | (745) | ||||||
Financial liabilities | (13,733) | ||||||
Other long-term liabilities | (11,289) | ||||||
Net assets acquired | 46,641 | ||||||
Goodwill | 15,710 | ||||||
Purchase price | 62,351 | ||||||
Acquisition related liabilities | (1,044) | ||||||
Net cash paid for acquisitions | $ 61,307 | ||||||
2016 Acquisitions | |||||||
Business Acquisition [Line Items] | |||||||
Financial assets | $ 21,008 | ||||||
Inventories | 17,215 | ||||||
Property, plant and equipment | 180,321 | ||||||
Intangible assets | 5,531 | ||||||
Other assets | 6,757 | ||||||
Financial liabilities | (19,052) | ||||||
Other long-term liabilities | (36,074) | ||||||
Net assets acquired | 175,706 | ||||||
Goodwill | 176,319 | ||||||
Purchase price | 352,025 | ||||||
Acquisition related liabilities | (11,113) | ||||||
Bettendorf assets | (5,921) | ||||||
Other | 1,967 | ||||||
Net cash paid for acquisitions | 336,958 | ||||||
2016 Acquisitions | Summit Materials, LLC | |||||||
Business Acquisition [Line Items] | |||||||
Financial assets | 21,008 | ||||||
Inventories | 17,215 | ||||||
Property, plant and equipment | 180,321 | ||||||
Intangible assets | 5,531 | ||||||
Other assets | 6,757 | ||||||
Financial liabilities | (19,052) | ||||||
Other long-term liabilities | (36,074) | ||||||
Net assets acquired | 175,706 | ||||||
Goodwill | 176,319 | ||||||
Purchase price | 352,025 | ||||||
Acquisition related liabilities | (11,113) | ||||||
Bettendorf assets | (5,921) | ||||||
Other | 1,967 | ||||||
Net cash paid for acquisitions | $ 336,958 | ||||||
Angelle Assets | Cement | Cement terminal | |||||||
Business Acquisition [Line Items] | |||||||
Number of plants acquired | facility | 2 | ||||||
Angelle Assets | Summit Materials, LLC | Cement | Cement terminal | |||||||
Business Acquisition [Line Items] | |||||||
Number of plants acquired | facility | 2 |
Goodwill - Additional Informati
Goodwill - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)item | |
Goodwill | |
Number of reporting units with goodwill | item | 12 |
Accumulated impairment losses | $ | $ (68,202) |
Summit Materials, LLC | |
Goodwill | |
Number of reporting units with goodwill | item | 12 |
Number of reporting units assessed under qualitative assessment | item | 7 |
Goodwill impairment | $ | $ 0 |
Accumulated impairment losses | $ | $ (68,202) |
Goodwill - Summary by Reportabl
Goodwill - Summary by Reportable Segments(Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 596,397 | $ 419,270 |
Acquisitions | 184,490 | 185,777 |
Foreign currency translation adjustments | 1,325 | (8,650) |
Ending balance | 782,212 | 596,397 |
Accumulated impairment losses | (68,202) | |
Summit Materials, LLC | ||
Goodwill [Roll Forward] | ||
Beginning balance | 596,397 | 419,270 |
Acquisitions | 184,490 | 185,777 |
Foreign currency translation adjustments | 1,325 | (8,650) |
Ending balance | 782,212 | 596,397 |
Accumulated impairment losses | (68,202) | |
Summit Materials, LLC | Davenport Assets | ||
Goodwill [Roll Forward] | ||
Below-market contracts assumed | 5,400 | |
West | ||
Goodwill [Roll Forward] | ||
Beginning balance | 303,926 | 297,085 |
Acquisitions | 29,006 | 15,491 |
Foreign currency translation adjustments | 1,325 | (8,650) |
Ending balance | 334,257 | 303,926 |
Accumulated impairment losses | (53,264) | |
West | Summit Materials, LLC | ||
Goodwill [Roll Forward] | ||
Beginning balance | 303,926 | 297,085 |
Acquisitions | 29,006 | 15,491 |
Foreign currency translation adjustments | 1,325 | (8,650) |
Ending balance | 334,257 | 303,926 |
Accumulated impairment losses | (53,264) | |
East | ||
Goodwill [Roll Forward] | ||
Beginning balance | 98,308 | 98,089 |
Acquisitions | 145,109 | 219 |
Ending balance | 243,417 | 98,308 |
Accumulated impairment losses | (14,938) | |
East | Summit Materials, LLC | ||
Goodwill [Roll Forward] | ||
Beginning balance | 98,308 | 98,089 |
Acquisitions | 145,109 | 219 |
Ending balance | 243,417 | 98,308 |
Accumulated impairment losses | (14,938) | |
Cement | ||
Goodwill [Roll Forward] | ||
Beginning balance | 194,163 | 24,096 |
Acquisitions | 10,375 | 170,067 |
Ending balance | 204,538 | 194,163 |
Cement | Davenport Assets | ||
Goodwill [Roll Forward] | ||
Below-market contracts assumed | 5,400 | |
Cement | Summit Materials, LLC | ||
Goodwill [Roll Forward] | ||
Beginning balance | 194,163 | 24,096 |
Acquisitions | 10,375 | 170,067 |
Ending balance | $ 204,538 | $ 194,163 |
Accounts Receivable, Net - Summ
Accounts Receivable, Net - Summary of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | $ 152,845 | $ 133,418 |
Retention receivables | 12,117 | 13,217 |
Receivables from related parties | 721 | 635 |
Accounts receivable | 165,683 | 147,270 |
Less: Allowance for doubtful accounts | (3,306) | (1,726) |
Accounts receivable, net | 162,377 | 145,544 |
Summit Materials, LLC | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | 152,845 | 133,418 |
Retention receivables | 12,117 | 13,217 |
Receivables from related parties | 721 | 635 |
Accounts receivable | 165,683 | 147,270 |
Less: Allowance for doubtful accounts | (3,306) | (1,726) |
Accounts receivable, net | $ 162,377 | $ 145,544 |
Inventories - Components of Inv
Inventories - Components of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Inventories | ||
Aggregate stockpiles | $ 103,073 | $ 86,236 |
Finished goods | 35,071 | 14,840 |
Work in process | 6,440 | 5,141 |
Raw materials | 13,095 | 23,865 |
Total | 157,679 | 130,082 |
Summit Materials, LLC | ||
Inventories | ||
Aggregate stockpiles | 103,073 | 86,236 |
Finished goods | 35,071 | 14,840 |
Work in process | 6,440 | 5,141 |
Raw materials | 13,095 | 23,865 |
Total | $ 157,679 | $ 130,082 |
Property, Plant and Equipment67
Property, Plant and Equipment, Net - Components of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,931,006 | $ 1,635,511 |
Less accumulated depreciation, depletion and amortization | (484,554) | (366,505) |
Property, plant and equipment, net | 1,446,452 | 1,269,006 |
Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,931,006 | 1,635,511 |
Less accumulated depreciation, depletion and amortization | (484,554) | (366,505) |
Property, plant and equipment, net | 1,446,452 | 1,269,006 |
Land (mineral bearing) and asset retirement costs | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 227,558 | 142,645 |
Land (mineral bearing) and asset retirement costs | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 227,558 | 142,645 |
Land (non-mineral bearing) | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 146,099 | 151,008 |
Land (non-mineral bearing) | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 146,099 | 151,008 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 160,638 | 133,043 |
Buildings and improvements | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 160,638 | 133,043 |
Plants, machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 965,522 | 860,085 |
Plants, machinery and equipment | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 965,522 | 860,085 |
Mobile equipment and barges | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 307,885 | 231,523 |
Mobile equipment and barges | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 307,885 | 231,523 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 26,096 | 17,708 |
Office equipment | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 26,096 | 17,708 |
Truck and auto fleet | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 32,236 | 24,539 |
Truck and auto fleet | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 32,236 | 24,539 |
Landfill airspace and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 48,513 | 48,513 |
Landfill airspace and improvements | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 48,513 | 48,513 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 16,459 | 26,447 |
Construction in progress | Summit Materials, LLC | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 16,459 | $ 26,447 |
Property, Plant and Equipment68
Property, Plant and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation, depletion and amortization expense | $ 147,736 | $ 118,321 | $ 86,955 |
Property, plant and equipment, net | 1,446,452 | 1,269,006 | |
Property, plant and equipment, accumulated depreciation, depletion and amortization | 484,554 | 366,505 | |
Capital lease obligations, current | 11,766 | 15,263 | |
2,017 | 13,600 | ||
2,018 | 17,600 | ||
2,019 | 5,700 | ||
2,020 | 2,600 | ||
2,021 | 700 | ||
Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation, depletion and amortization expense | 147,736 | 118,321 | $ 86,955 |
Property, plant and equipment, net | 1,446,452 | 1,269,006 | |
Property, plant and equipment, accumulated depreciation, depletion and amortization | 484,554 | 366,505 | |
Capital lease obligations, current | 11,766 | 15,263 | |
2,017 | 13,600 | ||
2,018 | 17,600 | ||
2,019 | 5,700 | ||
2,020 | 2,600 | ||
2,021 | 700 | ||
Capital leases for equipment and building | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, net | 49,800 | 47,000 | |
Property, plant and equipment, accumulated depreciation, depletion and amortization | 10,600 | 7,000 | |
Capital leases for equipment and building | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, net | 49,800 | 47,000 | |
Property, plant and equipment, accumulated depreciation, depletion and amortization | $ 10,600 | 7,000 | |
Capital leases for equipment and building | Summit Materials, LLC | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Equipment leases terms | 5 years | ||
Building lease original term | 30 years | ||
Accrued expenses | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease obligations, current | $ 11,800 | 15,300 | |
Accrued expenses | Capital leases for equipment and building | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease obligations, current | 11,800 | 15,300 | |
Noncurrent liabilities | Summit Materials, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease obligations, noncurrent | 27,500 | 29,500 | |
Noncurrent liabilities | Capital leases for equipment and building | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease obligations, noncurrent | $ 27,500 | $ 29,500 |
Accrued Expenses - Components o
Accrued Expenses - Components of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 |
Schedule Of Accrued Expenses [Line Items] | ||
Interest | $ 22,991 | $ 19,591 |
Payroll and benefits | 30,546 | 24,714 |
Capital lease obligations | 11,766 | 15,263 |
Insurance | 11,966 | 9,824 |
Non-income taxes | 5,491 | 4,618 |
Professional fees | 2,459 | 2,528 |
Other | 26,386 | 16,404 |
Total | 111,605 | 92,942 |
Summit Materials, LLC | ||
Schedule Of Accrued Expenses [Line Items] | ||
Interest | 22,991 | 19,591 |
Payroll and benefits | 30,546 | 24,714 |
Capital lease obligations | 11,766 | 15,263 |
Insurance | 11,966 | 9,824 |
Non-income taxes | 5,491 | 4,618 |
Professional fees | 2,459 | 2,528 |
Other | 25,254 | 16,404 |
Total | $ 110,473 | $ 92,942 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Mar. 08, 2016 | Jan. 02, 2016 |
Debt | |||
Total debt | $ 1,536,065 | $ 1,291,858 | |
Current portion of long-term debt | 6,500 | 6,500 | |
Long-term debt | 1,529,565 | 1,285,358 | |
Gross amount | 1,540,250 | ||
Debt discount | 4,185 | ||
Summit Materials, LLC | |||
Debt | |||
Total debt | 1,536,065 | 1,291,858 | |
Current portion of long-term debt | 6,500 | 6,500 | |
Long-term debt | 1,529,565 | 1,285,358 | |
Gross amount | 1,540,250 | ||
Debt discount | 4,185 | ||
Term Loan, due 2022 | |||
Debt | |||
Total debt | 637,658 | 643,693 | |
Gross amount | 640,300 | 646,800 | |
Debt discount | 2,600 | 3,100 | |
Term Loan, due 2022 | Summit Materials, LLC | |||
Debt | |||
Total debt | 637,658 | 643,693 | |
Gross amount | 640,300 | 646,800 | |
Debt discount | 2,600 | 3,100 | |
8 1/2% Senior Notes, due 2022 | |||
Debt | |||
Total debt | $ 250,000 | ||
Debt instrument interest rate (as a percent) | 8.50% | 8.50% | |
8 1/2% Senior Notes, due 2022 | Summit Materials, LLC | |||
Debt | |||
Total debt | $ 250,000 | ||
Debt instrument interest rate (as a percent) | 8.50% | ||
6 1/8% Senior Notes, due 2023 | |||
Debt | |||
Total debt | 648,407 | 648,165 | |
Gross amount | 650,000 | 650,000 | |
Debt discount | $ 1,600 | $ 1,800 | |
Debt instrument interest rate (as a percent) | 6.125% | 6.125% | |
6 1/8% Senior Notes, due 2023 | Summit Materials, LLC | |||
Debt | |||
Total debt | $ 648,407 | $ 648,165 | |
Gross amount | 650,000 | 650,000 | |
Debt discount | $ 1,600 | $ 1,800 | |
Debt instrument interest rate (as a percent) | 6.125% | 6.125% |
Debt - Schedule of Contractual
Debt - Schedule of Contractual Payments of Long-Term Debt (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Contractual payments of long-term debt | |
2,017 | $ 6,500 |
2,018 | 4,875 |
2,019 | 6,500 |
2,020 | 8,125 |
2,021 | 6,500 |
Thereafter | 1,507,750 |
Total | 1,540,250 |
Less: Original issue net discount | (4,185) |
Less: Capitalized loan costs | (15,109) |
Total debt | 1,520,956 |
Summit Materials, LLC | |
Contractual payments of long-term debt | |
2,017 | 6,500 |
2,018 | 4,875 |
2,019 | 6,500 |
2,020 | 8,125 |
2,021 | 6,500 |
Thereafter | 1,507,750 |
Total | 1,540,250 |
Less: Original issue net discount | (4,185) |
Less: Capitalized loan costs | (15,109) |
Total debt | $ 1,520,956 |
Debt - Senior Notes - Additiona
Debt - Senior Notes - Additional Information (Details) - USD ($) $ in Thousands | Mar. 08, 2016 | Aug. 13, 2015 | Jul. 17, 2015 | Jan. 02, 2016 | Dec. 31, 2016 | Nov. 28, 2015 | Aug. 22, 2015 | Jul. 08, 2015 | Apr. 25, 2015 |
Debt | |||||||||
Write off of deferred financing fees | $ 12,179 | ||||||||
Davenport Assets | |||||||||
Debt | |||||||||
Purchase price | $ 450,000 | $ 370,000 | $ 370,000 | ||||||
8 1/2% Senior Notes, due 2022 | |||||||||
Debt | |||||||||
Debt instrument, face amount | $ 250,000 | ||||||||
Senior notes, interest rate (as a percent) | 8.50% | 8.50% | |||||||
Percentage of par value of senior notes | 100.00% | ||||||||
Proceeds net of related fees and expenses | $ 246,300 | ||||||||
6 1/8% Senior Notes, due 2023 | |||||||||
Debt | |||||||||
Senior notes, interest rate (as a percent) | 6.125% | 6.125% | |||||||
10 1/2% Senior Notes, due 2020 | |||||||||
Debt | |||||||||
Senior notes, aggregate principal amount redeemed | $ 153,800 | $ 183,000 | $ 336,800 | $ 288,200 | |||||
Charges on redemption | $ 56,500 | ||||||||
Prepayment premium | 66,600 | ||||||||
Write off of deferred financing fees | 11,900 | ||||||||
Net benefit from the write-off the original issuance premium and discount | 22,000 | ||||||||
Issuers | 6 1/8% Senior Notes, due 2023 | |||||||||
Debt | |||||||||
Debt instrument, face amount | $ 650,000 | ||||||||
Senior notes, interest rate (as a percent) | 6.125% | ||||||||
Issuers | 6 1/8% Senior Notes, due 2023, issued at par | |||||||||
Debt | |||||||||
Debt instrument, face amount | $ 350,000 | ||||||||
Issuers | 6 1/8% Senior Notes, due 2023, , issued at 99.375% of par | |||||||||
Debt | |||||||||
Debt instrument, face amount | $ 300,000 | ||||||||
Percentage of par value of senior notes | 99.375% | ||||||||
Summit Materials, LLC | |||||||||
Debt | |||||||||
Write off of deferred financing fees | $ 12,179 | ||||||||
Summit Materials, LLC | Davenport Assets | |||||||||
Debt | |||||||||
Purchase price | $ 450,000 | $ 370,000 | |||||||
Summit Materials, LLC | 8 1/2% Senior Notes, due 2022 | |||||||||
Debt | |||||||||
Debt instrument, face amount | $ 250,000 | ||||||||
Senior notes, interest rate (as a percent) | 8.50% | ||||||||
Summit Materials, LLC | 6 1/8% Senior Notes, due 2023 | |||||||||
Debt | |||||||||
Senior notes, interest rate (as a percent) | 6.125% | 6.125% |
Debt - Senior Secured Credit Fa
Debt - Senior Secured Credit Facilities - Additional Information (Details) $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2016USD ($)item | Jan. 02, 2016USD ($) | Dec. 27, 2014USD ($) | Jul. 17, 2015USD ($) | Jul. 16, 2015USD ($) | Mar. 11, 2015USD ($) | Mar. 10, 2015USD ($) | |
Debt | |||||||
Financing fees recognized | $ 3,403 | $ 3,390 | |||||
Interest expense | 83,800 | 73,600 | $ 78,600 | ||||
Summit Materials, LLC | |||||||
Debt | |||||||
Financing fees recognized | 3,403 | 3,390 | |||||
Interest expense | $ 83,800 | 73,600 | $ 78,600 | ||||
Summit Materials, LLC | Senior Secured Credit Facilities | |||||||
Debt | |||||||
Financing fees recognized | $ 800 | ||||||
First lien leverage ratio | 4.75 | ||||||
Summit Materials, LLC | Term Loan, due 2022 | |||||||
Debt | |||||||
Debt instrument, face amount | $ 650,000 | $ 650,000 | $ 422,000 | ||||
Number of step downs | item | 1 | ||||||
Step down (as a percent) | 0.25% | ||||||
Summit Materials, LLC | Term Loan, due 2022 | LIBOR | |||||||
Debt | |||||||
Basis spread on variable rate | 3.25% | ||||||
Interest rate floor (as a percent) | 1.00% | ||||||
Summit Materials, LLC | Term Loan, due 2022 | Base rate | |||||||
Debt | |||||||
Basis spread on variable rate | 0.25% | ||||||
Summit Materials, LLC | Revolving Credit Facility | |||||||
Debt | |||||||
Maximum borrowing capacity | $ 235,000 | $ 235,000 | $ 150,000 | ||||
Remaining borrowing capacity | $ 209,400 | ||||||
Summit Materials, LLC | Revolving Credit Facility | LIBOR | |||||||
Debt | |||||||
Basis spread on variable rate | 3.25% | ||||||
Summit Materials, LLC | Revolving Credit Facility | Base rate | |||||||
Debt | |||||||
Basis spread on variable rate | 2.25% | ||||||
Summit Materials, LLC | Revolving Credit Facility | LIBOR Plus 1% | |||||||
Debt | |||||||
Basis spread on variable rate | 2.25% | ||||||
Percentage added to base rate | 1.00% | ||||||
Summit Materials, LLC | Revolving Credit Facility | Federal funds rate | |||||||
Debt | |||||||
Basis spread on variable rate | 0.50% | ||||||
Summit Materials, LLC | Letter of Credit | |||||||
Debt | |||||||
Amount outstanding | $ 25,600 |
Debt - Summary of Activity for
Debt - Summary of Activity for Deferred Financing Fees (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Deferred finance costs | ||
Beginning balance | $ 15,892 | $ 17,215 |
Loan origination fees | 5,801 | 14,246 |
Amortization | (3,403) | (3,390) |
Write off of deferred financing fees | (12,179) | |
Ending balance | 18,290 | 15,892 |
Summit Materials, LLC | ||
Deferred finance costs | ||
Beginning balance | 15,892 | 17,215 |
Loan origination fees | 5,801 | 14,246 |
Amortization | (3,403) | (3,390) |
Write off of deferred financing fees | (12,179) | |
Ending balance | $ 18,290 | $ 15,892 |
Debt - Other - Additional Infor
Debt - Other - Additional Information (Details) CAD in Millions | Jan. 15, 2015CAD |
Canadian subsidiary credit agreement | |
Debt | |
Revolving credit commitment | CAD 6 |
Canadian subsidiary credit agreement, Capital equipment | |
Debt | |
Revolving credit commitment | CAD 0.5 |
Basis spread on variable rate | 0.90% |
Canadian subsidiary credit agreement, Guarantees | |
Debt | |
Revolving credit commitment | CAD 0.4 |
Prime rate | Canadian subsidiary credit agreement, Operating activities | |
Debt | |
Basis spread on variable rate | 0.20% |
Accumulated Other Comprehensi76
Accumulated Other Comprehensive Income (Loss) - Summary of Changes in Each Component of Accumulated Comprehensive Income Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | $ 628,265 | ||
Postretirement curtailment adjustment | $ (1,346) | ||
Ending balance | 842,044 | $ 628,265 | |
Accumulated Other Comprehensive Operations | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (2,795) | ||
Postretirement liability adjustment | (401) | (1,049) | |
Foreign currency translation adjustment | 273 | (3,379) | |
Loss on cash flow hedges | (128) | (465) | |
Ending balance | (2,249) | (2,795) | |
Change in retirement plans | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | 1,049 | ||
Postretirement liability adjustment | (401) | (1,049) | |
Ending balance | 1,450 | 1,049 | |
Foreign currency translation adjustment | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (3,379) | ||
Foreign currency translation adjustment | 273 | (3,379) | |
Ending balance | (3,106) | (3,379) | |
Cash flow hedge adjustments | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (465) | ||
Loss on cash flow hedges | (128) | (465) | |
Ending balance | (593) | (465) | |
Summit Materials, LLC | |||
Changes in each component of accumulated other comprehensive loss | |||
Postretirement curtailment adjustment | (1,346) | ||
Summit Materials, LLC | Accumulated Other Comprehensive Operations | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (28,466) | (15,546) | (6,045) |
Postretirement curtailment adjustment | (942) | ||
Postretirement liability adjustment | 426 | 2,123 | (2,743) |
Foreign currency translation adjustment | 2,125 | (14,099) | (5,816) |
Loss on cash flow hedges | (1,529) | (944) | |
Ending balance | (27,444) | (28,466) | (15,546) |
Summit Materials, LLC | Change in retirement plans | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (7,607) | (9,730) | (6,045) |
Postretirement curtailment adjustment | (942) | ||
Postretirement liability adjustment | 426 | 2,123 | (2,743) |
Ending balance | (7,181) | (7,607) | (9,730) |
Summit Materials, LLC | Foreign currency translation adjustment | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (19,915) | (5,816) | |
Foreign currency translation adjustment | 2,125 | (14,099) | (5,816) |
Ending balance | (17,790) | (19,915) | $ (5,816) |
Summit Materials, LLC | Cash flow hedge adjustments | |||
Changes in each component of accumulated other comprehensive loss | |||
Beginning balance | (944) | ||
Loss on cash flow hedges | (1,529) | (944) | |
Ending balance | $ (2,473) | $ (944) |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Benefit (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Provision for income taxes: | |||
Current | $ 2,835 | $ 1,605 | $ (905) |
Deferred | (8,134) | (19,868) | (6,078) |
Income tax benefit | (5,299) | (18,263) | (6,983) |
Valuation allowance | 502,839 | 263,825 | 2,523 |
Summit Materials, LLC | |||
Provision for income taxes: | |||
Current | 2,835 | 1,605 | (905) |
Deferred | (8,117) | (19,868) | (6,078) |
Income tax benefit | (5,282) | (18,263) | $ (6,983) |
Valuation allowance | $ 2,677 | $ 2,523 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Benefit (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Line Items] | |||
Income tax benefit at federal statutory tax rate | $ 14,290 | $ (6,718) | $ (4,643) |
Less: Income tax (benefit) expense at federal statutory tax rate for LLC entities | (10,608) | (10,747) | (2,272) |
State and local income taxes | 2,490 | (2,389) | (224) |
Permanent differences | (674) | 2,147 | (129) |
Effective tax rate change | (1,432) | 10 | (241) |
Valuation allowance | 291,151 | 1,693 | |
Impact of LP Unit ownership change | (304,599) | ||
Other | 4,083 | (566) | (1,167) |
Income tax benefit | $ (5,299) | (18,263) | (6,983) |
U.S. statutory rate | 35.00% | ||
Summit Materials, LLC | |||
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Line Items] | |||
Income tax benefit at federal statutory tax rate | $ 19,882 | (6,412) | (4,643) |
Less: Income tax (benefit) expense at federal statutory tax rate for LLC entities | (21,042) | (9,908) | (2,272) |
State and local income taxes | 1,279 | (2,389) | (224) |
Permanent differences | (1,726) | 2,147 | (129) |
Effective tax rate change | (1,432) | 10 | (241) |
Valuation allowance | 148 | 1,693 | |
Other | (2,391) | (1,711) | (1,167) |
Income tax benefit | $ (5,282) | $ (18,263) | $ (6,983) |
U.S. statutory rate | 35.00% |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Income Tax Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Deferred tax (liabilities) assets: | |||
Net intangible assets | $ 591,464 | $ 227,506 | |
Accelerated depreciation | (184,794) | (23,781) | |
Net operating loss | 71,379 | 38,279 | |
Investment in limited partnership | (13,633) | (14,304) | |
Mining reclamation reserve | 1,220 | 3,476 | |
Working capital (e.g., accrued compensation, prepaid assets) | 41,529 | 10,730 | |
Deferred tax liabilities, net | 507,165 | 241,906 | |
Less valuation allowance on loss carryforwards | (502,839) | (263,825) | $ (2,523) |
Net deferred tax liability, net | (21,919) | ||
Net deferred tax asset, net | 4,326 | ||
Summit Materials, LLC | |||
Deferred tax (liabilities) assets: | |||
Net intangible assets | (999) | (880) | |
Accelerated depreciation | (58,094) | (35,221) | |
Net operating loss | 24,884 | 25,767 | |
Investment in limited partnership | (12,899) | (13,135) | |
Mining reclamation reserve | 582 | 2,411 | |
Working capital (e.g., accrued compensation, prepaid assets) | (1,386) | (1,662) | |
Deferred tax liabilities, net | (45,140) | (19,396) | |
Less valuation allowance on loss carryforwards | (2,677) | (2,523) | |
Net deferred tax liability, net | $ (47,817) | $ (21,919) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Tax Receivable Agreement (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Income Taxes | |||
Income tax benefit | $ (5,299) | $ (18,263) | $ (6,983) |
Tax receivable agreement expense | $ 14,938 | ||
Number of Summit LP units purchased by Company, newly issued units (in shares) | 45,124,528 | 18,675,000 | |
Deferred tax asset, Investment in limited partnership | $ 769,700 | ||
Tax benefit deemed probable | 69,700 | ||
Alternative minimum tax credit | 200 | ||
Deferred tax liability, fixed assets | $ 184,794 | $ 23,781 | |
Liability percentage to holders | 85.00% | ||
Valuation Allowance | |||
Valuation allowance | $ (502,839) | (263,825) | (2,523) |
Exchange of L.P. Units | (256,588) | (261,302) | |
Loss carryforwards | (33,100) | (31,173) | |
Release | $ 50,674 | ||
Tax Receivable Agreement | |||
Income Taxes | |||
Percentage of benefits to be paid on tax receivable agreement | 85.00% | ||
Liability due to former holders of LP Units | $ 59,200 | ||
Tax receivable agreement expense | 14,900 | ||
Tax Receivable Agreement | Other noncurrent liabilities | |||
Income Taxes | |||
Liability due to former holders of LP Units | 58,100 | ||
Tax Receivable Agreement | Accrued expenses. | |||
Income Taxes | |||
Liability due to former holders of LP Units | 1,100 | ||
Federal | |||
Income Taxes | |||
Net operating loss carryforwards | 192,400 | ||
Summit Materials, LLC | |||
Income Taxes | |||
Income tax benefit | (5,282) | (18,263) | $ (6,983) |
Deferred tax liability, fixed assets | 58,094 | 35,221 | |
Operating loss carryforwards valuation allowance recorded | 2,700 | 2,500 | |
Valuation Allowance | |||
Valuation allowance | (2,677) | (2,523) | |
Summit Materials, LLC | Federal | |||
Valuation Allowance | |||
Loss carryforwards | (63,700) | ||
Summit Materials, LLC | State and Local Jurisdiction | |||
Valuation Allowance | |||
Loss carryforwards | (72,500) | ||
Summit Holdings LP | |||
Income Taxes | |||
Distributions to LP Unitholders | $ 13,000 | $ 28,700 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Expense for defined contribution plans | $ 8.6 | $ 7.1 | $ 3.8 |
Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expense for defined contribution plans | $ 8.6 | $ 7.1 | $ 3.8 |
Employee Benefit Plans - Obliga
Employee Benefit Plans - Obligations and Funded Status (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Change in fair value of plan assets: | |||
Beginning of period | $ 18,337 | ||
End of period | 18,395 | $ 18,337 | |
Summit Materials, LLC | |||
Change in benefit obligations: | |||
Beginning of period | 13,458 | ||
Service cost | 230 | ||
Interest cost | 470 | ||
Actuarial loss (gain) | (682) | ||
Change in plan provision | 65 | ||
Benefits paid | (771) | ||
End of period | 12,770 | 13,458 | |
Change in fair value of plan assets: | |||
Employer contributions | 771 | ||
Benefits paid | (771) | ||
Funded status of plans | (12,770) | ||
Current liabilities | (844) | ||
Noncurrent liabilities | (11,926) | ||
Liability recognized | (12,770) | ||
Amounts recognized in accumulated other comprehensive income | |||
Net actuarial loss | 3,060 | ||
Prior service cost | (1,968) | ||
Total amount recognized | 1,092 | ||
Pension Benefits | |||
Change in benefit obligations: | |||
Beginning of period | 27,914 | 28,909 | |
Service cost | 279 | 159 | $ 75 |
Interest cost | 1,049 | 1,041 | 1,081 |
Actuarial loss (gain) | 22 | (1,464) | |
Change in plan provision | 908 | ||
Benefits paid | (1,656) | (1,639) | |
End of period | 27,608 | 27,914 | 28,909 |
Change in fair value of plan assets: | |||
Beginning of period | 18,336 | 18,872 | |
Actual return on plan assets | 719 | (63) | |
Employer contributions | 996 | 1,166 | |
Benefits paid | (1,656) | (1,639) | |
End of period | 18,395 | 18,336 | 18,872 |
Funded status of plans | (9,213) | (9,578) | |
Noncurrent liabilities | (9,213) | (9,578) | |
Liability recognized | (9,213) | (9,578) | |
Amounts recognized in accumulated other comprehensive income | |||
Net actuarial loss | 9,248 | 9,024 | |
Total amount recognized | 9,248 | 9,024 | |
Pension Benefits | Summit Materials, LLC | |||
Change in benefit obligations: | |||
Beginning of period | 27,914 | 28,909 | |
Service cost | 279 | 159 | 75 |
Interest cost | 1,049 | 1,041 | 1,081 |
Actuarial loss (gain) | 22 | (1,464) | |
Change in plan provision | 908 | ||
Benefits paid | (1,656) | (1,639) | |
End of period | 27,608 | 27,914 | 28,909 |
Change in fair value of plan assets: | |||
Beginning of period | 18,336 | 18,872 | |
Actual return on plan assets | 719 | (63) | |
Employer contributions | 996 | 1,166 | |
Benefits paid | (1,656) | (1,639) | |
End of period | 18,395 | 18,336 | 18,872 |
Funded status of plans | (9,213) | (9,578) | |
Noncurrent liabilities | (9,213) | (9,578) | |
Liability recognized | (9,213) | (9,578) | |
Amounts recognized in accumulated other comprehensive income | |||
Net actuarial loss | 9,248 | 9,024 | |
Total amount recognized | 9,248 | 9,024 | |
Healthcare & Life Ins | |||
Change in benefit obligations: | |||
Beginning of period | 13,458 | 13,356 | |
Service cost | 230 | 149 | 106 |
Interest cost | 470 | 447 | 493 |
Actuarial loss (gain) | (682) | (1,720) | |
Change in plan provision | 65 | 1,896 | |
Benefits paid | (771) | (670) | |
End of period | 12,770 | 13,458 | 13,356 |
Change in fair value of plan assets: | |||
Employer contributions | 771 | 670 | |
Benefits paid | (771) | (670) | |
Funded status of plans | (12,770) | (13,458) | |
Current liabilities | (844) | (964) | |
Noncurrent liabilities | (11,926) | (12,494) | |
Liability recognized | (12,770) | (13,458) | |
Amounts recognized in accumulated other comprehensive income | |||
Net actuarial loss | 3,060 | 3,949 | |
Prior service cost | (1,968) | (2,206) | |
Total amount recognized | 1,092 | 1,743 | |
Healthcare & Life Ins | Summit Materials, LLC | |||
Change in benefit obligations: | |||
Beginning of period | 13,458 | 13,356 | |
Service cost | 230 | 149 | 106 |
Interest cost | $ 470 | 447 | 493 |
Actuarial loss (gain) | (1,720) | ||
Change in plan provision | 1,896 | ||
Benefits paid | (670) | ||
End of period | 13,458 | $ 13,356 | |
Change in fair value of plan assets: | |||
Employer contributions | 670 | ||
Benefits paid | (670) | ||
Funded status of plans | (13,458) | ||
Current liabilities | (964) | ||
Noncurrent liabilities | (12,494) | ||
Liability recognized | (13,458) | ||
Amounts recognized in accumulated other comprehensive income | |||
Net actuarial loss | 3,949 | ||
Prior service cost | (2,206) | ||
Total amount recognized | $ 1,743 |
Employee Benefit Plans - Amount
Employee Benefit Plans - Amounts Recognized in Other Comprehensive (Gain) Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Amounts recognized in other comprehensive (income) loss: | |||
Total amount recognized | $ (426) | $ (2,123) | $ 3,919 |
Summit Materials, LLC | |||
Amounts recognized in other comprehensive (income) loss: | |||
Total amount recognized | (426) | (2,123) | 3,919 |
Pension Benefits | |||
Amounts recognized in other comprehensive (income) loss: | |||
Net actuarial (loss) gain | 688 | (16) | 4,650 |
Amortization of gain | (463) | (326) | (117) |
Total amount recognized | 225 | (342) | 4,533 |
Pension Benefits | Summit Materials, LLC | |||
Amounts recognized in other comprehensive (income) loss: | |||
Net actuarial (loss) gain | 688 | (16) | 4,650 |
Amortization of gain | (463) | (326) | (117) |
Total amount recognized | 225 | (342) | 4,533 |
Healthcare & Life Ins | |||
Amounts recognized in other comprehensive (income) loss: | |||
Net actuarial (loss) gain | (682) | (1,720) | 1,992 |
Prior service cost | 64 | (2,553) | |
Amortization of prior year service cost | 174 | 174 | 174 |
Curtailment benefit | 1,346 | ||
Amortization of gain | (207) | (235) | (227) |
Total amount recognized | (651) | (1,781) | 732 |
Healthcare & Life Ins | Summit Materials, LLC | |||
Amounts recognized in other comprehensive (income) loss: | |||
Net actuarial (loss) gain | (682) | (1,720) | 1,992 |
Prior service cost | 64 | (2,553) | |
Amortization of prior year service cost | 174 | 174 | 174 |
Curtailment benefit | 1,346 | ||
Amortization of gain | (207) | (235) | (227) |
Total amount recognized | $ (651) | $ (1,781) | $ 732 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Summit Materials, LLC | |||
Components of net periodic benefit cost: | |||
Service cost | $ 230 | ||
Interest cost | 470 | ||
Pension Benefits | |||
Components of net periodic benefit cost: | |||
Service cost | 279 | $ 159 | $ 75 |
Interest cost | 1,049 | 1,041 | 1,081 |
Amortization of gain | 463 | 326 | 117 |
Expected return on plan assets | (1,386) | (1,385) | (1,378) |
Net periodic benefit cost | 405 | 141 | (105) |
Pension Benefits | Summit Materials, LLC | |||
Components of net periodic benefit cost: | |||
Service cost | 279 | 159 | 75 |
Interest cost | 1,049 | 1,041 | 1,081 |
Amortization of gain | 463 | 326 | 117 |
Expected return on plan assets | (1,386) | (1,385) | (1,378) |
Net periodic benefit cost | 405 | 141 | (105) |
Healthcare & Life Ins | |||
Components of net periodic benefit cost: | |||
Service cost | 230 | 149 | 106 |
Interest cost | 470 | 447 | 493 |
Amortization of gain | 207 | 235 | 227 |
Curtailments | (1,346) | ||
Amortization of prior service credit | (174) | (174) | (174) |
Net periodic benefit cost | 733 | 657 | (694) |
Healthcare & Life Ins | Summit Materials, LLC | |||
Components of net periodic benefit cost: | |||
Service cost | 230 | 149 | 106 |
Interest cost | 470 | 447 | 493 |
Amortization of gain | 207 | 235 | 227 |
Curtailments | (1,346) | ||
Amortization of prior service credit | (174) | (174) | (174) |
Net periodic benefit cost | $ 733 | $ 657 | $ (694) |
Employee Benefit Plans - Weight
Employee Benefit Plans - Weighted-Average Assumptions Used to Determine Benefit Obligations (Detail) | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Pension Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Expected long-term rate of return on plan assets, benefit obligation | 7.00% | 7.30% |
Pension Benefits | Summit Materials, LLC | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Expected long-term rate of return on plan assets, benefit obligation | 7.00% | 7.30% |
Pension Benefits | Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.61% | 3.74% |
Pension Benefits | Minimum | Summit Materials, LLC | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.61% | 3.74% |
Pension Benefits | Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.81% | 3.97% |
Pension Benefits | Maximum | Summit Materials, LLC | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.81% | 3.97% |
Healthcare & Life Ins | Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.32% | 3.34% |
Healthcare & Life Ins | Minimum | Summit Materials, LLC | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.32% | 3.34% |
Healthcare & Life Ins | Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.65% | 3.80% |
Healthcare & Life Ins | Maximum | Summit Materials, LLC | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.65% | 3.80% |
Employee Benefit Plans - Weig86
Employee Benefit Plans - Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rate of return on plan assets, net periodic benefit cost | 7.30% | 7.30% | 7.50% |
Pension Benefits | Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rate of return on plan assets, net periodic benefit cost | 7.30% | 7.30% | 7.50% |
Pension Benefits | Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.74% | 3.50% | 4.21% |
Pension Benefits | Minimum | Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.74% | 3.50% | 4.21% |
Pension Benefits | Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.97% | 3.98% | 4.46% |
Pension Benefits | Maximum | Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.97% | 3.98% | 4.46% |
Healthcare & Life Ins | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 4.33% | ||
Healthcare & Life Ins | Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 4.33% | ||
Healthcare & Life Ins | Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.34% | 3.39% | |
Healthcare & Life Ins | Minimum | Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.34% | 3.39% | |
Healthcare & Life Ins | Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.80% | 3.52% | |
Healthcare & Life Ins | Maximum | Summit Materials, LLC | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.80% | 3.52% |
Employee Benefit Plans - Effect
Employee Benefit Plans - Effects of One Percentage-Point Change in Assumed Health Care Cost Trend Rates (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Compensation and Retirement Disclosure [Abstract] | ||
Total service cost and interest cost components, Increase | $ 55 | $ 45 |
APBO, Increase | 1,197 | 1,302 |
Total service cost and interest cost components, Decrease | (47) | (36) |
APBO, Decrease | $ (1,038) | $ (1,121) |
Summit Materials, LLC | ||
Compensation and Retirement Disclosure [Abstract] | ||
Assumed health care cost trend rates | 8.00% | 8.00% |
Assumed health care cost, grading | 4.50% | 4.50% |
Employee Benefit Plans - Target
Employee Benefit Plans - Target Allocaiton of Company's Pension Plans' Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Jan. 02, 2016 | |
Pension Benefits | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan fair value of investments | $ 0 | $ 0 |
Pension Benefits | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 30.00% | |
Pension Benefits | Fixed Income Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 63.00% | |
Pension Benefits | Cash | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 5.00% | |
Pension Benefits | Precious Metals | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 2.00% | |
Summit Materials, LLC | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Expected contribution to plans in 2017 | $ 1,700 | |
Summit Materials, LLC | Pension Benefits | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan fair value of investments | $ 0 | $ 0 |
Summit Materials, LLC | Pension Benefits | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 30.00% | |
Summit Materials, LLC | Pension Benefits | Fixed Income Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 63.00% | |
Summit Materials, LLC | Pension Benefits | Cash | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 5.00% | |
Summit Materials, LLC | Pension Benefits | Precious Metals | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation | 2.00% |
Employee Benefit Plans - Fair V
Employee Benefit Plans - Fair Value of Company's Pension Plans' Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | $ 18,395 | $ 18,337 | |
Intermediate - Government [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,770 | 1,410 | |
Intermediate - Corporate [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,658 | 3,376 | |
Short Term - Government [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 912 | 390 | |
Short Term - Corporate [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 3,613 | 5,571 | |
U.S. Large Cap Value [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,181 | 1,148 | |
U.S. Large Cap Growth [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,103 | 1,153 | |
U.S. Mid Cap Value [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 577 | 557 | |
U.S. Mid Cap Growth [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 546 | 569 | |
U.S. Small Cap Value [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 551 | 554 | |
U.S. Small Cap Growth [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 540 | 554 | |
Managed Futures [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 366 | ||
International [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,099 | 1,118 | |
Emerging Markets [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 359 | ||
Commodities Broad Basket [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 707 | ||
Cash | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,094 | 1,592 | |
Precious Metals | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 319 | 345 | |
Pension Benefits | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 18,395 | 18,336 | $ 18,872 |
Pension Benefits | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 18,395 | 18,336 | $ 18,872 |
Pension Benefits | Intermediate - Government [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,770 | 1,410 | |
Pension Benefits | Intermediate - Corporate [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,658 | 3,376 | |
Pension Benefits | Short Term - Government [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 912 | 390 | |
Pension Benefits | Short Term - Corporate [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 3,613 | 5,571 | |
Pension Benefits | U.S. Large Cap Value [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,181 | 1,148 | |
Pension Benefits | U.S. Large Cap Growth [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,103 | 1,153 | |
Pension Benefits | U.S. Mid Cap Value [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 577 | 557 | |
Pension Benefits | U.S. Mid Cap Growth [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 546 | 569 | |
Pension Benefits | U.S. Small Cap Value [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 551 | 554 | |
Pension Benefits | U.S. Small Cap Growth [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 540 | 554 | |
Pension Benefits | Managed Futures [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 366 | ||
Pension Benefits | International [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,099 | 1,118 | |
Pension Benefits | Emerging Markets [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 359 | ||
Pension Benefits | Commodities Broad Basket [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 707 | ||
Pension Benefits | Cash | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,094 | 1,592 | |
Pension Benefits | Precious Metals | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 319 | 345 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 9,442 | 7,590 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. Large Cap Value [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,181 | 1,148 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. Large Cap Growth [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,103 | 1,153 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. Mid Cap Value [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 577 | 557 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. Mid Cap Growth [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 546 | 569 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. Small Cap Value [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 551 | 554 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. Small Cap Growth [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 540 | 554 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Managed Futures [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 366 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | International [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,099 | 1,118 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Emerging Markets [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 359 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Commodities Broad Basket [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 707 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,094 | 1,592 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Precious Metals | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 319 | 345 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 9,442 | 7,590 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | U.S. Large Cap Value [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,181 | 1,148 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | U.S. Large Cap Growth [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,103 | 1,153 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | U.S. Mid Cap Value [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 577 | 557 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | U.S. Mid Cap Growth [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 546 | 569 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | U.S. Small Cap Value [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 551 | 554 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | U.S. Small Cap Growth [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 540 | 554 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | Managed Futures [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 366 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | International [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,099 | 1,118 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | Emerging Markets [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 359 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | Commodities Broad Basket [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 707 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | Cash | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,094 | 1,592 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Pension Benefits | Precious Metals | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 319 | 345 | |
Level 2 | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 8,953 | 10,747 | |
Level 2 | Intermediate - Government [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,770 | 1,410 | |
Level 2 | Intermediate - Corporate [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,658 | 3,376 | |
Level 2 | Short Term - Government [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 912 | 390 | |
Level 2 | Short Term - Corporate [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 3,613 | 5,571 | |
Level 2 | Pension Benefits | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 8,953 | 10,747 | |
Level 2 | Pension Benefits | Intermediate - Government [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 1,770 | 1,410 | |
Level 2 | Pension Benefits | Intermediate - Corporate [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 2,658 | 3,376 | |
Level 2 | Pension Benefits | Short Term - Government [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | 912 | 390 | |
Level 2 | Pension Benefits | Short Term - Corporate [Member] | Summit Materials, LLC | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Total fair value | $ 3,613 | $ 5,571 |
Employee Benefit Plans - Estima
Employee Benefit Plans - Estimated Benefit Payments (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Summit Materials, LLC | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |
Expected contribution to plans in 2017 | $ 1,700 |
Pension Benefits | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |
2,017 | 1,777 |
2,018 | 1,813 |
2,019 | 1,817 |
2,020 | 1,793 |
2,021 | 1,762 |
2022 - 2026 | 8,590 |
Pension Benefits | Summit Materials, LLC | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |
2,017 | 1,777 |
2,018 | 1,813 |
2,019 | 1,817 |
2,020 | 1,793 |
2,021 | 1,762 |
2022 - 2026 | 8,590 |
Healthcare & Life Ins | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |
2,017 | 844 |
2,018 | 882 |
2,019 | 869 |
2,020 | 910 |
2,021 | 898 |
2022 - 2026 | 4,579 |
Healthcare & Life Ins | Summit Materials, LLC | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |
2,017 | 844 |
2,018 | 882 |
2,019 | 869 |
2,020 | 910 |
2,021 | 898 |
2022 - 2026 | $ 4,579 |
Accrued Mining and Landfill R91
Accrued Mining and Landfill Reclamation - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Jan. 02, 2016 |
Asset Retirement Obligations [Line Items] | ||
Anticipated costs | $ 63.6 | $ 56.7 |
Accrued expenses | ||
Asset Retirement Obligations [Line Items] | ||
Asset retirement obligation, current | 5.1 | 2 |
Summit Materials, LLC | ||
Asset Retirement Obligations [Line Items] | ||
Asset retirement obligation, current | 5.1 | 2 |
Anticipated costs | $ 63.6 | $ 56.7 |
Accrued Mining and Landfill R92
Accrued Mining and Landfill Reclamation - Activity for Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Asset Retirement Obligation, Activity | |||
Beginning balance | $ 20,735 | $ 18,310 | |
Acquired obligations | 835 | 745 | |
Change in cost estimate | 3,055 | 907 | |
Settlement of reclamation obligations | (2,283) | (689) | |
Additional liabilities incurred | 60 | ||
Accretion expense | 1,564 | 1,402 | $ 871 |
Ending balance | 23,906 | 20,735 | 18,310 |
Summit Materials, LLC | |||
Asset Retirement Obligation, Activity | |||
Beginning balance | 20,735 | 18,310 | |
Acquired obligations | 835 | 745 | |
Change in cost estimate | 3,055 | 907 | |
Settlement of reclamation obligations | (2,283) | (689) | |
Additional liabilities incurred | 60 | ||
Accretion expense | 1,564 | 1,402 | 871 |
Ending balance | $ 23,906 | $ 20,735 | $ 18,310 |
Net Income Per Share - Schedule
Net Income Per Share - Schedule of Basic to Diluted Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 10, 2017 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 |
Reconciliation of basic to diluted loss per share | ||||||||||||
Net income (loss) attributable to Summit Inc. | $ (290) | $ 44,820 | $ 13,371 | $ (21,118) | $ 23,363 | $ 14,711 | $ (205) | $ (10,151) | $ 36,783 | $ 27,718 | ||
Add: Noncontrolling interest impact of LP Unit conversion | 17,803 | |||||||||||
Diluted net income attributable to Summit Inc. | $ 36,783 | $ 45,521 | ||||||||||
Number of Summit LP units purchased by Company, newly issued units (in shares) | 45,124,528 | 18,675,000 | ||||||||||
LP Units | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Add: weighted average of LP Units | 50,059,648 | |||||||||||
Anti dilutive shares excluded from calculation of earnings per share | 32,327,907 | 2,265,584 | ||||||||||
Stock options | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Add: Share-based payment arrangements | 140,142 | |||||||||||
Warrants | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Add: warrants | 16,123 | 37,714 | ||||||||||
Restricted stock units | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Add: Share-based payment arrangements | 240,633 | 7,523 | ||||||||||
Performance stock units | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Add: Share-based payment arrangements | 86,568 | |||||||||||
Common Class A | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Weighted average shares of Class A common stock outstanding | 68,833,986 | 39,367,381 | ||||||||||
Basic income (loss) per share | $ 0.53 | $ 0.70 | ||||||||||
Weighted average dilutive shares outstanding | 69,317,452 | 89,472,266 | ||||||||||
Diluted earnings per share | $ 0.53 | $ 0.51 | ||||||||||
Anti dilutive shares excluded from calculation of earnings per share | 10,000,000 | 1,135,962 | 735,108 | |||||||||
Summit Materials, LLC | ||||||||||||
Reconciliation of basic to diluted loss per share | ||||||||||||
Net income (loss) attributable to Summit Inc. | $ 62,071 | $ 4,182 | $ (8,777) |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | 48 Months Ended | ||||
Dec. 31, 2012 | Dec. 29, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2016 | Jan. 02, 2016 | |
Contingencies | ||||||
Amount funded for loss incurred by joint venture | $ 4 | $ 4.8 | $ 8.8 | |||
Recognized losses on indemnification agreement | $ 8 | $ 1.9 | ||||
Other noncurrent liabilities | ||||||
Contingencies | ||||||
Accrual recorded in other noncurrent liabilities | 4.3 | $ 4.3 | ||||
Summit Materials, LLC | ||||||
Contingencies | ||||||
Amount funded for loss incurred by joint venture | 4 | 4.8 | 8.8 | |||
Recognized losses on indemnification agreement | $ 8 | $ 1.9 | ||||
Accrual recorded in other noncurrent liabilities | 4.3 | 4.3 | ||||
Asset retirement obligation, current | $ 5.1 | $ 2 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | Aug. 13, 2015 | Aug. 11, 2015 | Jul. 17, 2015 | Apr. 16, 2015 | Mar. 17, 2015 | Mar. 11, 2015 | Aug. 31, 2015 | Mar. 17, 2015 | Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | Mar. 31, 2016 | Nov. 30, 2015 | Jul. 31, 2015 |
Related Party Transactions | ||||||||||||||
Assets sold to related party | $ 2,300,000 | |||||||||||||
IPO | Common Class A | ||||||||||||||
Related Party Transactions | ||||||||||||||
Issuance of Shares (in shares) | 25,555,555 | |||||||||||||
Follow on Public Offering | Common Class A | ||||||||||||||
Related Party Transactions | ||||||||||||||
Issuance of Shares (in shares) | 22,425,000 | |||||||||||||
Davenport Assets | ||||||||||||||
Related Party Transactions | ||||||||||||||
Cash paid for acquisitions | $ 450,000,000 | $ 370,000,000 | $ 370,000,000 | |||||||||||
Deferred purchase price associated with acquisition | 80,000,000 | |||||||||||||
Davenport Assets | Follow on Public Offering | ||||||||||||||
Related Party Transactions | ||||||||||||||
Cash paid for acquisitions | 80,000,000 | |||||||||||||
Summit Materials, LLC | ||||||||||||||
Related Party Transactions | ||||||||||||||
Assets sold to related party | 2,300,000 | |||||||||||||
Summit Materials, LLC | Davenport Assets | ||||||||||||||
Related Party Transactions | ||||||||||||||
Cash paid for acquisitions | 450,000,000 | 370,000,000 | ||||||||||||
Deferred purchase price associated with acquisition | $ 80,000,000 | |||||||||||||
Summit Materials, LLC | Davenport Assets | Follow on Public Offering | ||||||||||||||
Related Party Transactions | ||||||||||||||
Cash paid for acquisitions | $ 80,000,000 | |||||||||||||
Blackstone Management Partners L.L.C. | Management fee | ||||||||||||||
Related Party Transactions | ||||||||||||||
Annual management fee | $ 300,000 | |||||||||||||
Annual management fee, as a percent of annual consolidated profit | 2.00% | |||||||||||||
Related party expense | $ 4,400,000 | $ 1,000,000 | ||||||||||||
Related party benefit, cost adjustment | 1,400,000 | |||||||||||||
Blackstone Management Partners L.L.C. | Management fee | Summit Materials, LLC | ||||||||||||||
Related Party Transactions | ||||||||||||||
Annual management fee | $ 300,000 | |||||||||||||
Annual management fee, as a percent of annual consolidated profit | 2.00% | |||||||||||||
Related party expense | $ 1,000,000 | 4,400,000 | ||||||||||||
Related party benefit, cost adjustment | $ 1,400,000 | |||||||||||||
Affiliates of the Sponsors Blackstone Management Partners and Silverhawk Summit | Termination fee paid to related parties | IPO | ||||||||||||||
Related Party Transactions | ||||||||||||||
Related party expense | $ 13,800,000 | |||||||||||||
Affiliates of BMP | ||||||||||||||
Related Party Transactions | ||||||||||||||
Related party expense | 13,400,000 | |||||||||||||
Affiliates of BMP | Transaction fee | ||||||||||||||
Related Party Transactions | ||||||||||||||
Related party expense | $ 3,900,000 | |||||||||||||
Percentage transaction fee on value of entity acquired | 1.00% | |||||||||||||
Consideration paid / received on assets acquired / disposed | 1.00% | |||||||||||||
Affiliates of BMP | Transaction fee | Summit Materials, LLC | ||||||||||||||
Related Party Transactions | ||||||||||||||
Related party expense | $ 3,900,000 | |||||||||||||
Percentage transaction fee on value of entity acquired | 1.00% | |||||||||||||
Consideration paid / received on assets acquired / disposed | 1.00% | |||||||||||||
Affiliates of Silverhawk Summit LP | ||||||||||||||
Related Party Transactions | ||||||||||||||
Related party expense | $ 400,000 | |||||||||||||
Blackstone Advisory Partners LP | Follow on Public Offering | Common Class A | ||||||||||||||
Related Party Transactions | ||||||||||||||
Issuance of Shares (in shares) | 1,681,875 | |||||||||||||
Blackstone Advisory Partners LP | Issuance of notes | Term Loan, due 2022 | ||||||||||||||
Related Party Transactions | ||||||||||||||
Notes issued to related party | $ 18,800,000 | |||||||||||||
Blackstone Advisory Partners LP | Issuance of notes | 6 1/8% Senior Notes, due 2023 | ||||||||||||||
Related Party Transactions | ||||||||||||||
Notes issued to related party | $ 22,500,000 | $ 26,300,000 | ||||||||||||
Blackstone Capital Partners V LP | Equity commitment financing | ||||||||||||||
Related Party Transactions | ||||||||||||||
Commitment fee paid | 1,800,000 | |||||||||||||
Blackstone Capital Partners V LP | Equity commitment financing | Davenport Assets | ||||||||||||||
Related Party Transactions | ||||||||||||||
Equity commitment financing | $ 90,000,000 | |||||||||||||
Blackstone Capital Partners V LP | Equity commitment financing | Summit Materials, LLC | ||||||||||||||
Related Party Transactions | ||||||||||||||
Commitment fee paid | $ 1,800,000 | |||||||||||||
Blackstone Capital Partners V LP | Equity commitment financing | Summit Materials, LLC | Davenport Assets | ||||||||||||||
Related Party Transactions | ||||||||||||||
Equity commitment financing | $ 90,000,000 | |||||||||||||
Continental Cement | ||||||||||||||
Related Party Transactions | ||||||||||||||
Sales to related parties | 1,400,000 | $ 14,300,000 | ||||||||||||
Continental Cement | Summit Materials, LLC | ||||||||||||||
Related Party Transactions | ||||||||||||||
Sales to related parties | $ 1,400,000 | $ 14,300,000 |
Acquisition-Related Liabiliti96
Acquisition-Related Liabilities - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Business Acquisition [Line Items] | |
Average term of noncompete agreements | 5 years |
Summit Materials, LLC | |
Business Acquisition [Line Items] | |
Average term of noncompete agreements | 5 years |
Minimum | |
Business Acquisition [Line Items] | |
Term of payment for deferred consideration | 5 years |
Minimum | Summit Materials, LLC | |
Business Acquisition [Line Items] | |
Term of payment for deferred consideration | 5 years |
Maximum | |
Business Acquisition [Line Items] | |
Term of payment for deferred consideration | 20 years |
Maximum | Summit Materials, LLC | |
Business Acquisition [Line Items] | |
Term of payment for deferred consideration | 20 years |
Acquisition-Related Liabiliti97
Acquisition-Related Liabilities - Remaining Payments Due under Noncompete and Deferred Consideration Agreements (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Business Combinations [Abstract] | |
2,017 | $ 14,967 |
2,018 | 12,827 |
2,019 | 8,362 |
2,020 | 7,228 |
2,021 | 7,228 |
Thereafter | 6,813 |
Total scheduled payments | 57,425 |
Present value adjustments | (12,264) |
Total noncompete obligations and deferred consideration | 45,161 |
Summit Materials, LLC | |
Business Combinations [Abstract] | |
2,017 | 12,467 |
2,018 | 10,327 |
2,019 | 5,862 |
2,020 | 4,728 |
2,021 | 4,728 |
Thereafter | 6,813 |
Total scheduled payments | 44,925 |
Present value adjustments | (9,766) |
Total noncompete obligations and deferred consideration | $ 35,159 |
Supplemental Cash Flow Inform98
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Cash payments: | |||
Interest | $ 82,540 | $ 89,102 | $ 64,097 |
Income taxes | 2,645 | 1,685 | $ 1,361 |
Non cash financing activities: | |||
Purchase of noncontrolling interest in Continental Cement | (29,102) | ||
Stock Dividend | (26,939) | $ (16,847) | |
Exchange of LP units to Common A Stock | $ 953,752 |
Leasing Arrangements - Addition
Leasing Arrangements - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Leases [Abstract] | |||
Rent expense, including short-term rentals | $ 18.6 | $ 12.1 | $ 5.5 |
Royalty expense recorded in cost of revenue | 15.6 | 12.6 | 9 |
Summit Materials, LLC | |||
Leases [Abstract] | |||
Rent expense, including short-term rentals | 18.6 | 12.1 | 5.5 |
Royalty expense recorded in cost of revenue | $ 15.6 | $ 12.6 | $ 9 |
Leasing Arrangements - Minimum
Leasing Arrangements - Minimum Contractual Commitments Under Long-Term Operating Leases (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Leases [Abstract] | |
2017, Operating Leases | $ 7,673 |
2018, Operating Leases | 5,841 |
2019, Operating Leases | 4,852 |
2020, Operating Leases | 4,169 |
2021, Operating Leases | 3,340 |
2017, Royalty Agreements | 5,288 |
2018, Royalty Agreements | 5,122 |
2019, Royalty Agreements | 4,723 |
2020, Royalty Agreements | 4,540 |
2021, Royalty Agreements | 4,241 |
Summit Materials, LLC | |
Leases [Abstract] | |
2017, Operating Leases | 7,673 |
2018, Operating Leases | 5,841 |
2019, Operating Leases | 4,852 |
2020, Operating Leases | 4,169 |
2021, Operating Leases | 3,340 |
2017, Royalty Agreements | 5,288 |
2018, Royalty Agreements | 5,122 |
2019, Royalty Agreements | 4,723 |
2020, Royalty Agreements | 4,540 |
2021, Royalty Agreements | $ 4,241 |
Redeemable Noncontrolling In101
Redeemable Noncontrolling Interest - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016USD ($)installmentitemshares | Dec. 31, 2016 | May 31, 2010shares | |
Redeemable Noncontrolling Interest | |||
Cash consideration | $ 497,848 | ||
Continental Cement | |||
Redeemable Noncontrolling Interest | |||
Aggregate consideration for acquiring noncontrolling interests | 64,100 | ||
Cash consideration | 35,000 | ||
Consideration, Principal amount of note issued | $ 15,000 | ||
Redeemable noncontrolling interest percentage, approximately | 30.00% | ||
Continental Cement | Non interest bearing notes payable | |||
Redeemable Noncontrolling Interest | |||
Number of annual installments | installment | 6 | ||
Annual installments amount of non-interest bearing notes payable | $ 2,500 | ||
Continental Cement | Common Class A | |||
Redeemable Noncontrolling Interest | |||
Consideration, shares issued | shares | 1,029,183 | ||
Number of class units issued | shares | 100 | ||
Economic interest of redeemable noncontrolling interest, approximately | 70.00% | ||
Continental Cement | Common Class B | |||
Redeemable Noncontrolling Interest | |||
Number of class units issued | shares | 100,000,000 | ||
Economic interest of redeemable noncontrolling interest, approximately | 30.00% | ||
Summit Materials, LLC | Continental Cement | |||
Redeemable Noncontrolling Interest | |||
Aggregate consideration for acquiring noncontrolling interests | $ 64,100 | ||
Cash consideration | 35,000 | ||
Redeemable noncontrolling interest percentage, approximately | 30.00% | ||
Summit Materials, LLC | Continental Cement | Non interest bearing notes payable | |||
Redeemable Noncontrolling Interest | |||
Consideration, Principal amount of note issued | $ 15,000 | ||
Number of annual installments | item | 6 | ||
Annual installments amount of non-interest bearing notes payable | $ 2,500 | ||
Summit Materials, LLC | Continental Cement | Common Class A | |||
Redeemable Noncontrolling Interest | |||
Consideration, shares issued | shares | 1,029,183 | ||
Number of class units issued | shares | 100 | ||
Economic interest of redeemable noncontrolling interest, approximately | 70.00% | ||
Summit Materials, LLC | Continental Cement | Common Class B | |||
Redeemable Noncontrolling Interest | |||
Number of class units issued | shares | 100,000,000 | ||
Economic interest of redeemable noncontrolling interest, approximately | 30.00% |
Employee Long Term Incentive102
Employee Long Term Incentive Plan - Additional Information | Aug. 19, 2016$ / shares | Mar. 10, 2015item | Dec. 31, 2016USD ($)item$ / sharesshares | Jan. 02, 2016USD ($)item$ / sharesshares | Dec. 27, 2014USD ($)$ / shares | Mar. 11, 2015$ / sharesshares |
Reorganization | ||||||
Number of Summit LP units purchased by Company, newly issued units (in shares) | 45,124,528 | 18,675,000 | ||||
Exchange of LP units to Common A Stock | $ | $ 953,752,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||||
Risk-free interest rate (as a percent) | 0.88% | |||||
Blackstone Management Partners L.L.C. | ||||||
Reorganization | ||||||
Number of Summit LP units purchased by Company, newly issued units (in shares) | 45,124,528 | |||||
Exchange of LP units to Common A Stock | $ | $ 37,933,804 | |||||
Leverage restoration options, time-vesting | ||||||
Reorganization | ||||||
Stock units vesting period | 4 years | |||||
Percentage of options vesting on each anniversary | 25.00% | |||||
Number of anniversaries over which options vest (in tranches) | item | 4 | |||||
Awards outstanding | 190,020 | 411,727 | ||||
Leverage restoration options, performance-vesting | ||||||
Reorganization | ||||||
Number of units, Vested (in shares) | 187,879 | |||||
Performance objective threshold waived (as a percent) | 3 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||||
Exercise price (in dollars per share) | $ / shares | $ 18 | |||||
Risk-free interest rate (as a percent) | 1.55% | |||||
Dividend yield (as a percent) | 0.00% | |||||
Volatility (as a percent) | 48.00% | |||||
Expected term | 9 years | |||||
Common Class A | Warrants issued to holders of Class C interests | ||||||
Reorganization | ||||||
Exercise price per share under the Omnibus Incentive Plan (in dollars per share) | $ / shares | $ 18 | |||||
Common Class A | Leverage restoration options issued to holders of Class D interests | ||||||
Reorganization | ||||||
Exercise price per share under the Omnibus Incentive Plan (in dollars per share) | $ / shares | $ 18 | |||||
General and administrative expenses | ||||||
Reorganization | ||||||
Modification charge recognized in general and administrative costs | $ | $ 14,500,000 | |||||
General and administrative expenses | Leverage restoration options, performance-vesting | ||||||
Reorganization | ||||||
Performance target expense | $ | $ 37,300,000 | |||||
2015 Omnibus Equity Incentive Plan | ||||||
Reorganization | ||||||
Options, Granted (in dollars per share) | $ / shares | $ 9 | |||||
Awards granted | 5,473,736 | |||||
Stock option exercise price (in dollars per share) | $ / shares | $ 9 | |||||
2015 Omnibus Equity Incentive Plan | Common Class A | ||||||
Reorganization | ||||||
Options, Granted (in dollars per share) | $ / shares | $ 18 | |||||
Stock units vesting period | 4 years | |||||
Percentage of options vesting on each anniversary | 25.00% | |||||
Awards granted | 240,000 | |||||
Stock option exercise price (in dollars per share) | $ / shares | $ 18 | |||||
2015 Omnibus Equity Incentive Plan | Common Class A | Leverage restoration options issued to holders of Class D interests | ||||||
Reorganization | ||||||
Number of warrants (in shares) | 4,358,842 | |||||
Stock options | ||||||
Reorganization | ||||||
Options, Granted (in dollars per share) | $ / shares | $ 8.90 | |||||
Awards granted | 2,822,259 | |||||
Stock option exercise price (in dollars per share) | $ / shares | $ 8.90 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||||
Dividend yield (as a percent) | 0.00% | 0.00% | 0.00% | |||
Volatility (as a percent) | 48.00% | 50.00% | 58.00% | |||
Expected term | 10 years | |||||
Restricted stock units | ||||||
Reorganization | ||||||
Weighted-average grant-date fair value | $ / shares | $ 17.52 | $ 23.79 | ||||
Stock units vesting period | 4 years | |||||
Percentage of options vesting on each anniversary | 25.00% | |||||
Number of anniversaries over which options vest (in tranches) | item | 4 | |||||
Number of units, Granted (in shares) | 363,800 | 10,000 | ||||
Awards outstanding | 352,602 | 10,000 | ||||
Number of units, Vested (in shares) | 2,500 | |||||
Summit Holdings LP | ||||||
Reorganization | ||||||
Number of classes of limited partnership interests | item | 6 | |||||
Number of years required for remaining units to be vested under vesting condition | 4 years | |||||
Number of LP Units outstanding | 69,007,297 | |||||
Summit Holdings LP | Leverage restoration options, time-vesting | ||||||
Reorganization | ||||||
Number of LP Units outstanding | 575,256 | |||||
Summit Holdings LP | Leverage restoration options, performance-vesting | ||||||
Reorganization | ||||||
Number of LP Units outstanding | 2,425,361 | |||||
Summit Holdings LP | Class D-1 | ||||||
Reorganization | ||||||
Units vesting period | 5 years | |||||
Units vesting on first anniversary | 20.00% | |||||
Units vesting monthly following the first anniversary | 80.00% | |||||
Summit Holdings LP | Class D Units | ||||||
Reorganization | ||||||
Fair value of time-vesting units | $ | $ 600,000 | |||||
Weighted-average grant-date fair value | $ / shares | $ 1,368 | |||||
Performance criteria, Achieving 1.75 times return on initial investment | ||||||
Reorganization | ||||||
Performance target ratio, return on initial investment (as a percent) | 1.75 |
Employee Long Term Incentive103
Employee Long Term Incentive Plan - Summary of Information for Class D Unit Interests (Detail) | 12 Months Ended | |
Dec. 31, 2016item$ / sharesshares | Jan. 02, 2016item$ / sharesshares | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options, Beginning balance (in shares) | 2,265,584 | |
Options, Granted (in shares) | 2,822,259 | |
Options, Forfeited (in shares) | (73,046) | |
Options, Exercised (in shares) | (24,354) | |
Options, Ending balance (in shares) | 4,990,443 | 2,265,584 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Options, Beginning balance (in dollars per share) | $ / shares | $ 9 | |
Options, Granted (in dollars per share) | $ / shares | 8.90 | |
Options, Forfeited (in dollars per share) | $ / shares | 9.08 | |
Options, Exercised (in dollars per share) | $ / shares | 8.78 | |
Options, Ending balance (in dollars per share) | $ / shares | $ 8.95 | $ 9 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Awards granted | 2,822,259 | |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of units, Beginning balance (in shares) | 10,000 | |
Number of units, Granted (in shares) | 363,800 | 10,000 |
Number of units, Forfeited (in shares) | (18,698) | |
Number of units, Vested (in shares) | (2,500) | |
Number of units, Ending balance (in shares) | 352,602 | 10,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Number of units, Beginning balance (in dollars per share) | $ / shares | $ 23.79 | |
Number of units, Granted (in dollars per share) | $ / shares | 17.52 | $ 23.79 |
Number of units, Forfeited (in dollars per share) | $ / shares | 18.65 | |
Number of units, Vested (in dollars per share) | $ / shares | 23.79 | |
Number of units, Ending balance (in dollars per share) | $ / shares | $ 17.77 | $ 23.79 |
Stock units vesting period | 4 years | |
Percentage of options vesting on each anniversary | 25.00% | |
Number of anniversaries over which options vest (in tranches) | item | 4 | |
Performance stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of units, Granted (in shares) | 130,691 | |
Number of units, Ending balance (in shares) | 130,691 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Number of units, Granted (in dollars per share) | $ / shares | $ 18.71 | |
Number of units, Ending balance (in dollars per share) | $ / shares | $ 18.71 | |
Warrants | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of units, Beginning balance (in shares) | 160,333 | |
Number of units, Ending balance (in shares) | 160,333 | 160,333 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Number of units, Beginning balance (in dollars per share) | $ / shares | $ 18 | |
Number of units, Ending balance (in dollars per share) | $ / shares | $ 18 | $ 18 |
Other restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of units, Ending balance (in shares) | 34,928 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Stock units vesting period | 3 years | |
Percentage of options vesting on each anniversary | 33.30% | |
Number of anniversaries over which options vest (in tranches) | item | 3 | |
Other restricted stock units | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Number of units, Granted (in dollars per share) | $ / shares | $ 17.07 | |
Other restricted stock units | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Number of units, Granted (in dollars per share) | $ / shares | $ 21.63 | |
2015 Omnibus Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options, Granted (in shares) | 5,473,736 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Options, Granted (in dollars per share) | $ / shares | $ 9 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Contractual term of awards | 10 years | |
Awards granted | 5,473,736 | |
Number of shares authorized | 13,500,000 |
Employee Long Term Incentive104
Employee Long Term Incentive Plan - Weighted Average Assumptions Used to Estimate the Fair Value of Grants (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Class D Units | |||
Risk-free interest rate (as a percent) | 0.88% | ||
Stock options | |||
Class D Units | |||
Risk-free interest rate, Minimum | 1.75% | 1.68% | 0.50% |
Risk-free interest rate, Maximum | 1.97% | 1.92% | 0.68% |
Dividend yield (as a percent) | 0.00% | 0.00% | 0.00% |
Volatility (as a percent) | 48.00% | 50.00% | 58.00% |
Expected term | 10 years | ||
Stock options | Minimum | |||
Class D Units | |||
Expected term | 7 years | 3 years | |
Stock options | Maximum | |||
Class D Units | |||
Expected term | 10 years | 4 years | |
Performance stock units | |||
Class D Units | |||
Risk-free interest rate (as a percent) | 0.88% | ||
Dividend yield (as a percent) | 0.00% | ||
Volatility (as a percent) | 37.00% | ||
Expected term | 3 years |
Employee Long Term Incentive105
Employee Long Term Incentive Plan - Compensation and Intrinsic Value (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 49.9 | $ 19.9 | $ 2.2 |
Unrecognized compensation cost | $ 29.9 | ||
Weighted average contractual term, unrecognized compensation cost | 2 years 9 months 18 days | ||
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average remaining contractual term | 8 years 3 months 18 days | ||
Weighted average strike price (in dollars per share) | $ 17.94 | ||
Intrinsic value, options outstanding | $ 29.2 | ||
Intrinsic value, options exercised | $ 0.1 | ||
Weighted average strike price, exercisable (in dollars per share) | $ 18.03 | ||
Weighed average remaining contractual term, exercisable | 8 years 2 months 12 days | ||
Exercisable (in shares) | 1.1 | ||
Intrinsic value, exercisable stock options | $ 6.4 | ||
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average remaining contractual term | 9 years 2 months 12 days | ||
Intrinsic value, units outstanding | $ 8.4 | ||
Intrinsic value, vested | $ 0.1 | ||
Performance stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average remaining contractual term | 9 years 2 months 12 days | ||
Intrinsic value, units outstanding | $ 3.1 |
Segment Information - Financial
Segment Information - Financial Data (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Jan. 02, 2016USD ($) | Dec. 27, 2014USD ($) | |
Segment Information | |||
Number of operating segments | segment | 3 | ||
Total revenue | $ 1,626,063 | $ 1,432,297 | $ 1,204,231 |
Adjusted EBITDA | 371,347 | 287,528 | 189,033 |
Interest expense | 97,536 | 84,629 | 86,742 |
Depreciation, depletion and amortization | 147,736 | 118,321 | 86,955 |
Accretion | 1,564 | 1,402 | 871 |
IPO/Legacy modification costs | 37,257 | 28,296 | |
Loss on debt financings | 71,631 | ||
Tax receivable agreement expense | 14,938 | ||
Transaction costs | 6,797 | 9,519 | 8,554 |
Management fees and expenses | (1,379) | 1,046 | 4,933 |
Non-cash compensation | 12,683 | 5,448 | 2,235 |
(Gain) loss on disposal and impairment of assets | 3,805 | (16,561) | 8,735 |
Other | 9,583 | 2,991 | 3,344 |
Income (loss) from operations before taxes | 40,827 | (19,194) | (13,336) |
Total capital expenditures | 153,483 | 88,950 | 76,162 |
Total depreciation, depletion, amortization and accretion | 149,300 | 119,723 | 87,826 |
Total assets | $ 2,781,466 | 2,396,179 | 1,712,653 |
Summit Materials, LLC | |||
Segment Information | |||
Number of operating segments | segment | 3 | ||
Total revenue | $ 1,626,063 | 1,432,297 | 1,204,231 |
Adjusted EBITDA | 371,334 | 287,528 | 189,033 |
Interest expense | 96,483 | 83,757 | 86,742 |
Depreciation, depletion and amortization | 147,736 | 118,321 | 86,955 |
Accretion | 1,564 | 1,402 | 871 |
IPO/Legacy modification costs | 37,257 | 28,296 | |
Loss on debt financings | 71,631 | ||
Transaction costs | 6,797 | 9,519 | 8,554 |
Management fees and expenses | (1,379) | 1,046 | 4,933 |
Non-cash compensation | 12,683 | 5,448 | 2,235 |
(Gain) loss on disposal and impairment of assets | 3,805 | (16,561) | 8,735 |
Other | 9,583 | 2,991 | 3,344 |
Income (loss) from operations before taxes | 56,805 | (18,322) | (13,336) |
Total capital expenditures | 153,483 | 88,950 | 76,162 |
Total depreciation, depletion, amortization and accretion | 149,300 | 119,723 | 87,826 |
Total assets | 2,776,420 | 2,395,162 | 1,712,653 |
Operating segment | |||
Segment Information | |||
Total capital expenditures | 148,235 | 83,315 | 71,629 |
Total depreciation, depletion, amortization and accretion | 146,891 | 117,408 | 86,358 |
Total assets | 2,641,816 | 2,210,607 | 1,689,428 |
Operating segment | Summit Materials, LLC | |||
Segment Information | |||
Total revenue | 1,626,063 | 1,432,297 | 1,204,231 |
Adjusted EBITDA | 126,007 | 92,303 | 73,822 |
Total capital expenditures | 148,235 | 83,315 | 71,629 |
Total depreciation, depletion, amortization and accretion | 146,891 | 117,408 | 86,358 |
Total assets | 2,641,816 | 2,210,607 | 1,689,428 |
Operating segment | West | |||
Segment Information | |||
Total revenue | 813,682 | 804,503 | 665,716 |
Adjusted EBITDA | 167,434 | 150,764 | 102,272 |
Total capital expenditures | 77,335 | 39,896 | 31,968 |
Total depreciation, depletion, amortization and accretion | 65,345 | 53,727 | 33,271 |
Total assets | 902,763 | 821,479 | 771,234 |
Operating segment | West | Summit Materials, LLC | |||
Segment Information | |||
Total revenue | 813,682 | 804,503 | 665,716 |
Adjusted EBITDA | 167,434 | 150,764 | 102,272 |
Total capital expenditures | 77,335 | 39,896 | 31,968 |
Total depreciation, depletion, amortization and accretion | 65,345 | 53,727 | 33,271 |
Total assets | 902,763 | 821,479 | 771,234 |
Operating segment | East | |||
Segment Information | |||
Total revenue | 531,294 | 432,310 | 432,942 |
Adjusted EBITDA | 126,007 | 92,303 | 73,822 |
Total capital expenditures | 45,492 | 26,268 | 23,702 |
Total depreciation, depletion, amortization and accretion | 51,540 | 38,923 | 38,035 |
Total assets | 870,613 | 545,187 | 553,843 |
Operating segment | East | Summit Materials, LLC | |||
Segment Information | |||
Total revenue | 531,294 | 432,310 | 432,942 |
Total capital expenditures | 45,492 | 26,268 | 23,702 |
Total depreciation, depletion, amortization and accretion | 51,540 | 38,923 | 38,035 |
Total assets | 870,613 | 545,187 | 553,843 |
Operating segment | Cement | |||
Segment Information | |||
Total revenue | 281,087 | 195,484 | 105,573 |
Adjusted EBITDA | 112,991 | 74,845 | 35,133 |
Total capital expenditures | 25,408 | 17,151 | 15,959 |
Total depreciation, depletion, amortization and accretion | 30,006 | 24,758 | 15,052 |
Total assets | 868,440 | 843,941 | 364,351 |
Operating segment | Cement | Summit Materials, LLC | |||
Segment Information | |||
Total revenue | 281,087 | 195,484 | 105,573 |
Adjusted EBITDA | 112,991 | 74,845 | 35,133 |
Total capital expenditures | 25,408 | 17,151 | 15,959 |
Total depreciation, depletion, amortization and accretion | 30,006 | 24,758 | 15,052 |
Total assets | 868,440 | 843,941 | 364,351 |
Corporate and other | |||
Segment Information | |||
Adjusted EBITDA | (35,085) | (30,384) | (22,194) |
Total capital expenditures | 5,248 | 5,635 | 4,533 |
Total depreciation, depletion, amortization and accretion | 2,409 | 2,315 | 1,468 |
Total assets | 139,650 | 185,572 | 23,225 |
Corporate and other | Summit Materials, LLC | |||
Segment Information | |||
Adjusted EBITDA | (35,098) | (30,384) | (22,194) |
Total capital expenditures | 5,248 | 5,635 | 4,533 |
Total depreciation, depletion, amortization and accretion | 2,409 | 2,315 | 1,468 |
Total assets | $ 134,604 | $ 184,555 | $ 23,225 |
Segment Information - By Produc
Segment Information - By Product (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Revenue by product | |||
Total revenue | $ 1,626,063 | $ 1,432,297 | $ 1,204,231 |
Aggregates | |||
Revenue by product | |||
Total revenue | 264,609 | 219,040 | 161,496 |
Cement | |||
Revenue by product | |||
Total revenue | 250,349 | 167,696 | 89,911 |
Ready-mixed concrete | |||
Revenue by product | |||
Total revenue | 395,917 | 350,262 | 274,220 |
Asphalt | |||
Revenue by product | |||
Total revenue | 239,419 | 252,031 | 237,510 |
Paving and related services | |||
Revenue by product | |||
Total revenue | 304,041 | 295,995 | 326,378 |
Other | |||
Revenue by product | |||
Total revenue | 171,728 | 147,273 | 114,716 |
Summit Materials, LLC | |||
Revenue by product | |||
Total revenue | 1,626,063 | 1,432,297 | 1,204,231 |
Summit Materials, LLC | Aggregates | |||
Revenue by product | |||
Total revenue | 264,609 | 219,040 | 161,496 |
Summit Materials, LLC | Cement | |||
Revenue by product | |||
Total revenue | 250,349 | 167,696 | 89,911 |
Summit Materials, LLC | Ready-mixed concrete | |||
Revenue by product | |||
Total revenue | 395,917 | 350,262 | 274,220 |
Summit Materials, LLC | Asphalt | |||
Revenue by product | |||
Total revenue | 239,419 | 252,031 | 237,510 |
Summit Materials, LLC | Paving and related services | |||
Revenue by product | |||
Total revenue | 304,041 | 295,995 | 326,378 |
Summit Materials, LLC | Other | |||
Revenue by product | |||
Total revenue | $ 171,728 | $ 147,273 | $ 114,716 |
Guarantor and Non-Guarantor Fin
Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Balance Sheets (Details) - USD ($) | Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 143,392,000 | $ 186,405,000 | $ 13,215,000 | $ 18,184,000 |
Accounts receivable, net | 162,377,000 | 145,544,000 | ||
Cost and estimated earnings in excess of billings | 7,450,000 | 5,690,000 | ||
Inventories | 157,679,000 | 130,082,000 | ||
Other current assets | 12,800,000 | 4,807,000 | ||
Total current assets | 483,698,000 | 472,528,000 | ||
Property, plant and equipment, net | 1,446,452,000 | 1,269,006,000 | ||
Goodwill | 782,212,000 | 596,397,000 | 419,270,000 | |
Intangible assets, net | 17,989,000 | 15,005,000 | ||
Other assets | 51,115,000 | 43,243,000 | ||
Total assets | 2,781,466,000 | 2,396,179,000 | 1,712,653,000 | |
Current liabilities: | ||||
Current portion of debt | 6,500,000 | 6,500,000 | ||
Current portion of acquisition-related liabilities | 24,162,000 | 20,584,000 | ||
Accounts payable | 81,565,000 | 81,397,000 | ||
Accrued expenses | 111,605,000 | 92,942,000 | ||
Billings in excess of costs and estimated earnings | 15,456,000 | 13,081,000 | ||
Total current liabilities | 239,288,000 | 214,504,000 | ||
Long-term debt | 1,514,456,000 | 1,273,652,000 | ||
Acquisition-related liabilities | 32,664,000 | 39,977,000 | ||
Other noncurrent liabilities | 135,019,000 | 100,186,000 | ||
Total liabilities | 1,921,427,000 | 1,628,319,000 | ||
Total liabilities and stockholders' equity / member's interest | 2,781,466,000 | 2,396,179,000 | ||
Summit Materials, LLC | ||||
Current assets: | ||||
Cash and cash equivalents | 142,672,000 | 185,388,000 | 13,215,000 | 14,917,000 |
Accounts receivable, net | 162,377,000 | 145,544,000 | ||
Cost and estimated earnings in excess of billings | 7,450,000 | 5,690,000 | ||
Inventories | 157,679,000 | 130,082,000 | ||
Other current assets | 12,800,000 | 4,807,000 | ||
Total current assets | 482,978,000 | 471,511,000 | ||
Property, plant and equipment, net | 1,446,452,000 | 1,269,006,000 | ||
Goodwill | 782,212,000 | 596,397,000 | 419,270,000 | |
Intangible assets, net | 17,989,000 | 15,005,000 | ||
Other assets | 46,789,000 | 43,243,000 | ||
Total assets | 2,776,420,000 | 2,395,162,000 | 1,712,653,000 | |
Current liabilities: | ||||
Current portion of debt | 6,500,000 | 6,500,000 | ||
Current portion of acquisition-related liabilities | 21,663,000 | 18,084,000 | ||
Accounts payable | 81,610,000 | 81,397,000 | ||
Accrued expenses | 110,473,000 | 92,942,000 | ||
Billings in excess of costs and estimated earnings | 15,456,000 | 13,081,000 | ||
Total current liabilities | 235,702,000 | 212,004,000 | ||
Long-term debt | 1,514,456,000 | 1,273,652,000 | ||
Acquisition-related liabilities | 25,161,000 | 31,028,000 | ||
Other noncurrent liabilities | 124,708,000 | 100,186,000 | ||
Total liabilities | 1,900,027,000 | 1,616,870,000 | ||
Total member's interest | 876,393,000 | 778,292,000 | ||
Total liabilities and stockholders' equity / member's interest | 2,776,420,000 | 2,395,162,000 | ||
Summit Materials, LLC | Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | (10,666,000) | (11,600,000) | (7,112,000) | (2,540,000) |
Accounts receivable, net | (102,000) | (54,000) | ||
Intercompany receivables | (843,434,000) | (687,383,000) | ||
Total current assets | (854,202,000) | (699,037,000) | ||
Other assets | (3,283,133,000) | (1,930,926,000) | ||
Total assets | (4,137,335,000) | (2,629,963,000) | ||
Current liabilities: | ||||
Accounts payable | (102,000) | (54,000) | ||
Accrued expenses | (10,666,000) | (11,600,000) | ||
Intercompany payables | (843,434,000) | (687,383,000) | ||
Total current liabilities | (854,202,000) | (699,037,000) | ||
Other noncurrent liabilities | (165,242,000) | (155,293,000) | ||
Total liabilities | (1,019,444,000) | (854,330,000) | ||
Total member's interest | (3,117,891,000) | (1,775,633,000) | ||
Total liabilities and stockholders' equity / member's interest | (4,137,335,000) | (2,629,963,000) | ||
Summit Materials, LLC | Issuers | ||||
Current assets: | ||||
Cash and cash equivalents | 133,862,000 | 180,712,000 | 10,837,000 | 10,375,000 |
Accounts receivable, net | 1,000 | |||
Intercompany receivables | 521,658,000 | 562,311,000 | ||
Other current assets | 1,259,000 | 764,000 | ||
Total current assets | 656,779,000 | 743,788,000 | ||
Property, plant and equipment, net | 7,033,000 | 10,355,000 | ||
Other assets | 3,202,706,000 | 1,840,889,000 | ||
Total assets | 3,866,518,000 | 2,595,032,000 | ||
Current liabilities: | ||||
Current portion of debt | 6,500,000 | 6,500,000 | ||
Current portion of acquisition-related liabilities | 1,000,000 | 1,400,000 | ||
Accounts payable | 1,497,000 | 2,138,000 | ||
Accrued expenses | 46,460,000 | 40,437,000 | ||
Intercompany payables | 509,503,000 | 122,174,000 | ||
Total current liabilities | 564,960,000 | 172,649,000 | ||
Long-term debt | 1,514,456,000 | 1,273,652,000 | ||
Other noncurrent liabilities | 2,395,000 | 1,292,000 | ||
Total liabilities | 2,081,811,000 | 1,447,593,000 | ||
Total member's interest | 1,784,707,000 | 1,147,439,000 | ||
Total liabilities and stockholders' equity / member's interest | 3,866,518,000 | 2,595,032,000 | ||
Summit Materials, LLC | Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 4,820,000 | 4,068,000 | 695,000 | 3,442,000 |
Accounts receivable, net | 155,389,000 | 136,916,000 | ||
Intercompany receivables | 321,776,000 | 114,402,000 | ||
Cost and estimated earnings in excess of billings | 6,830,000 | 5,389,000 | ||
Inventories | 153,374,000 | 126,553,000 | ||
Other current assets | 11,012,000 | 3,306,000 | ||
Total current assets | 653,201,000 | 390,634,000 | ||
Property, plant and equipment, net | 1,418,902,000 | 1,232,340,000 | ||
Goodwill | 735,490,000 | 550,028,000 | ||
Intangible assets, net | 17,989,000 | 13,797,000 | ||
Other assets | 125,270,000 | 130,992,000 | ||
Total assets | 2,950,852,000 | 2,317,791,000 | ||
Current liabilities: | ||||
Current portion of acquisition-related liabilities | 20,663,000 | 16,684,000 | ||
Accounts payable | 76,886,000 | 74,111,000 | ||
Accrued expenses | 73,807,000 | 62,217,000 | ||
Intercompany payables | 327,405,000 | 562,537,000 | ||
Billings in excess of costs and estimated earnings | 15,242,000 | 12,980,000 | ||
Total current liabilities | 514,003,000 | 728,529,000 | ||
Acquisition-related liabilities | 25,161,000 | 31,028,000 | ||
Other noncurrent liabilities | 231,199,000 | 197,484,000 | ||
Total liabilities | 770,363,000 | 957,041,000 | ||
Total member's interest | 2,180,489,000 | 1,360,750,000 | ||
Total liabilities and stockholders' equity / member's interest | 2,950,852,000 | 2,317,791,000 | ||
Summit Materials, LLC | Non Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 14,656,000 | 12,208,000 | 8,793,000 | 3,631,000 |
Accounts receivable, net | 7,090,000 | 8,681,000 | ||
Intercompany receivables | 10,670,000 | |||
Cost and estimated earnings in excess of billings | 620,000 | 301,000 | ||
Inventories | 4,305,000 | 3,529,000 | ||
Other current assets | 529,000 | 737,000 | ||
Total current assets | 27,200,000 | 36,126,000 | ||
Property, plant and equipment, net | 20,517,000 | 26,311,000 | ||
Goodwill | 46,722,000 | 46,369,000 | ||
Intangible assets, net | 1,208,000 | |||
Other assets | 1,946,000 | 2,288,000 | ||
Total assets | 96,385,000 | 112,302,000 | ||
Current liabilities: | ||||
Accounts payable | 3,329,000 | 5,202,000 | ||
Accrued expenses | 872,000 | 1,888,000 | ||
Intercompany payables | 6,526,000 | 2,672,000 | ||
Billings in excess of costs and estimated earnings | 214,000 | 101,000 | ||
Total current liabilities | 10,941,000 | 9,863,000 | ||
Other noncurrent liabilities | 56,356,000 | 56,703,000 | ||
Total liabilities | 67,297,000 | 66,566,000 | ||
Total member's interest | 29,088,000 | 45,736,000 | ||
Total liabilities and stockholders' equity / member's interest | $ 96,385,000 | $ 112,302,000 | ||
Summit Materials, LLC | Non Wholly-owned Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | $ 2,000 | $ 9,000 |
Guarantor and Non-Guarantor 109
Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Statements of Operations and Comprehensive Loss (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Mar. 11, 2015 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Jan. 02, 2016 | Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Condensed Consolidating Statements of Operations | |||||||||||||
Revenue | $ 1,626,063 | $ 1,432,297 | $ 1,204,231 | ||||||||||
Cost of revenue (excluding items shown separately below) | 1,072,070 | 990,645 | 887,160 | ||||||||||
Depreciation, depletion, amortization and accretion | 149,300 | 119,723 | 87,826 | ||||||||||
Operating income (loss) | $ 48,604 | $ 88,253 | $ 46,732 | $ (29,555) | $ 67,990 | $ 83,357 | $ 42,300 | $ (59,006) | 154,034 | 134,641 | 69,959 | ||
Other (income) loss, net | 733 | (2,425) | (3,447) | ||||||||||
Interest expense | 97,536 | 84,629 | 86,742 | ||||||||||
Income (loss) from operations before taxes | 40,827 | (19,194) | (13,336) | ||||||||||
Income tax (benefit) expense | (5,299) | (18,263) | (6,983) | ||||||||||
Income (loss) from continuing operations | 6,049 | 61,106 | 21,505 | (42,534) | 45,816 | 33,815 | (725) | (79,837) | 46,126 | (931) | (6,353) | ||
Income from discontinued operations | (2,415) | (71) | |||||||||||
Net income (loss) | $ (41,415) | 6,049 | 61,106 | 21,505 | (42,534) | 47,416 | 33,872 | 33 | (79,837) | $ 44,789 | 46,126 | 1,484 | (6,282) |
Net income (loss) attributable to member of Summit Materials, LLC | (290) | 44,820 | 13,371 | (21,118) | 23,363 | 14,711 | (205) | (10,151) | 36,783 | 27,718 | |||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | 37,329 | 24,923 | |||||||||||
Summit Materials, LLC | |||||||||||||
Condensed Consolidating Statements of Operations | |||||||||||||
Revenue | 1,626,063 | 1,432,297 | 1,204,231 | ||||||||||
Cost of revenue (excluding items shown separately below) | 1,072,070 | 990,645 | 887,160 | ||||||||||
General and administrative expenses | 250,659 | 187,288 | 159,286 | ||||||||||
Depreciation, depletion, amortization and accretion | 149,300 | 119,723 | 87,826 | ||||||||||
Operating income (loss) | 48,604 | 88,253 | 46,732 | (29,555) | 67,990 | 83,357 | 42,300 | (59,006) | 154,034 | 134,641 | 69,959 | ||
Other (income) loss, net | 69,206 | ||||||||||||
Other (income) loss, net | 746 | (2,425) | (3,447) | ||||||||||
Interest expense | 96,483 | 83,757 | 86,742 | ||||||||||
Income (loss) from operations before taxes | 56,805 | (18,322) | (13,336) | ||||||||||
Income tax (benefit) expense | (5,282) | (18,263) | (6,983) | ||||||||||
Income (loss) from continuing operations | 21,211 | 61,360 | 21,759 | (42,243) | 46,106 | 34,106 | (434) | (79,837) | 62,087 | (59) | (6,353) | ||
Income from discontinued operations | (2,415) | (71) | |||||||||||
Net income (loss) | $ 21,211 | $ 61,360 | $ 21,759 | $ (42,243) | $ 47,706 | $ 34,163 | $ 324 | $ (79,837) | 62,087 | 2,356 | (6,282) | ||
Net income (loss) attributable to noncontrolling interest | 16 | (1,826) | 2,495 | ||||||||||
Net income (loss) attributable to member of Summit Materials, LLC | 62,071 | 4,182 | (8,777) | ||||||||||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | 63,093 | (8,738) | (18,278) | ||||||||||
Summit Materials, LLC | Eliminations | |||||||||||||
Condensed Consolidating Statements of Operations | |||||||||||||
Revenue | (7,859) | (32,685) | (27,933) | ||||||||||
Cost of revenue (excluding items shown separately below) | (7,859) | (32,685) | (27,933) | ||||||||||
Other (income) loss, net | 166,632 | ||||||||||||
Other (income) loss, net | 238,874 | 71,514 | |||||||||||
Interest expense | (9,113) | ||||||||||||
Income (loss) from operations before taxes | (238,874) | (166,632) | (62,401) | ||||||||||
Income (loss) from continuing operations | (238,874) | (166,632) | (62,401) | ||||||||||
Net income (loss) | (238,874) | (166,632) | (62,401) | ||||||||||
Net income (loss) attributable to noncontrolling interest | 16 | (1,826) | 2,495 | ||||||||||
Net income (loss) attributable to member of Summit Materials, LLC | (238,890) | (164,806) | (64,896) | ||||||||||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | (237,868) | (151,886) | (53,815) | ||||||||||
Summit Materials, LLC | Issuers | |||||||||||||
Condensed Consolidating Statements of Operations | |||||||||||||
General and administrative expenses | 91,533 | 73,555 | 30,736 | ||||||||||
Depreciation, depletion, amortization and accretion | 2,410 | 2,316 | 1,468 | ||||||||||
Operating income (loss) | (93,943) | (75,871) | (32,204) | ||||||||||
Other (income) loss, net | (107,275) | ||||||||||||
Other (income) loss, net | (239,082) | (53,827) | |||||||||||
Interest expense | 83,068 | 27,222 | 31,827 | ||||||||||
Income (loss) from operations before taxes | 62,071 | 4,182 | (10,204) | ||||||||||
Income tax (benefit) expense | (1,427) | ||||||||||||
Income (loss) from continuing operations | 62,071 | 4,182 | (8,777) | ||||||||||
Net income (loss) | 62,071 | 4,182 | (8,777) | ||||||||||
Net income (loss) attributable to member of Summit Materials, LLC | 62,071 | 4,182 | (8,777) | ||||||||||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | 63,093 | (8,738) | (18,278) | ||||||||||
Summit Materials, LLC | Non Wholly-owned Guarantors | |||||||||||||
Condensed Consolidating Statements of Operations | |||||||||||||
Revenue | 94,402 | ||||||||||||
Cost of revenue (excluding items shown separately below) | 67,951 | ||||||||||||
General and administrative expenses | 6,763 | ||||||||||||
Depreciation, depletion, amortization and accretion | 14,500 | ||||||||||||
Operating income (loss) | 5,188 | ||||||||||||
Other (income) loss, net | (14,444) | ||||||||||||
Interest expense | 11,608 | ||||||||||||
Income (loss) from operations before taxes | 8,024 | ||||||||||||
Income (loss) from continuing operations | 8,024 | ||||||||||||
Net income (loss) | 8,024 | ||||||||||||
Net income (loss) attributable to member of Summit Materials, LLC | 8,024 | ||||||||||||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | 2,759 | ||||||||||||
Summit Materials, LLC | Guarantors | |||||||||||||
Condensed Consolidating Statements of Operations | |||||||||||||
Revenue | 1,586,858 | 1,364,622 | 1,065,590 | ||||||||||
Cost of revenue (excluding items shown separately below) | 1,047,398 | 958,527 | 796,078 | ||||||||||
General and administrative expenses | 152,752 | 107,282 | 119,250 | ||||||||||
Depreciation, depletion, amortization and accretion | 142,773 | 112,166 | 70,116 | ||||||||||
Operating income (loss) | 243,935 | 186,647 | 80,146 | ||||||||||
Other (income) loss, net | 9,555 | ||||||||||||
Other (income) loss, net | 1,280 | (6,687) | |||||||||||
Interest expense | 9,956 | 52,970 | 51,248 | ||||||||||
Income (loss) from operations before taxes | 232,699 | 124,122 | 35,585 | ||||||||||
Income tax (benefit) expense | (5,551) | (18,664) | (5,766) | ||||||||||
Income (loss) from continuing operations | 238,250 | 142,786 | 41,351 | ||||||||||
Income from discontinued operations | (2,415) | (71) | |||||||||||
Net income (loss) | 238,250 | 145,201 | 41,422 | ||||||||||
Net income (loss) attributable to member of Summit Materials, LLC | 238,250 | 145,201 | 41,422 | ||||||||||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | 239,353 | 146,380 | 41,422 | ||||||||||
Summit Materials, LLC | Non Guarantors | |||||||||||||
Condensed Consolidating Statements of Operations | |||||||||||||
Revenue | 47,064 | 100,360 | 72,172 | ||||||||||
Cost of revenue (excluding items shown separately below) | 32,531 | 64,803 | 51,064 | ||||||||||
General and administrative expenses | 6,374 | 6,451 | 2,537 | ||||||||||
Depreciation, depletion, amortization and accretion | 4,117 | 5,241 | 1,742 | ||||||||||
Operating income (loss) | 4,042 | 23,865 | 16,829 | ||||||||||
Other (income) loss, net | 294 | ||||||||||||
Other (income) loss, net | (326) | (3) | |||||||||||
Interest expense | 3,459 | 3,565 | 1,172 | ||||||||||
Income (loss) from operations before taxes | 909 | 20,006 | 15,660 | ||||||||||
Income tax (benefit) expense | 269 | 401 | 210 | ||||||||||
Income (loss) from continuing operations | 640 | 19,605 | 15,450 | ||||||||||
Net income (loss) | 640 | 19,605 | 15,450 | ||||||||||
Net income (loss) attributable to member of Summit Materials, LLC | 640 | 19,605 | 15,450 | ||||||||||
Comprehensive (loss) income attributable to member of Summit Materials, LLC | $ (1,485) | $ 5,506 | $ 9,634 |
Guarantor and Non-Guarantor 110
Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | $ 244,863 | $ 98,203 | $ 79,238 |
Cash flow from investing activities: | |||
Acquisitions, net of cash acquired | (336,958) | (510,017) | (397,854) |
Purchase of property, plant and equipment | (153,483) | (88,950) | (76,162) |
Proceeds from the sale of property, plant, and equipment | 16,868 | 13,110 | 13,366 |
Other | 2,921 | 1,510 | (630) |
Net cash used for investing activities | (470,652) | (584,347) | (461,280) |
Cash flow from financing activities: | |||
Capital issuance costs | (136) | (61,609) | |
Net proceeds from debt issuance | 354,000 | 1,748,875 | 762,250 |
Payments on long-term debt | (120,702) | (1,505,486) | (389,270) |
Payments on acquisition-related liabilities | (32,040) | (18,056) | (10,935) |
Financing costs | (5,801) | (14,246) | (9,085) |
Distributions from partnership | (13,034) | (28,736) | |
Other | 420 | (1) | (88) |
Net cash provided by financing activities | 182,707 | 660,337 | 377,222 |
Impact of cash on foreign currency | 69 | (1,003) | (149) |
Net increase (decrease) in cash | (43,013) | 173,190 | (4,969) |
Cash and cash equivalents-beginning of period | 186,405 | 13,215 | 18,184 |
Cash and cash equivalents-end of period | 143,392 | 186,405 | 13,215 |
Summit Materials, LLC | |||
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | 244,877 | 98,203 | 79,238 |
Cash flow from investing activities: | |||
Acquisitions, net of cash acquired | (336,958) | (510,017) | (397,854) |
Purchase of property, plant and equipment | (153,483) | (88,950) | (76,162) |
Proceeds from the sale of property, plant, and equipment | 16,868 | 13,110 | 13,366 |
Other | 2,921 | 1,510 | (630) |
Net cash used for investing activities | (470,652) | (584,347) | (461,280) |
Cash flow from financing activities: | |||
Proceeds from investment by member | 27,377 | 507,766 | 27,617 |
Capital issuance costs | (136) | (12,930) | |
Net proceeds from debt issuance | 354,000 | 1,748,875 | 762,250 |
Payments on long-term debt | (120,702) | (1,505,486) | (389,270) |
Payments on acquisition-related liabilities | (29,540) | (18,056) | (10,935) |
Financing costs | (5,801) | (14,246) | (9,085) |
Distributions from partnership | (42,192) | (46,603) | |
Other | (16) | (88) | |
Net cash provided by financing activities | 182,990 | 659,320 | 380,489 |
Impact of cash on foreign currency | 69 | (1,003) | (149) |
Net increase (decrease) in cash | (42,716) | 172,173 | (1,702) |
Cash and cash equivalents-beginning of period | 185,388 | 13,215 | 14,917 |
Cash and cash equivalents-end of period | 142,672 | 185,388 | 13,215 |
Summit Materials, LLC | Eliminations | |||
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | (167) | (2,000) | |
Cash flow from investing activities: | |||
Other | 1,354 | ||
Net cash used for investing activities | 1,354 | ||
Cash flow from financing activities: | |||
Proceeds from investment by member | (1,354) | ||
Loans received from and payments made on loans from other Summit Companies | 934 | (5,544) | (4,572) |
Payments on long-term debt | 1,056 | ||
Other | 167 | 2,000 | |
Net cash provided by financing activities | 934 | (4,321) | (3,926) |
Net increase (decrease) in cash | 934 | (4,488) | (4,572) |
Cash and cash equivalents-beginning of period | (11,600) | (7,112) | (2,540) |
Cash and cash equivalents-end of period | (10,666) | (11,600) | (7,112) |
Summit Materials, LLC | Issuers | |||
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | (132,328) | (276,104) | (40,964) |
Cash flow from investing activities: | |||
Acquisitions, net of cash acquired | (42,844) | (181,754) | |
Purchase of property, plant and equipment | (5,247) | (5,636) | (4,534) |
Net cash used for investing activities | (48,091) | (5,636) | (186,288) |
Cash flow from financing activities: | |||
Proceeds from investment by member | (502,140) | (155,060) | 27,617 |
Capital issuance costs | (136) | (12,930) | |
Net proceeds from debt issuance | 354,000 | 1,748,875 | 762,250 |
Loans received from and payments made on loans from other Summit Companies | 440,738 | (208,459) | (170,915) |
Payments on long-term debt | (110,500) | (859,796) | (380,065) |
Payments on acquisition-related liabilities | (400) | (166) | (2,000) |
Financing costs | (5,801) | (14,246) | (9,085) |
Distributions from partnership | (42,192) | (46,603) | |
Other | (88) | ||
Net cash provided by financing activities | 133,569 | 451,615 | 227,714 |
Net increase (decrease) in cash | (46,850) | 169,875 | 462 |
Cash and cash equivalents-beginning of period | 180,712 | 10,837 | 10,375 |
Cash and cash equivalents-end of period | 133,862 | 180,712 | 10,837 |
Summit Materials, LLC | Non Wholly-owned Guarantors | |||
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | 11,776 | ||
Cash flow from investing activities: | |||
Purchase of property, plant and equipment | (14,941) | ||
Other | (1,387) | ||
Net cash used for investing activities | (16,328) | ||
Cash flow from financing activities: | |||
Loans received from and payments made on loans from other Summit Companies | 5,338 | ||
Payments on long-term debt | (793) | ||
Net cash provided by financing activities | 4,545 | ||
Net increase (decrease) in cash | (7) | ||
Cash and cash equivalents-beginning of period | 2 | 9 | |
Cash and cash equivalents-end of period | 2 | ||
Summit Materials, LLC | Guarantors | |||
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | 373,588 | 356,187 | 102,219 |
Cash flow from investing activities: | |||
Acquisitions, net of cash acquired | (294,114) | (510,017) | (216,100) |
Purchase of property, plant and equipment | (146,336) | (81,980) | (55,222) |
Proceeds from the sale of property, plant, and equipment | 16,606 | 12,945 | 13,134 |
Other | 2,921 | 1,510 | (597) |
Net cash used for investing activities | (420,923) | (577,542) | (258,785) |
Cash flow from financing activities: | |||
Proceeds from investment by member | 529,517 | 662,826 | |
Loans received from and payments made on loans from other Summit Companies | (442,072) | 226,703 | 173,166 |
Payments on long-term debt | (10,202) | (646,746) | (8,412) |
Payments on acquisition-related liabilities | (29,140) | (17,890) | (8,935) |
Other | (16) | (167) | (2,000) |
Net cash provided by financing activities | 48,087 | 224,726 | 153,819 |
Net increase (decrease) in cash | 752 | 3,371 | (2,747) |
Cash and cash equivalents-beginning of period | 4,068 | 695 | 3,442 |
Cash and cash equivalents-end of period | 4,820 | 4,068 | 695 |
Summit Materials, LLC | Non Guarantors | |||
Condensed Consolidating Statements of Operations | |||
Net cash (used in) provided by operating activities | 3,617 | 18,287 | 8,207 |
Cash flow from investing activities: | |||
Purchase of property, plant and equipment | (1,900) | (1,334) | (1,465) |
Proceeds from the sale of property, plant, and equipment | 262 | 165 | 232 |
Net cash used for investing activities | (1,638) | (1,169) | (1,233) |
Cash flow from financing activities: | |||
Proceeds from investment by member | 1,354 | ||
Loans received from and payments made on loans from other Summit Companies | 400 | (12,700) | (3,017) |
Net cash provided by financing activities | 400 | (12,700) | (1,663) |
Impact of cash on foreign currency | 69 | (1,003) | (149) |
Net increase (decrease) in cash | 2,448 | 3,415 | 5,162 |
Cash and cash equivalents-beginning of period | 12,208 | 8,793 | 3,631 |
Cash and cash equivalents-end of period | $ 14,656 | $ 12,208 | $ 8,793 |
Supplementary Data (Unaudite111
Supplementary Data (Unaudited) - Supplemental Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Mar. 11, 2015 | Dec. 31, 2016 | Oct. 01, 2016 | Jul. 02, 2016 | Apr. 02, 2016 | Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Jan. 02, 2016 | Dec. 31, 2016 | Jan. 02, 2016 | Dec. 27, 2014 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||||
Net revenue | $ 387,389 | $ 480,210 | $ 412,636 | $ 208,039 | $ 359,532 | $ 426,286 | $ 329,009 | $ 175,139 | $ 1,488,274 | $ 1,289,966 | $ 1,070,605 | ||
Operating income (loss) | 48,604 | 88,253 | 46,732 | (29,555) | 67,990 | 83,357 | 42,300 | (59,006) | 154,034 | 134,641 | 69,959 | ||
Income (loss) from continuing operations | 6,049 | 61,106 | 21,505 | (42,534) | 45,816 | 33,815 | (725) | (79,837) | 46,126 | (931) | (6,353) | ||
Net income (loss) | $ (41,415) | 6,049 | 61,106 | 21,505 | (42,534) | 47,416 | 33,872 | 33 | (79,837) | $ 44,789 | 46,126 | 1,484 | (6,282) |
Net income (loss) attributable to Summit Inc. | $ (290) | $ 44,820 | $ 13,371 | $ (21,118) | $ 23,363 | $ 14,711 | $ (205) | $ (10,151) | $ 36,783 | $ 27,718 | |||
Basic earnings per share attributable to Summit Inc. | $ 0 | $ 0.60 | $ 0.21 | $ (0.42) | $ 0.46 | $ 0.37 | $ (0.01) | $ (0.36) | |||||
Diluted earnings per share attributable to Summit Inc. | $ 0 | $ 0.60 | $ 0.21 | $ (0.42) | $ 0.46 | $ 0.37 | $ (0.01) | $ (0.36) | |||||
Retroactive application of common stock issued as dividends (in shares) | 1,135,962 | 735,108 | |||||||||||
Summit Materials, LLC | |||||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||||
Net revenue | $ 387,389 | $ 480,210 | $ 412,636 | $ 208,039 | $ 359,532 | $ 426,286 | $ 329,009 | $ 175,139 | $ 1,488,274 | $ 1,289,966 | 1,070,605 | ||
Operating income (loss) | 48,604 | 88,253 | 46,732 | (29,555) | 67,990 | 83,357 | 42,300 | (59,006) | 154,034 | 134,641 | 69,959 | ||
Income (loss) from continuing operations | 21,211 | 61,360 | 21,759 | (42,243) | 46,106 | 34,106 | (434) | (79,837) | 62,087 | (59) | (6,353) | ||
Net income (loss) | $ 21,211 | $ 61,360 | $ 21,759 | $ (42,243) | $ 47,706 | $ 34,163 | $ 324 | $ (79,837) | 62,087 | 2,356 | (6,282) | ||
Net income (loss) attributable to Summit Inc. | $ 62,071 | $ 4,182 | $ (8,777) |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | Jan. 19, 2017 | Jan. 10, 2017USD ($)item$ / sharesshares | Jan. 02, 2016USD ($) | Dec. 31, 2016USD ($) |
Subsequent Events | ||||
Proceeds from sale of common stock, net of underwriting discounts | $ 1,037,444 | |||
Outstanding principal amount | $ 1,540,250 | |||
Term Loan, due 2022 | ||||
Subsequent Events | ||||
Outstanding principal amount | 646,800 | 640,300 | ||
Forecast | ||||
Subsequent Events | ||||
Number of materials-based companies to be acquired | item | 2 | |||
Combined purchase price | $ 110,000 | |||
Subsequent Event | Term Loan, due 2022 | ||||
Subsequent Events | ||||
Prepayment premium on repricing events occuring within a specified time period (as a percent) | 1.00% | |||
Time period for repricing events | 6 months | |||
Summit Materials, LLC | ||||
Subsequent Events | ||||
Outstanding principal amount | 1,540,250 | |||
Summit Materials, LLC | Term Loan, due 2022 | ||||
Subsequent Events | ||||
Outstanding principal amount | $ 646,800 | $ 640,300 | ||
Summit Materials, LLC | Forecast | ||||
Subsequent Events | ||||
Number of materials-based companies to be acquired | item | 2 | |||
Combined purchase price | $ 110,000 | |||
Summit Materials, LLC | Subsequent Event | Term Loan, due 2022 | ||||
Subsequent Events | ||||
Prepayment premium on repricing events occuring within a specified time period (as a percent) | 1.00% | |||
Time period for repricing events | 6 months | |||
Common Class A | Subsequent Event | ||||
Subsequent Events | ||||
Proceeds from sale of common stock, net of underwriting discounts | $ 237,600 | |||
Common stock issued (in shares) | shares | 10,000,000 | |||
Offering price (in dollars per share) | $ / shares | $ 24.05 | |||
Common Class A | Summit Materials, LLC | Subsequent Event | ||||
Subsequent Events | ||||
Proceeds from sale of common stock, net of underwriting discounts | $ 237,600 | |||
Common stock issued (in shares) | shares | 10,000,000 | |||
Offering price (in dollars per share) | $ / shares | $ 24.05 |