Cover
Cover - shares | 6 Months Ended | |
Jun. 29, 2024 | Aug. 02, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 29, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-36873 | |
Entity Registrant Name | SUMMIT MATERIALS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-1984212 | |
Entity Address, Address Line One | 1801 California Street | |
Entity Address, Address Line Two | Suite 3500 | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80202 | |
City Area Code | 303 | |
Local Phone Number | 893-0012 | |
Title of 12(b) Security | Class A Common Stock (par value $.01 per share) | |
Trading Symbol | SUM | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001621563 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-30 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 175,586,471 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 538,708 | $ 374,162 |
Restricted cash | 0 | 800,000 |
Accounts receivable, net | 550,093 | 287,252 |
Costs and estimated earnings in excess of billings | 33,948 | 10,289 |
Inventories | 349,099 | 241,350 |
Other current assets | 28,461 | 17,937 |
Current assets held for sale | 446 | 1,134 |
Total current assets | 1,500,755 | 1,732,124 |
Property, plant and equipment, less accumulated depreciation, depletion and amortization (June 29, 2024 - $1,509,453 and December 30, 2023 - $1,399,468) | 4,354,088 | 1,976,820 |
Goodwill | 2,093,010 | 1,224,861 |
Intangible assets, less accumulated amortization (June 29, 2024 - $39,586 and December 30, 2023 - $18,972) | 168,282 | 68,081 |
Deferred tax assets, less valuation allowance (June 29, 2024 - $1,113 and December 30, 2023 - $1,113) | 0 | 52,009 |
Operating lease right-of-use assets | 89,360 | 36,553 |
Other assets | 108,497 | 59,134 |
Total assets | 8,313,992 | 5,149,582 |
Current liabilities: | ||
Current portion of debt | 7,575 | 3,822 |
Current portion of acquisition-related liabilities | 8,987 | 7,007 |
Accounts payable | 282,091 | 123,621 |
Accrued expenses | 250,355 | 171,691 |
Current operating lease liabilities | 17,217 | 8,596 |
Billings in excess of costs and estimated earnings | 7,635 | 8,228 |
Total current liabilities | 573,860 | 322,965 |
Long-term debt | 2,771,463 | 2,283,639 |
Acquisition-related liabilities | 21,217 | 28,021 |
Tax receivable agreement liability | 47,667 | 41,276 |
Deferred tax liabilities | 189,138 | 15,854 |
Noncurrent operating lease liabilities | 77,326 | 33,230 |
Other noncurrent liabilities | 300,577 | 108,017 |
Total liabilities | 3,981,248 | 2,833,002 |
Commitments and contingencies (see note 12) | ||
Stockholders’ equity: | ||
Preferred stock | 0 | 0 |
Additional paid-in capital | 3,412,879 | 1,421,813 |
Accumulated earnings | 915,960 | 876,751 |
Accumulated other comprehensive income | 2,148 | 7,275 |
Stockholders’ equity | 4,332,744 | 2,307,035 |
Noncontrolling interest in Summit Holdings | 0 | 9,545 |
Total stockholders’ equity | 4,332,744 | 2,316,580 |
Total liabilities and stockholders’ equity | 8,313,992 | 5,149,582 |
Common Class A | ||
Stockholders’ equity: | ||
Common stock | 1,757 | 1,196 |
Common Class B | ||
Stockholders’ equity: | ||
Common stock | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Accumulated depreciation, depletion and amortization | $ 1,509,453 | $ 1,399,468 |
Accumulated amortization | 39,586 | 18,972 |
Valuation allowance | $ 1,113 | $ 1,113 |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Preferred stock, shares issued (in shares) | 1 | 0 |
Preferred stock, shares outstanding (in shares) | 1 | 0 |
Common Class A | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 175,586,471 | 119,529,380 |
Common stock, shares outstanding (in shares) | 175,586,471 | 119,529,380 |
Common Class B | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 0 | 99 |
Common stock, shares outstanding (in shares) | 0 | 99 |
Unaudited Consolidated Statemen
Unaudited Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Revenue: | ||||
Total revenue | $ 1,118,262 | $ 729,150 | $ 1,923,277 | $ 1,164,538 |
Cost of revenue (excluding items shown separately below): | ||||
Total cost of revenue | 750,009 | 492,403 | 1,374,020 | 846,440 |
General and administrative expenses | 83,875 | 53,838 | 152,401 | 99,836 |
Depreciation, depletion, amortization and accretion | 104,397 | 54,787 | 200,368 | 105,681 |
Transaction and integration costs | 10,265 | 1,712 | 72,473 | 2,076 |
Gain on sale of property, plant and equipment | (3,180) | (3,223) | (4,028) | (3,653) |
Operating income | 172,896 | 129,633 | 128,043 | 114,158 |
Interest expense | 52,849 | 27,902 | 104,741 | 55,322 |
Loss on debt financings | 0 | 0 | 5,453 | 493 |
Gain on sale of businesses | (3,758) | 0 | (18,743) | 0 |
Other income, net | (8,086) | (5,478) | (16,964) | (11,188) |
Income from operations before taxes | 131,891 | 107,209 | 53,556 | 69,531 |
Income tax expense | 25,816 | 22,481 | 14,751 | 16,015 |
Net income | 106,075 | 84,728 | 38,805 | 53,516 |
Net income (loss) attributable to noncontrolling interest in Summit Holdings | 0 | 1,091 | (404) | 683 |
Net income attributable to Summit Inc. | $ 106,075 | $ 83,637 | $ 39,209 | $ 52,833 |
Common Class A | ||||
Earnings per share of Class A common stock: | ||||
Basic (in usd per share) | $ 0.60 | $ 0.70 | $ 0.23 | $ 0.44 |
Diluted (in usd per share) | $ 0.60 | $ 0.70 | $ 0.23 | $ 0.44 |
Weighted average shares of Class A common stock: | ||||
Basic (in shares) | 175,510,071 | 118,848,214 | 171,478,056 | 118,706,385 |
Diluted (in shares) | 176,132,001 | 119,393,709 | 172,308,044 | 119,431,604 |
Common Class A And Restricted Stock | ||||
Earnings per share of Class A common stock: | ||||
Basic (in usd per share) | $ 0.60 | $ 0.70 | $ 0.23 | $ 0.44 |
Weighted average shares of Class A common stock: | ||||
Basic (in shares) | 175,550,487 | 118,931,914 | 171,531,031 | 118,805,785 |
Diluted (in shares) | 176,132,001 | 119,393,709 | 172,308,044 | 119,431,604 |
Excluding delivery and subcontract revenue | ||||
Revenue: | ||||
Total revenue | $ 1,075,471 | $ 680,373 | $ 1,848,700 | $ 1,087,643 |
Cost of revenue (excluding items shown separately below): | ||||
Total cost of revenue | 707,218 | 443,626 | 1,299,443 | 769,545 |
Product | ||||
Revenue: | ||||
Total revenue | 993,741 | 595,714 | 1,722,435 | 967,886 |
Cost of revenue (excluding items shown separately below): | ||||
Total cost of revenue | 650,088 | 377,634 | 1,206,108 | 673,515 |
Service | ||||
Revenue: | ||||
Total revenue | 81,730 | 84,659 | 126,265 | 119,757 |
Cost of revenue (excluding items shown separately below): | ||||
Total cost of revenue | 57,130 | 65,992 | 93,335 | 96,030 |
Delivery and subcontract revenue | ||||
Revenue: | ||||
Total revenue | 42,791 | 48,777 | 74,577 | 76,895 |
Cost of revenue (excluding items shown separately below): | ||||
Total cost of revenue | $ 42,791 | $ 48,777 | $ 74,577 | $ 76,895 |
Unaudited Consolidated Statem_2
Unaudited Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Comprehensive income (loss) | ||||
Net income | $ 106,075 | $ 84,728 | $ 38,805 | $ 53,516 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (2,015) | 3,902 | (6,739) | 4,105 |
Less tax effect of other comprehensive income (loss) items | 473 | (779) | 1,612 | (818) |
Other comprehensive (loss) income | (1,542) | 3,123 | (5,127) | 3,287 |
Comprehensive income | 104,533 | 87,851 | 33,678 | 56,803 |
Less comprehensive income (loss) attributable to Summit Holdings | 0 | 1,133 | (404) | 728 |
Comprehensive income attributable to Summit Inc. | $ 104,533 | $ 86,718 | $ 34,082 | $ 56,075 |
Unaudited Consolidated Statem_3
Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 38,805 | $ 53,516 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, depletion, amortization and accretion | 206,668 | 110,659 |
Share-based compensation expense | 14,133 | 9,924 |
Net gain on asset and business disposals | (22,773) | (3,655) |
Non-cash loss on debt financings | 5,453 | 161 |
Change in deferred tax asset, net | 2,976 | 9,350 |
Other | 1,163 | (21) |
Decrease (increase) in operating assets, net of acquisitions and dispositions: | ||
Accounts receivable, net | (104,579) | (101,119) |
Inventories | (11,552) | (27,115) |
Costs and estimated earnings in excess of billings | (24,076) | (28,760) |
Other current assets | 2,509 | (1,070) |
Other assets | 3,922 | 1,732 |
(Decrease) increase in operating liabilities, net of acquisitions and dispositions: | ||
Accounts payable | 7,700 | 52,157 |
Accrued expenses | (4,584) | 19,048 |
Billings in excess of costs and estimated earnings | (144) | 1,299 |
Tax receivable agreement (benefit) expense | 6,227 | (531) |
Other liabilities | (10,444) | (1,533) |
Net cash provided by operating activities | 111,404 | 94,042 |
Cash flows from investing activities: | ||
Acquisitions, net of cash acquired | (1,113,267) | (237,666) |
Purchase of intellectual property | (21,400) | 0 |
Purchases of property, plant and equipment | (175,960) | (126,893) |
Proceeds from the sale of property, plant and equipment | 14,217 | 5,760 |
Proceeds from sale of businesses | 86,031 | 0 |
Other | (2,070) | (1,852) |
Net cash used in investing activities | (1,212,449) | (360,651) |
Cash flows from financing activities: | ||
Proceeds from debt issuances | 1,007,475 | 0 |
Debt issuance costs | (17,731) | (1,566) |
Payments on debt | (509,765) | (6,720) |
Payments on acquisition-related liabilities | (6,289) | (11,539) |
Proceeds from stock option exercises | 1,580 | 84 |
Other | (8,088) | (4,838) |
Net cash provided by (used in) financing activities | 467,182 | (24,579) |
Impact of foreign currency on cash | (1,591) | 747 |
Net decrease in cash and cash equivalents and restricted cash | (635,454) | (290,441) |
Cash and cash equivalents and restricted cash—beginning of period | 1,174,162 | 520,451 |
Cash and cash equivalents and restricted cash—end of period | $ 538,708 | $ 230,010 |
Unaudited Consolidated Statem_4
Unaudited Consolidated Statements of Changes in Stockholders’ Equity - USD ($) $ in Thousands | Total | Common Class A | Common Class B | Accumulated Earnings | Accumulated other comprehensive income (loss) | Common Stock Common Class A | Common Stock Common Class B | Additional Paid-in Capital | Noncontrolling Interest in Summit Holdings |
Beginning balance at Dec. 31, 2022 | $ 2,011,990 | $ 590,895 | $ 3,084 | $ 1,185 | $ 0 | $ 1,404,122 | $ 12,704 | ||
Beginning balance (in shares) at Dec. 31, 2022 | 118,408,655 | 118,408,655 | 99 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net (loss) income | (31,212) | (30,804) | (408) | ||||||
LP Unit exchanges (in shares) | 2,000 | ||||||||
LP Unit exchanges | 0 | 21 | (21) | ||||||
Other comprehensive income (loss), net of tax | 164 | 161 | 3 | ||||||
Stock option exercises (in shares) | 902 | ||||||||
Stock option exercises | 15 | 15 | |||||||
Share-based compensation | 4,708 | 4,708 | |||||||
Shares redeemed to settle taxes and other (in shares) | 407,114 | ||||||||
Shares redeemed to settle taxes and other | (5,719) | $ 4 | (5,680) | (43) | |||||
Ending balance at Apr. 01, 2023 | 1,979,946 | 560,091 | 3,245 | $ 1,189 | $ 0 | 1,403,186 | 12,235 | ||
Ending balance (in shares) at Apr. 01, 2023 | 118,818,671 | 99 | |||||||
Beginning balance at Dec. 31, 2022 | 2,011,990 | 590,895 | 3,084 | $ 1,185 | $ 0 | 1,404,122 | 12,704 | ||
Beginning balance (in shares) at Dec. 31, 2022 | 118,408,655 | 118,408,655 | 99 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net (loss) income | 53,516 | ||||||||
LP Unit exchanges (in shares) | 2,000 | ||||||||
Other comprehensive income (loss), net of tax | 3,287 | ||||||||
Stock option exercises (in shares) | 4,240 | ||||||||
Shares redeemed to settle taxes and other (in shares) | 471,379 | ||||||||
Ending balance at Jul. 01, 2023 | 2,073,964 | 643,728 | 6,326 | $ 1,190 | $ 0 | 1,409,364 | 13,356 | ||
Ending balance (in shares) at Jul. 01, 2023 | 118,886,274 | 118,886,274 | 99 | ||||||
Beginning balance at Apr. 01, 2023 | 1,979,946 | 560,091 | 3,245 | $ 1,189 | $ 0 | 1,403,186 | 12,235 | ||
Beginning balance (in shares) at Apr. 01, 2023 | 118,818,671 | 99 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net (loss) income | 84,728 | 83,637 | 1,091 | ||||||
Other comprehensive income (loss), net of tax | 3,123 | 3,081 | 42 | ||||||
Stock option exercises (in shares) | 3,338 | ||||||||
Stock option exercises | 69 | 69 | |||||||
Share-based compensation | 5,216 | 5,216 | |||||||
Shares redeemed to settle taxes and other (in shares) | 64,265 | ||||||||
Shares redeemed to settle taxes and other | 882 | $ 1 | 893 | (12) | |||||
Ending balance at Jul. 01, 2023 | 2,073,964 | 643,728 | 6,326 | $ 1,190 | $ 0 | 1,409,364 | 13,356 | ||
Ending balance (in shares) at Jul. 01, 2023 | 118,886,274 | 118,886,274 | 99 | ||||||
Beginning balance at Dec. 30, 2023 | 2,316,580 | 876,751 | 7,275 | $ 1,196 | $ 0 | 1,421,813 | 9,545 | ||
Beginning balance (in shares) at Dec. 30, 2023 | 119,529,380 | 99 | 119,529,380 | 99 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net (loss) income | (67,270) | (66,866) | (404) | ||||||
LP Unit exchanges (in shares) | 763,243 | ||||||||
LP Unit exchanges | 0 | $ 8 | 9,534 | (9,542) | |||||
Other comprehensive income (loss), net of tax | (3,585) | (3,585) | |||||||
Stock option exercises (in shares) | 29,216 | ||||||||
Stock option exercises | 593 | 593 | |||||||
Class B share cancellation (in shares) | (99,000) | ||||||||
Share-based compensation | 6,720 | 6,720 | |||||||
Issuance of Class A Shares (in shares) | 54,720,000 | ||||||||
Issuance of Class A Shares | 1,973,750 | $ 547 | 1,973,203 | ||||||
Shares redeemed to settle taxes and other (in shares) | 412,411 | ||||||||
Shares redeemed to settle taxes and other | (8,151) | $ 4 | (8,556) | 401 | |||||
Ending balance at Mar. 30, 2024 | 4,218,637 | 809,885 | 3,690 | $ 1,755 | $ 0 | 3,403,307 | 0 | ||
Ending balance (in shares) at Mar. 30, 2024 | 175,454,250 | 0 | |||||||
Beginning balance at Dec. 30, 2023 | 2,316,580 | 876,751 | 7,275 | $ 1,196 | $ 0 | 1,421,813 | 9,545 | ||
Beginning balance (in shares) at Dec. 30, 2023 | 119,529,380 | 99 | 119,529,380 | 99 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net (loss) income | 38,805 | ||||||||
LP Unit exchanges (in shares) | 763,243 | ||||||||
Other comprehensive income (loss), net of tax | (5,127) | ||||||||
Stock option exercises (in shares) | 83,488 | ||||||||
Issuance of Class A Shares (in shares) | 54,720,000 | ||||||||
Shares redeemed to settle taxes and other (in shares) | 490,360 | ||||||||
Ending balance at Jun. 29, 2024 | 4,332,744 | 915,960 | 2,148 | $ 1,757 | $ 0 | 3,412,879 | 0 | ||
Ending balance (in shares) at Jun. 29, 2024 | 175,586,471 | 0 | 175,586,471 | 0 | |||||
Beginning balance at Mar. 30, 2024 | 4,218,637 | 809,885 | 3,690 | $ 1,755 | $ 0 | 3,403,307 | 0 | ||
Beginning balance (in shares) at Mar. 30, 2024 | 175,454,250 | 0 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net (loss) income | 106,075 | 106,075 | |||||||
Other comprehensive income (loss), net of tax | (1,542) | (1,542) | |||||||
Stock option exercises (in shares) | 54,272 | ||||||||
Stock option exercises | 987 | $ 1 | 986 | ||||||
Share-based compensation | 7,413 | 7,413 | |||||||
Shares redeemed to settle taxes and other (in shares) | 77,949 | ||||||||
Shares redeemed to settle taxes and other | 1,174 | $ 1 | 1,173 | ||||||
Ending balance at Jun. 29, 2024 | $ 4,332,744 | $ 915,960 | $ 2,148 | $ 1,757 | $ 0 | $ 3,412,879 | $ 0 | ||
Ending balance (in shares) at Jun. 29, 2024 | 175,586,471 | 0 | 175,586,471 | 0 |
SUMMARY OF ORGANIZATION AND SIG
SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 29, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Summit Materials, Inc. ("Summit Inc." and together with its subsidiaries, "Summit," "we," "our" or 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, six 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 construction materials, 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, weather 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. As of March 30, 2024, Summit Inc. held 100% of the economic interests and voting power of 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 ("IPO"), Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries. Summit Inc. directly and indirectly owns all of the partnership interests of Summit Holdings (see note 9, Stockholders’ Equity). Summit Materials, LLC (“Summit LLC”) an indirect wholly owned subsidiary of Summit Holdings, conducts the majority of our operations. Summit Materials Finance Corp. (“Summit Finance”), an indirect wholly owned subsidiary of Summit LLC, has jointly issued our Senior Notes as described below. On January 12, 2024, Summit completed a combination with Argos North America Corp. ("Argos USA"), Cementos Argos S.A. ("Cementos Argos"), Argos SEM LLC and Valle Cement Investments, Inc. (the "Argos Parties," and together with Argos USA, "Argos"), pursuant to which Summit acquired all of the outstanding equity interests (the "Transaction") of Argos USA from the Argos SEM LLC and Valle Cement Investments, Inc. in exchange for $1.2 billion of cash, the issuance of 54,720,000 shares of the Summit Inc.'s Class A common stock and one preferred share in a transaction valued at approximately $3.1 billion. The cash consideration was funded from the net proceeds of an $800 million offering of Senior Notes due 2031 and new term loan borrowings under our current credit facility. The purchase price is subject to customary adjustments, with any upward or downward adjustments made against the cash consideration. The Transaction Agreement, dated as of September 7, 2023, contains customary representations and warranties, covenants and agreements, including a Stockholder Agreement. For additional details related to the Transaction, see Note 2, Acquisitions, Dispositions, Goodwill and Intangibles. Basis of Presentation —These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2023. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements. Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of June 29, 2024, the results of operations for the three and six months ended June 29, 2024 and July 1, 2023 and cash flows for the six months ended June 29, 2024 and July 1, 2023. 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. For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 9, Stockholders’ Equity. Use of Estimates —Preparation of these consolidated financial statements in conformity with 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, tax receivable agreement ("TRA") liability, 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 24 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Florida, Missouri, Georgia, Utah, and Kansas. 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 the three and six months ended June 29, 2024 or July 1, 2023. Revenue Recognition— We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants. Products: Revenue for product sales is recognized when the performance obligation is satisfied, which generally is when the product is shipped. Services: We earn revenue from the provision of services, which are primarily paving and related services, which are typically calculated using monthly progress based on a method similar to percentage of completion or a customer’s engineer review of progress. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. The majority of our construction service contracts are for work that occurs mostly during the spring, summer and fall. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. Estimating costs to be incurred for revenue recognition involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. 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. 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. Prior Year Reclassifications — We have reclassified transaction costs of $1.7 million and $2.1 million for the three and six months ended July 1, 2023, respectively, from general and administrative expenses to a separate line item included in operating income to conform to the current year presentation. We have also reclassified our deferred tax liabilities of $15.9 million as of December 30, 2023, from other non-current liabilities to a separate line item in long term liabilities. |
ACQUISITIONS, DISPOSTIONS, GOOD
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES | 6 Months Ended |
Jun. 29, 2024 | |
Acquisitions, Dispositions, Goodwill and Intangible Disclosure [Abstract] | |
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES | ACQUISITIONS, DISPOSITIONS, GOODWILL AND INTANGIBLES Acquisition of Argos USA On January 12, 2024, Summit completed its acquisition of all of the outstanding equity interests of Argos USA from Argos SEM LLC and Valle Cement Investments, Inc. for total consideration of approximately $3.1 billion. Summit acquired all of the outstanding equity interests of Argos USA in exchange for (i) $1.2 billion of cash (subject to customary adjustments), (ii) 54,720,000 shares of Class A Common Stock and (iii) one share of preferred stock, par value $0.01 per share, of Summit Inc. (together with the Class A Consideration, the “Stock Consideration”). The Argos USA assets include four integrated cement plants, two grinding facilities, 140 ready-mix concrete plants, eight ports and 10 inland terminals across the East and Gulf Coast regions, with a total installed cement grinding capacity of 9.6 million tons per annum and a total import capacity of 5.4 million tons of cement per annum. The results of Argos USA’s operations are included in these consolidated financial statements from the closing date of the Transaction. Argos USA revenues and net income included in the consolidated income statement for the period from January 12, 2024 to June 29, 2024 was $805.9 million and $81.8 million, respectively. The following table includes unaudited pro forma financial information that presents the consolidated results of operations for the three and six months ended June 29, 2024 and July 1, 2023 as if the Transaction had occurred on January 1, 2023. Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Total Revenues $ 1,118,262 $ 1,156,922 $ 1,967,164 $ 1,992,318 Net income attributable to Summit Inc. $ 106,075 $ 108,608 $ 39,806 $ 72,764 The unaudited pro forma information has been calculated after adjusting the results of Argos USA for the following impacts of the Transaction, among other items: • Additional depreciation, depletion, and amortization for property, plant, and equipment and intangible assets acquired. • Interest expense adjustments to reflect the payoff of Argos USA debt obligations and new debt issued by the Company to complete the Transaction. • Elimination of royalties expenses paid to the parent of Argos USA which will not be incurred post-combination. • Elimination of historical transaction expenses of Argos USA incurred to pursue an initial public offering. The Company incurred combination-related costs of $71.0 million in the six months ended June 29, 2024 and none for the six months ended July 1, 2023. These expenses are included in transaction and integration costs on consolidated income statement and are reflected in pro forma net income attributable to Summit Inc. for the six months ended July 1, 2023 in the table above. The pro forma results do not include any cost savings or associated costs to achieve such savings from operating efficiencies or synergies that may result from the combination. The unaudited pro forma financial information is provided for informational purposes only and is not necessarily indicative of the consolidated results of operations of the Company had the combination actually occurred on January 1, 2023, nor of the results of our future operations of the combined business. The pro forma results are based on the preliminary purchase price allocation and will be updated to reflect the final amounts as the allocation is finalized during the measurement period. Fair value of consideration transferred Cash consideration $ 1,145,463 Fair value of stock consideration issued 1,973,750 Total fair value of consideration transferred $ 3,119,213 Summit Inc. issued 54,720,000 shares of common stock and calculated the fair value of stock consideration using a per share price of $36.07 on January 12, 2024, the closing date of the Transaction. The fair value of preferred stock is immaterial. The preferred stock is non-transferable and has no economic rights or ordinary voting rights. The preferred stock was issued to ensure the Argos Parties’ voting interests are not involuntarily diluted and provides a short window to purchase shares of Class A Common Stock in the market, in certain limited circumstances, to prevent the Argos Parties voting interests from dropping below 25.01% of the total Summit common stock. Argos USA Preliminary Purchase Price Allocation The acquisition of all of the outstanding equity interests of Argos USA was accounted for in accordance with Accounting Standards Codification 805, Business Combinations. The identifiable assets acquired and liabilities assumed were recorded at their estimated preliminary acquisition date fair values. The excess purchase price over the fair values of identifiable assets and liabilities is recorded as goodwill. The following table summarizes the preliminary allocation of the purchase price to the fair value of assets acquired and liabilities assumed. Purchase Price $ 3,119,213 Asset acquired: Cash and cash equivalents 97,153 Accounts receivable, net 157,170 Inventories 101,481 Other current assets 10,505 Intangible assets, net 100,000 Property, plant and equipment, net 2,355,417 Operating lease right of use assets 55,756 Other assets 50,414 Liabilities assumed: Accounts payable (124,242) Accrued expenses (71,628) Current operating lease liabilities (7,545) Noncurrent operating lease liabilities (48,211) Deferred tax liabilities (225,614) Other noncurrent liabilities (203,233) Fair value of identifiable net assets acquired 2,247,423 Goodwill $ 871,790 The purchase price has been preliminarily allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The fair value estimates of assets acquired and liabilities assumed are pending the completion of various items, including obtaining further information regarding the identification and valuation of all assets acquired and liabilities assumed. Certain of the more significant balances that are not yet finalized include the valuation of property, plant and equipment, intangible assets (including goodwill), inventories, and other working capital accounts, and related income tax considerations. Accordingly, management considers the balances above to be preliminary, and there could be adjustments to the consolidated financial statements in subsequent periods, including changes to depreciation and amortization expense related to the property, plant, and equipment and intangible assets acquired and their respective useful lives, among other adjustments. Certain measurement period adjustments were recorded in these consolidated financial statement due to the receipt of additional information and updated preliminary valuation reports. Significant adjustments during the three months ended June 29, 2024 included: i. $92 million decrease in property, plant, and equipment and a $37 million increase in other noncurrent liabilities related to updated valuations due to revised information included in preliminary valuation reports. ii. $38 million decrease in deferred tax liabilities related to the adjustments noted in (i.) above, among others. The final determination of the fair values of the assets acquired and liabilities assumed will be completed within the measurement period of up to one year from the acquisition date. The identified intangible assets acquired include Customer Relationships and Contractual Intangible Assets, with preliminary fair values of $85.0 million and $15.0 million, respectively, and expected to be amortized over a weighted average amortization period of 3 and 8 years, respectively. Goodwill Goodwill recognized includes synergies expected to be achieved from the operations of the combined company, the assembled workforce of Argos USA, and intangible assets that do not qualify for separate recognition. Expected synergies include both increased revenue opportunities and the cost savings from the planned integration of platform infrastructure, facilities, personnel, and systems. The transaction is considered a non-taxable business combination and the goodwill is not deductible for tax purposes. The allocation of goodwill to the Company’s reporting units is not complete and is subject to change during the measurement period. On a preliminary basis, all goodwill was assigned to the Cement reportable segment. Intellectual Property License Agreement In connection with the Transaction, the Company and Argos USA entered into an Intellectual Property License Agreement with the Argos Parties pursuant to which the parties will grant each other various intellectual property licenses. Certain intellectual property licenses from the Argos Parties, including the "Argos" trade name in Canada and the United States, are provided on a royalty-fee basis. The $21.4 million paid to Argos Parties, which is also the fair value of these intangible assets acquired by the Company was excluded and recorded separately from the business combination. Other Acquisitions The financial results of each acquisition have been included in the Company’s consolidated results of operations beginning on the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. Goodwill acquired during a business combination has an indefinite life and is not amortized. The following table summarizes the Company’s other acquisitions by region and period: Six months ended Year ended June 29, 2024 December 30, 2023 West* 1 3 East* 1 1 Cement* — — _______________________________________________________________________ * The combination with Argos USA affected all three reporting segments. In addition to the acquisition of all of the outstanding equity interests of Argos USA, we also acquired two aggregates-based operations, one in each of our West and East segments. The purchase price allocation, primarily the valuation of property, plant and equipment, as well as considerations for contracts assumed in the acquisition, for the acquisitions completed during the six months ended June 29, 2024, as well as the acquisitions completed during 2023 that occurred after July 1, 2023, have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates: Six months ended Year ended June 29, 2024 December 30, 2023 Financial assets $ 1,739 $ 12,747 Inventories 161 6,251 Property, plant and equipment 29,191 125,207 Other assets 304 1,085 Financial liabilities (3,177) (11,973) Other long-term liabilities (43) (802) Net assets acquired 28,175 132,515 Goodwill 36,782 108,590 Purchase price 64,957 241,105 Other — (1,597) Net cash paid for acquisitions $ 64,957 $ 239,508 Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2023 to June 29, 2024 are summarized as follows: West East Cement Total Balance—December 30, 2023 $ 658,704 $ 361,501 $ 204,656 $ 1,224,861 Acquisitions (1) 36,414 — 871,790 908,204 Dispositions (2) — (37,938) — (37,938) Foreign currency translation adjustments (2,117) — — (2,117) Balance—June 29, 2024 $ 693,001 $ 323,563 $ 1,076,446 $ 2,093,010 _______________________________________________________________________ (1) Reflects goodwill from 2024 acquisitions and working capital adjustments from prior year acquisitions. (2) Reflects goodwill derecognition from dispositions completed during 2024. The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral 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. The reserve rights relate to aggregate reserves to which the Company has certain rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases or permits. The following table shows intangible assets by type and in total: June 29, 2024 December 30, 2023 Gross Accumulated Net Gross Accumulated Net Operating permits $ 38,677 $ (6,505) $ 32,172 $ 38,677 $ (5,691) $ 32,986 Mineral leases 17,375 (7,724) 9,651 17,778 (7,676) 10,102 Reserve rights 25,586 (5,432) 20,154 25,586 (5,020) 20,566 Intellectual property 21,400 (5,053) 16,347 — — — Other 104,830 (14,872) 89,958 5,012 (585) 4,427 Total intangible assets $ 207,868 $ (39,586) $ 168,282 $ 87,053 $ (18,972) $ 68,081 Amortization expense totaled $11.0 million and $20.2 million for the three and six months ended June 29, 2024, respectively, and $0.9 million and $1.8 million for the three and six months ended July 1, 2023, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to June 29, 2024 is as follows: 2024 (six months) $ 22,463 2025 44,889 2026 34,439 2027 6,608 2028 5,805 2029 5,102 Thereafter 48,976 Total $ 168,282 |
REVENUE RECOGNITION
REVENUE RECOGNITION | 6 Months Ended |
Jun. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide. Revenue by product for the three and six months ended June 29, 2024 and July 1, 2023 is as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Revenue by product*: Aggregates $ 187,100 $ 182,512 $ 332,611 $ 326,165 Cement 311,188 103,607 535,285 152,620 Ready-mix concrete 393,278 199,570 705,325 338,348 Asphalt 77,624 91,809 105,609 118,444 Paving and related services 81,861 89,374 122,783 116,558 Other 67,211 62,278 121,664 112,403 Total revenue $ 1,118,262 $ 729,150 $ 1,923,277 $ 1,164,538 *Revenue from liquid asphalt terminals is included in asphalt revenue. Accounts receivable, net consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Trade accounts receivable $ 519,801 $ 228,697 Construction contract receivables 36,677 51,567 Retention receivables 9,534 13,541 Receivables from related parties 97 — Accounts receivable 566,109 293,805 Less: Allowance for doubtful accounts (16,016) (6,553) Accounts receivable, net $ 550,093 $ 287,252 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 | 6 Months Ended |
Jun. 29, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Aggregate stockpiles $ 172,183 $ 165,272 Finished goods 95,702 43,122 Work in process 17,680 10,702 Raw materials 63,534 22,254 Total $ 349,099 $ 241,350 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Jun. 29, 2024 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Interest $ 71,393 $ 27,593 Payroll and benefits 50,155 63,888 Finance lease obligations 5,051 4,020 Insurance 37,308 25,277 Current portion of accrued taxes and TRA liability 22,793 11,042 Deferred asset purchase payments 7,979 5,903 Professional fees 3,241 2,036 Other (1) 52,435 31,932 Total $ 250,355 $ 171,691 (1) Consists primarily of current portion of asset retirement obligations and miscellaneous accruals. |
DEBT
DEBT | 6 Months Ended |
Jun. 29, 2024 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Debt consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Term Loan, due 2029: $1,007.5 million and $504.5 million, net of $2.3 million and $4.0 million discount at June 29, 2024 and December 30, 2023, respectively $ 1,005,202 $ 500,473 6 1 ⁄ 2 % Senior Notes, due 2027 300,000 300,000 5 1 ⁄ 4 % Senior Notes, due 2029 700,000 700,000 7 1 ⁄ 4 % Senior Notes, due 2031 800,000 800,000 Total 2,805,202 2,300,473 Current portion of long-term debt 7,575 3,822 Long-term debt $ 2,797,627 $ 2,296,651 The contractual payments of long-term debt, including current maturities, for the five years subsequent to June 29, 2024, are as follows: 2024 (six months) $ 2,525 2025 12,625 2026 10,100 2027 310,100 2028 10,100 2029 1,662,025 Thereafter 800,000 Total 2,807,475 Less: Original issue net discount (2,273) Less: Deferred financing costs (26,164) Total debt $ 2,779,038 Senior Notes — On December 14, 2023, Summit LLC and Summit Finance (together, the “Issuers”) issued $800.0 million in aggregate principal amount of 7.250% senior notes due January 15, 2031 (the “2031 Notes”). The 2031 Notes were issued at 100.0% of their par value with proceeds of $788.3 million, net of related fees and expenses. The 2031 Notes were issued under an indenture dated as of December 14, 2023 (the "2031 Notes Indenture"). The 2031 Notes 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 2031 Notes Indenture also contains customary events of default. The gross proceeds of the 2031 Notes were held in escrow as of December 30, 2023 as the proceeds were restricted to use for the cash consideration for the Transaction. The proceeds were released upon closing of the Transaction on January 12, 2024. Interest on the 2031 Notes is payable semi-annually on January 15 and July 15 of each year commencing on July 15, 2024. On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029 (the “2029 Notes”). The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. The 2029 Notes were issued under an indenture dated August 11, 2020, the terms of which are generally consistent with the 2031 Notes Indenture. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021. On March 15, 2019, the Issuers issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019, the terms of which are generally consistent with the 2031 Notes Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019. As of June 29, 2024 and December 30, 2023, the Issuers were in compliance with all covenants under the applicable indentures. Senior Secured Credit Facilities — On January 12, 2024, Summit LLC entered into Amendment No. 7 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”), which among other things: (1) established new term loans in an aggregate principal amount of $1.010 billion (the "Term Loan Facility") bearing interest, at Summit LLC’s option, based on either the base rate or Term SOFR rate and an applicable margin of (i) 1.50% per annum with respect to base rate borrowings and a floor of 1.00% per annum or (ii) 2.50% per annum with respect to Term SOFR borrowings and a floor of zero, resulting in a current interest rate as of June 29, 2024 of 7.80%. Amendment No. 7 also extended the maturity date for the Term Loan Facility to January 12, 2029. In addition, the new term loan is subject to a 1.00% prepayment premium in respect of any principal amount repaid in connection with certain repricing transactions occurring within six months following the Amendment No. 7 Effective Date and requires quarterly amortization payments of 0.25% of the principal amount of the Term Loan Facility on the Amendment No. 7 effective date and due on the last business day or each March, June, September and December, commencing with the June 2024 payment. The proceeds of the new term loans were used to (i) fund a portion of the cash consideration in connection with the closing of the Transaction, (ii) refinance the $504.5 million prior term loans outstanding, resulting in charges of $5.5 million which were recognized for the six months ended June 29, 2024, which included charges of $4.0 million for the write-off of original issue discount and $1.5 million for the write-off of deferred financing fees and (iii) pay fees, commissions and expenses in connection with the foregoing. In July 2024, Summit LLC entered into Amendment No. 8 which reduced the applicable margin on Term SOFR borrowings from 2.50% to 1.75% per annum; (2) in respect of the revolving credit facility thereunder (the “Revolving Credit Facility”), (a) increased the total aggregate commitments under the Revolving Credit Facility from $395.0 million to $625.0 million and (b) reduced the applicable margin (with no leverage-based step downs) to (i) 1.50% per annum with respect to base rate borrowings and a floor of 1.00% per annum or (ii) 2.50% per annum with respect to Term SOFR borrowings and a floor of zero; and (3) modified certain covenants to provide greater flexibility for Summit LLC under the Credit Agreement. The revolving credit facility matures on January 10, 2028, provided that if more than $125 million of the 2027 Notes are outstanding as of December 14, 2026, then the maturity date of the revolving credit facility will be December 14, 2026. There were no outstanding borrowings under the revolving credit facility as of June 29, 2024 and December 30, 2023, with borrowing capacity of $592.7 million remaining as of June 29, 2024, which is net of $32.3 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects, large leases, workers compensation claims and the Company’s insurance liabilities. In connection with the combination with Argos USA described above, Summit LLC assumed a letter of credit related to Argos USA's workers compensation claims and insurance liabilities equal to $11.4 million. 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 June 29, 2024 and December 30, 2023, 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 including a real property exception, for the Senior Secured Credit Facilities. In September 2023, in connection with our agreement to acquire all of the outstanding equity interests of Argos USA, we obtained a $1.3 billion 364-day term loan bridge facility commitment from various financial institutions. The term loan bridge facility expired unused upon the closing of the Transaction in January 2024. The following table presents the activity for the deferred financing fees for the six months ended June 29, 2024 and July 1, 2023: Deferred financing fees Balance—December 30, 2023 $ 14,463 Loan origination fees 17,732 Amortization (2,997) Write off of deferred financing fees (1,462) Balance—June 29, 2024 $ 27,736 Balance—December 31, 2022 $ 11,489 Loan origination fees 1,566 Amortization (1,227) Write off of deferred financing fees (160) Balance—July 1, 2023 $ 11,668 Other —On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with a major Canadian Bank, which was amended on November 30, 2020, 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 0.20% and (iii) $1.5 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary and (iv) $10.0 million CAD revolving foreign exchange facility available to purchase foreign exchange forward contracts. There were no amounts outstanding under this agreement as of June 29, 2024 or December 30, 2023, which may be terminated upon demand. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 29, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 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. Our income tax expense was $25.8 million and $14.8 million in the three and six months ended June 29, 2024, respectively, and our income tax expense was $22.5 million and $16.0 million in the three and six months ended July 1, 2023, respectively. The effective tax rate for Summit Inc. differs from the federal statutory tax rate primarily due to (1) basis differences in assets divested, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) state taxes, (4) various other items such as limitations on meals and entertainment, certain stock compensation, non-deductible compensation paid to covered employees, and other costs. As of each of June 29, 2024 and December 30, 2023, Summit Inc. had a valuation allowance of $1.1 million, which relates to certain deferred tax assets in taxable entities where realization is not more likely than not. No material interest or penalties were recognized in income tax expense during the three and six months ended June 29, 2024 and July 1, 2023. Tax Receivable Agreement —The Company is party to a TRA with certain former holders of Class A limited partnership units of Summit Holdings ("LP Units") that provides for the payment by Summit Inc. to exchanging holders of LP Units of 85% of the benefits, if any, that Summit Inc. actually realizes (or, under certain circumstances such as an early termination of the TRA, is deemed to realize) as a result of increases in the tax basis of tangible and intangible assets of Summit Holdings and certain other tax benefits related to entering into the TRA, including tax benefits attributable to payments under the TRA. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 29, 2024 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share is computed by dividing net earnings by the weighted average common shares outstanding and diluted net earnings is computed by dividing net earnings, adjusted for changes in the earnings 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 and diluted earnings per share: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Net income attributable to Summit Inc. $ 106,075 $ 83,637 $ 39,209 $ 52,833 Weighted average shares of Class A stock outstanding 175,510,071 118,848,214 171,478,056 118,706,385 Add: Nonvested restricted stock awards of retirement eligible shares 40,416 83,700 52,975 99,400 Weighted average shares outstanding 175,550,487 118,931,914 171,531,031 118,805,785 Basic earnings per share $ 0.60 $ 0.70 $ 0.23 $ 0.44 Diluted net income attributable to Summit Inc. $ 106,075 $ 83,637 $ 39,209 $ 52,833 Weighted average shares outstanding 175,550,487 118,931,914 171,531,031 118,805,785 Add: stock options 104,706 100,895 116,734 99,102 Add: warrants 17,061 13,194 17,116 12,978 Add: restricted stock units 263,418 193,011 408,314 340,958 Add: performance stock units 196,329 154,695 234,849 172,781 Weighted average dilutive shares outstanding 176,132,001 119,393,709 172,308,044 119,431,604 Diluted earnings per share $ 0.60 $ 0.70 $ 0.23 $ 0.44 Excluded from the above calculations were the shares noted below as they were antidilutive: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Antidilutive shares: LP Units — 1,310,004 255,783 1,310,630 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 6 Months Ended |
Jun. 29, 2024 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY In March 2022, our Board of Directors authorized a share repurchase program, whereby we can repurchase up to $250 million of our Class A common stock. As of June 29, 2024, there was $149.0 million available for purchase, upon which they will be retired. The following table summarizes the changes in our ownership of Summit Holdings: Summit Inc. LP Units Total Summit Inc. Balance — December 30, 2023 119,529,380 763,243 120,292,623 99.4 % Exchanges during period 763,243 (763,243) — Stock option exercises 83,488 — 83,488 Issuance of Class A common stock 54,720,000 — 54,720,000 Other equity transactions 490,360 — 490,360 Balance — June 29, 2024 175,586,471 — 175,586,471 100.0 % Balance — December 31, 2022 118,408,655 1,312,004 119,720,659 98.9 % Exchanges during period 2,000 (2,000) — Stock option exercises 4,240 — 4,240 Other equity transactions 471,379 — 471,379 Balance — July 1, 2023 118,886,274 1,310,004 120,196,278 98.9 % Summit Inc. is Summit Holdings’ primary beneficiary and thus consolidates Summit Holdings in its consolidated financial statements with a corresponding noncontrolling interest reclassification, which was 0.0% and 0.6% as of June 29, 2024 and December 30, 2023, respectively. Accumulated other comprehensive income (loss) —The changes in each component of accumulated other comprehensive income (loss) consisted of the following: Change in Foreign currency Accumulated Balance — December 30, 2023 $ 6,840 $ 435 $ 7,275 Foreign currency translation adjustment, net of tax — (5,127) (5,127) Balance — June 29, 2024 $ 6,840 $ (4,692) $ 2,148 Balance — December 31, 2022 $ 6,356 $ (3,272) $ 3,084 Foreign currency translation adjustment, net of tax — 3,242 3,242 Balance — July 1, 2023 $ 6,356 $ (30) $ 6,326 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Jun. 29, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flow information is as follows: Six months ended June 29, 2024 July 1, 2023 Cash payments: Interest $ 53,234 $ 38,107 Payments for income taxes, net 11,390 6,941 Operating cash payments on operating leases 11,496 4,801 Operating cash payments on finance leases 1,469 282 Finance cash payments on finance leases 2,777 5,223 Non cash investing and financing activities: Accrued liabilities for purchases of property, plant and equipment $ 44,303 $ 14,994 Right of use assets obtained in exchange for operating lease obligations 68,151 2,050 Right of use assets obtained in exchange for finance leases obligations 28,764 413 Exchange of LP Units to shares of Class A common stock 32,633 60 Issuance of Class A common stock 1,973,750 — On January 12, 2024, Summit completed a combination with Argos USA, Cementos Argos, Argos SEM LLC and Valle Cement Investments, Inc., pursuant to which Summit acquired all of the outstanding equity interests of Argos USA from the Argos SEM LLC and Valle Cement Investments, Inc.. Non-cash transactions related to the combination includes issuance of 54,720,000 shares of Summit Inc.'s Class A common stock and 1 preferred share. |
LEASES
LEASES | 6 Months Ended |
Jun. 29, 2024 | |
Leases [Abstract] | |
LEASES | LEASES We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of Accounting Standards Update No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment. Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Operating lease cost $ 6,245 $ 2,697 $ 12,274 $ 5,338 Variable lease cost 2,135 34 3,800 64 Short-term lease cost 11,352 10,184 20,674 17,454 Financing lease cost: Amortization of right-of-use assets 1,466 714 2,925 1,532 Interest on lease liabilities 776 133 1,421 281 Total lease cost $ 21,974 $ 13,762 $ 41,094 $ 24,669 June 29, 2024 December 30, 2023 Supplemental balance sheet information related to leases: Operating leases: Operating lease right-of-use assets $ 89,360 $ 36,553 Current operating lease liabilities $ 17,217 $ 8,596 Noncurrent operating lease liabilities 77,326 33,230 Total operating lease liabilities $ 94,543 $ 41,826 Finance leases: Property and equipment, gross $ 56,022 $ 30,136 Less accumulated depreciation (13,206) (12,088) Property and equipment, net $ 42,816 $ 18,048 Current finance lease liabilities $ 5,051 $ 4,020 Long-term finance lease liabilities 33,085 14,357 Total finance lease liabilities $ 38,136 $ 18,377 Weighted average remaining lease term (years): Operating leases 7.2 8.4 Finance lease 10.1 6.0 Weighted average discount rate: Operating leases 7.3 % 5.1 % Finance leases 8.2 % 7.7 % Maturities of lease liabilities, as of June 29, 2024, were as follows: Operating Leases Finance Leases 2024 (six months) $ 11,304 $ 4,252 2025 21,854 6,900 2026 18,501 5,585 2027 15,148 5,402 2028 12,093 5,818 2029 10,536 4,477 Thereafter 31,745 24,743 Total lease payments 121,181 57,177 Less imputed interest (26,638) (19,041) Present value of lease payments $ 94,543 $ 38,136 |
LEASES | LEASES We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of Accounting Standards Update No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment. Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Operating lease cost $ 6,245 $ 2,697 $ 12,274 $ 5,338 Variable lease cost 2,135 34 3,800 64 Short-term lease cost 11,352 10,184 20,674 17,454 Financing lease cost: Amortization of right-of-use assets 1,466 714 2,925 1,532 Interest on lease liabilities 776 133 1,421 281 Total lease cost $ 21,974 $ 13,762 $ 41,094 $ 24,669 June 29, 2024 December 30, 2023 Supplemental balance sheet information related to leases: Operating leases: Operating lease right-of-use assets $ 89,360 $ 36,553 Current operating lease liabilities $ 17,217 $ 8,596 Noncurrent operating lease liabilities 77,326 33,230 Total operating lease liabilities $ 94,543 $ 41,826 Finance leases: Property and equipment, gross $ 56,022 $ 30,136 Less accumulated depreciation (13,206) (12,088) Property and equipment, net $ 42,816 $ 18,048 Current finance lease liabilities $ 5,051 $ 4,020 Long-term finance lease liabilities 33,085 14,357 Total finance lease liabilities $ 38,136 $ 18,377 Weighted average remaining lease term (years): Operating leases 7.2 8.4 Finance lease 10.1 6.0 Weighted average discount rate: Operating leases 7.3 % 5.1 % Finance leases 8.2 % 7.7 % Maturities of lease liabilities, as of June 29, 2024, were as follows: Operating Leases Finance Leases 2024 (six months) $ 11,304 $ 4,252 2025 21,854 6,900 2026 18,501 5,585 2027 15,148 5,402 2028 12,093 5,818 2029 10,536 4,477 Thereafter 31,745 24,743 Total lease payments 121,181 57,177 Less imputed interest (26,638) (19,041) Present value of lease payments $ 94,543 $ 38,136 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company is party to certain legal actions arising from its ordinary course of business activities. In the opinion of management, these actions will not have a material effect on the Company’s financial position, results of operations or liquidity. The Company’s policy is to record legal accruals when the outcome is probable and can be reasonably estimated and to record legal fees as incurred. In March 2018, we were notified of an investigation by the Canadian Competition Bureau (the “CCB”) into pricing practices by certain asphalt paving contractors in British Columbia, including Winvan Paving, Ltd. (“Winvan”). We believe the investigation is focused on time periods prior to our April 2017 acquisition of Winvan and we are cooperating with the CCB. Although we currently do not believe this matter will have a material adverse effect on our business, financial condition or results of operations, we are currently not able to predict the ultimate outcome or cost of the investigation. On January 4, 2021, prior to the closing of the Transaction, Argos USA entered into a Deferred Prosecution Agreement (“DPA”) with the U.S. Department of Justice (“DOJ”) related to the sale of ready-mix concrete in the greater Savannah, Georgia area by a small number of employees who joined the Company in October 2011 and were subsequently terminated. Pursuant to the DPA, Argos USA paid a monetary penalty of $20.0 million and was required, among other things, to periodically review and update its antitrust compliance program. The three-year term of the DPA expired on January 4, 2024. As Argos USA fully complied with the terms of the DPA, on January 18, 2024, following the conclusion of the DPA’s three-year term, the United States District Court for the Southern District of Georgia dismissed the criminal charge that was filed against the company in January 2021. Argos USA’s failure to comply with the terms and conditions of the DPA could result in additional criminal prosecution or penalties as well as continued expenses in defending these proceedings. In addition, Argos USA has been named a defendant in a putative class action filed under the caption Pro Slab, Inc. et al. v. Argos USA LLC et al. on behalf of purchasers of ready-mix concrete on November 22, 2017 in the U.S. District Court for the District of South Carolina and includes allegations of price-fixing, market allocation and other anti-competitive practices in the Savannah, Georgia and Charleston, South Carolina markets, seeking monetary damages and other remedies. This case was stayed on February 9, 2022 pending the resolution of the same criminal indictments, and only limited, written discovery may proceed while this stay is in effect. On June 13, 2023, prior to the closing of the Transaction, Argos USA entered into a settlement and compliance agreement with the Federal Highway Administration of the U.S. Department of Transportation that requires, among other things, appointment of an independent monitor until June 2025 to monitor, among other things, bids or awards of publicly funded contracts in Georgia and South Carolina for our ready-mix and cement business, as well as our code of business conduct, antitrust compliance policy, and antitrust compliance program. 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. The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of June 29, 2024 and December 30, 2023, $44.1 million and $44.8 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $6.5 million and $5.1 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of June 29, 2024 and December 30, 2023 were $171.4 million and $141.8 million, respectively. Payment In Lieu Of Taxes (“PILOT”) Agreemen t — In connection with the Transaction, Summit assumed a PILOT agreement related to the Martinsburg, West Virginia cement plant entered into by Argos USA pursuant to an acquisition that occurred in 2016. This agreement, which includes a continuing employment base requirement and other requirements, is in effect through fiscal year 2034. Under this agreement, certain property was conveyed to the West Virginia Economic Development Authority in exchange for certain local tax incentives. The $460.0 million receivable from the municipality related to the conveyance of the property, and the $460.0 million liability associated with the financing, have been offset in the consolidated balance sheets as the opening balance sheet. The annual payment related to the financing, and receipts related to the conveyance of the property for year-ended December 30, 2023 approximated $27.1 million. 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. |
FAIR VALUE
FAIR VALUE | 6 Months Ended |
Jun. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE 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 fair value of contingent consideration as of June 29, 2024 and December 30, 2023 was: June 29, 2024 December 30, 2023 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ 1,701 $ 139 Acquisition-related liabilities and Other noncurrent liabilities: Contingent consideration $ 7,971 $ 9,254 The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 10.0% 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. There were no material valuation adjustments to contingent consideration as of June 29, 2024 and July 1, 2023. 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 June 29, 2024 and December 30, 2023 was: June 29, 2024 December 30, 2023 Fair Value Carrying Value Fair Value Carrying Value Level 1 Long-term debt(1) $ 2,814,031 $ 2,805,202 $ 2,329,606 $ 2,300,473 Level 3 Current portion of deferred consideration and noncompete obligations(2) 7,286 7,286 6,868 6,868 Long term portion of deferred consideration and noncompete obligations(3) 13,246 13,246 18,767 18,767 (1) $7.6 million and $3.8 million was included in current portion of debt as of June 29, 2024 and December 30, 2023, respectively. (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 1, 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. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 29, 2024 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 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, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA ("EBITDA" refers to net income (loss) before interest expense (income), income tax expense (benefit) and depreciation, depletion and amortization), which is computed as earnings from operations before interest, taxes, depreciation, depletion, amortization, accretion and share-based compensation, as well as various other non-recurring, non-cash amounts. The West and East segments have several 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 June 29, 2024 and December 30, 2023 and for the three and six months ended June 29, 2024 and July 1, 2023: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Revenue*: West $ 453,382 $ 430,738 $ 757,920 $ 681,620 East 340,059 186,537 608,753 316,926 Cement 324,821 111,875 556,604 165,992 Total revenue $ 1,118,262 $ 729,150 $ 1,923,277 $ 1,164,538 *Intercompany sales totaled $53.5 million and $94.0 million for the three and six months ended June 29, 2024, respectively, and $1.6 million and $2.4 million for the three and six months ended July 1, 2023, respectively. The presentation above only reflects sales to external customers. Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Income from operations before taxes $ 131,891 $ 107,209 $ 53,556 $ 69,531 Interest expense 52,849 27,902 104,741 55,322 Depreciation, depletion and amortization 103,379 54,042 198,342 104,230 Accretion 1,018 745 2,026 1,451 Loss on debt financings — — 5,453 493 Gain on sale of businesses (3,758) — (18,743) — Non-cash compensation 7,413 5,216 14,133 9,924 Argos USA acquisition and integration costs 9,737 — 71,031 — Other (6,363) (3,369) (13,148) (8,005) Total Adjusted EBITDA $ 296,166 $ 191,745 $ 417,391 $ 232,946 Total Adjusted EBITDA by Segment: West $ 101,585 $ 104,517 $ 144,985 $ 137,195 East 70,554 47,617 108,030 66,469 Cement 140,769 52,872 200,223 52,882 Corporate and other (16,742) (13,261) (35,847) (23,600) Total Adjusted EBITDA $ 296,166 $ 191,745 $ 417,391 $ 232,946 Six months ended June 29, 2024 July 1, 2023 Purchases of property, plant and equipment West $ 75,744 $ 70,687 East 46,570 30,378 Cement 45,813 19,477 Total reportable segments 168,127 120,542 Corporate and other 7,833 6,351 Total purchases of property, plant and equipment $ 175,960 $ 126,893 Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Depreciation, depletion, amortization and accretion: West $ 30,270 $ 28,144 $ 60,608 $ 54,517 East 23,369 15,718 46,450 31,253 Cement 48,268 9,891 88,973 17,889 Total reportable segments 101,907 53,753 196,031 103,659 Corporate and other 2,490 1,034 4,337 2,022 Total depreciation, depletion, amortization and accretion $ 104,397 $ 54,787 $ 200,368 $ 105,681 June 29, 2024 December 30, 2023 Total assets: West $ 2,037,224 $ 1,837,214 East 1,618,636 1,171,944 Cement 4,090,823 904,508 Total reportable segments 7,746,683 3,913,666 Corporate and other 567,309 1,235,916 Total $ 8,313,992 $ 5,149,582 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 29, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS As part of the combination with Argos USA, we entered into several agreements with affiliates of Cementos Argos as follows: We entered into agreements whereby Cementos Argos or an affiliate of Cementos Argos provides various administrative and technical services. The technical service agreement can be terminated with six months advance notice, while the support services agreement expires January 2026. During the three and six months ended June 29, 2024, we paid $1.4 million and $1.7 million, respectively, under these agreements and is included in general and administrative costs in our statement of operations. We also entered into a cement supply agreement with Cementos Argos with an initial term expiring December 31, 2028. Under this agreement, we will purchase a minimum volume of 425,000 metric tons of cement from an affiliate of Cementos Argos. The purchase price of the cement will be at market prices based on third party quotes. During the three and six months ended June 29, 2024, we purchased $5.3 million and $14.4 million, respectively, of cement under the cement supply agreement. Cement purchases are capitalized into inventory on the consolidated balance sheet. We also entered into various agreements whereby an affiliate of Cementos Argos will provide logistics support for importing cement to our terminals. During the three and six months ended June 29, 2024, we paid the affiliate $2.8 million and $4.5 million, respectively, under the logistics supply agreement, and these costs are capitalized into inventory on our consolidated balance sheet. We entered into a master purchase agreement where-by we will utilize the services of an affiliate of Cementos Argos to negotiate and coordinate a supply agreement with the international suppliers for the purchase of cement and other materials. This agreement expires on December 31, 2025. During the three and six months ended June 29, 2024, we paid $0.2 million and $0.3 million, respectively, under the master purchase agreement, and these costs are capitalized into inventory on our consolidated balance sheet. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Pay vs Performance Disclosure | ||||
Net income (loss) | $ 106,075 | $ 83,637 | $ 39,209 | $ 52,833 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 29, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SUMMARY OF ORGANIZATION AND S_2
SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 29, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2023. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements. Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of June 29, 2024, the results of operations for the three and six months ended June 29, 2024 and July 1, 2023 and cash flows for the six months ended June 29, 2024 and July 1, 2023. |
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. For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 9, Stockholders’ Equity. |
Use of Estimates | Use of Estimates —Preparation of these consolidated financial statements in conformity with 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, tax receivable agreement ("TRA") liability, 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— |
Revenue Recognition | Revenue Recognition— We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants. Products: Revenue for product sales is recognized when the performance obligation is satisfied, which generally is when the product is shipped. Services: We earn revenue from the provision of services, which are primarily paving and related services, which are typically calculated using monthly progress based on a method similar to percentage of completion or a customer’s engineer review of progress. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. The majority of our construction service contracts are for work that occurs mostly during the spring, summer and fall. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. Estimating costs to be incurred for revenue recognition involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. |
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. 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. |
Leases | We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of Accounting Standards Update No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment. |
ACQUISITIONS, DISPOSTIONS, GO_2
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Acquisitions, Dispositions, Goodwill and Intangible Disclosure [Abstract] | |
Schedule of Business Acquisition, Pro Forma Information | The following table includes unaudited pro forma financial information that presents the consolidated results of operations for the three and six months ended June 29, 2024 and July 1, 2023 as if the Transaction had occurred on January 1, 2023. Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Total Revenues $ 1,118,262 $ 1,156,922 $ 1,967,164 $ 1,992,318 Net income attributable to Summit Inc. $ 106,075 $ 108,608 $ 39,806 $ 72,764 The unaudited pro forma financial information is provided for informational purposes only and is not necessarily indicative of the consolidated results of operations of the Company had the combination actually occurred on January 1, 2023, nor of the results of our future operations of the combined business. The pro forma results are based on the preliminary purchase price allocation and will be updated to reflect the final amounts as the allocation is finalized during the measurement period. Fair value of consideration transferred Cash consideration $ 1,145,463 Fair value of stock consideration issued 1,973,750 Total fair value of consideration transferred $ 3,119,213 |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the purchase price to the fair value of assets acquired and liabilities assumed. Purchase Price $ 3,119,213 Asset acquired: Cash and cash equivalents 97,153 Accounts receivable, net 157,170 Inventories 101,481 Other current assets 10,505 Intangible assets, net 100,000 Property, plant and equipment, net 2,355,417 Operating lease right of use assets 55,756 Other assets 50,414 Liabilities assumed: Accounts payable (124,242) Accrued expenses (71,628) Current operating lease liabilities (7,545) Noncurrent operating lease liabilities (48,211) Deferred tax liabilities (225,614) Other noncurrent liabilities (203,233) Fair value of identifiable net assets acquired 2,247,423 Goodwill $ 871,790 Six months ended Year ended June 29, 2024 December 30, 2023 Financial assets $ 1,739 $ 12,747 Inventories 161 6,251 Property, plant and equipment 29,191 125,207 Other assets 304 1,085 Financial liabilities (3,177) (11,973) Other long-term liabilities (43) (802) Net assets acquired 28,175 132,515 Goodwill 36,782 108,590 Purchase price 64,957 241,105 Other — (1,597) Net cash paid for acquisitions $ 64,957 $ 239,508 |
Schedule Of Acquisitions By Region | The following table summarizes the Company’s other acquisitions by region and period: Six months ended Year ended June 29, 2024 December 30, 2023 West* 1 3 East* 1 1 Cement* — — _______________________________________________________________________ * The combination with Argos USA affected all three reporting segments. In addition to the acquisition of all of the outstanding equity interests of Argos USA, we also acquired two aggregates-based operations, one in each of our West and East segments. |
Schedule of Goodwill by Reportable Segment and in Total | Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2023 to June 29, 2024 are summarized as follows: West East Cement Total Balance—December 30, 2023 $ 658,704 $ 361,501 $ 204,656 $ 1,224,861 Acquisitions (1) 36,414 — 871,790 908,204 Dispositions (2) — (37,938) — (37,938) Foreign currency translation adjustments (2,117) — — (2,117) Balance—June 29, 2024 $ 693,001 $ 323,563 $ 1,076,446 $ 2,093,010 _______________________________________________________________________ (1) Reflects goodwill from 2024 acquisitions and working capital adjustments from prior year acquisitions. (2) Reflects goodwill derecognition from dispositions completed during 2024. |
Schedule of Intangible Assets by Type and in Total | The following table shows intangible assets by type and in total: June 29, 2024 December 30, 2023 Gross Accumulated Net Gross Accumulated Net Operating permits $ 38,677 $ (6,505) $ 32,172 $ 38,677 $ (5,691) $ 32,986 Mineral leases 17,375 (7,724) 9,651 17,778 (7,676) 10,102 Reserve rights 25,586 (5,432) 20,154 25,586 (5,020) 20,566 Intellectual property 21,400 (5,053) 16,347 — — — Other 104,830 (14,872) 89,958 5,012 (585) 4,427 Total intangible assets $ 207,868 $ (39,586) $ 168,282 $ 87,053 $ (18,972) $ 68,081 |
Schedule of Estimated Amortization Expense for Intangible Assets | The estimated amortization expense for the intangible assets for each of the five years subsequent to June 29, 2024 is as follows: 2024 (six months) $ 22,463 2025 44,889 2026 34,439 2027 6,608 2028 5,805 2029 5,102 Thereafter 48,976 Total $ 168,282 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue by Product | Revenue by product for the three and six months ended June 29, 2024 and July 1, 2023 is as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Revenue by product*: Aggregates $ 187,100 $ 182,512 $ 332,611 $ 326,165 Cement 311,188 103,607 535,285 152,620 Ready-mix concrete 393,278 199,570 705,325 338,348 Asphalt 77,624 91,809 105,609 118,444 Paving and related services 81,861 89,374 122,783 116,558 Other 67,211 62,278 121,664 112,403 Total revenue $ 1,118,262 $ 729,150 $ 1,923,277 $ 1,164,538 *Revenue from liquid asphalt terminals is included in asphalt revenue. |
Schedule of Accounts Receivable, Net | Accounts receivable, net consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Trade accounts receivable $ 519,801 $ 228,697 Construction contract receivables 36,677 51,567 Retention receivables 9,534 13,541 Receivables from related parties 97 — Accounts receivable 566,109 293,805 Less: Allowance for doubtful accounts (16,016) (6,553) Accounts receivable, net $ 550,093 $ 287,252 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Components of Inventories | Inventories consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Aggregate stockpiles $ 172,183 $ 165,272 Finished goods 95,702 43,122 Work in process 17,680 10,702 Raw materials 63,534 22,254 Total $ 349,099 $ 241,350 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Components of Accrued Expenses | Accrued expenses consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Interest $ 71,393 $ 27,593 Payroll and benefits 50,155 63,888 Finance lease obligations 5,051 4,020 Insurance 37,308 25,277 Current portion of accrued taxes and TRA liability 22,793 11,042 Deferred asset purchase payments 7,979 5,903 Professional fees 3,241 2,036 Other (1) 52,435 31,932 Total $ 250,355 $ 171,691 (1) Consists primarily of current portion of asset retirement obligations and miscellaneous accruals. |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt consisted of the following as of June 29, 2024 and December 30, 2023: June 29, 2024 December 30, 2023 Term Loan, due 2029: $1,007.5 million and $504.5 million, net of $2.3 million and $4.0 million discount at June 29, 2024 and December 30, 2023, respectively $ 1,005,202 $ 500,473 6 1 ⁄ 2 % Senior Notes, due 2027 300,000 300,000 5 1 ⁄ 4 % Senior Notes, due 2029 700,000 700,000 7 1 ⁄ 4 % Senior Notes, due 2031 800,000 800,000 Total 2,805,202 2,300,473 Current portion of long-term debt 7,575 3,822 Long-term debt $ 2,797,627 $ 2,296,651 |
Schedule of Contractual Payments of Long-Term Debt | The contractual payments of long-term debt, including current maturities, for the five years subsequent to June 29, 2024, are as follows: 2024 (six months) $ 2,525 2025 12,625 2026 10,100 2027 310,100 2028 10,100 2029 1,662,025 Thereafter 800,000 Total 2,807,475 Less: Original issue net discount (2,273) Less: Deferred financing costs (26,164) Total debt $ 2,779,038 |
Shedule of Activity for Deferred Financing Fees | The following table presents the activity for the deferred financing fees for the six months ended June 29, 2024 and July 1, 2023: Deferred financing fees Balance—December 30, 2023 $ 14,463 Loan origination fees 17,732 Amortization (2,997) Write off of deferred financing fees (1,462) Balance—June 29, 2024 $ 27,736 Balance—December 31, 2022 $ 11,489 Loan origination fees 1,566 Amortization (1,227) Write off of deferred financing fees (160) Balance—July 1, 2023 $ 11,668 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Basic Earnings Per Share | The following table shows the calculation of basic and diluted earnings per share: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Net income attributable to Summit Inc. $ 106,075 $ 83,637 $ 39,209 $ 52,833 Weighted average shares of Class A stock outstanding 175,510,071 118,848,214 171,478,056 118,706,385 Add: Nonvested restricted stock awards of retirement eligible shares 40,416 83,700 52,975 99,400 Weighted average shares outstanding 175,550,487 118,931,914 171,531,031 118,805,785 Basic earnings per share $ 0.60 $ 0.70 $ 0.23 $ 0.44 Diluted net income attributable to Summit Inc. $ 106,075 $ 83,637 $ 39,209 $ 52,833 Weighted average shares outstanding 175,550,487 118,931,914 171,531,031 118,805,785 Add: stock options 104,706 100,895 116,734 99,102 Add: warrants 17,061 13,194 17,116 12,978 Add: restricted stock units 263,418 193,011 408,314 340,958 Add: performance stock units 196,329 154,695 234,849 172,781 Weighted average dilutive shares outstanding 176,132,001 119,393,709 172,308,044 119,431,604 Diluted earnings per share $ 0.60 $ 0.70 $ 0.23 $ 0.44 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Excluded from the above calculations were the shares noted below as they were antidilutive: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Antidilutive shares: LP Units — 1,310,004 255,783 1,310,630 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Changes in Ownership of Summit Holdings | The following table summarizes the changes in our ownership of Summit Holdings: Summit Inc. LP Units Total Summit Inc. Balance — December 30, 2023 119,529,380 763,243 120,292,623 99.4 % Exchanges during period 763,243 (763,243) — Stock option exercises 83,488 — 83,488 Issuance of Class A common stock 54,720,000 — 54,720,000 Other equity transactions 490,360 — 490,360 Balance — June 29, 2024 175,586,471 — 175,586,471 100.0 % Balance — December 31, 2022 118,408,655 1,312,004 119,720,659 98.9 % Exchanges during period 2,000 (2,000) — Stock option exercises 4,240 — 4,240 Other equity transactions 471,379 — 471,379 Balance — July 1, 2023 118,886,274 1,310,004 120,196,278 98.9 % |
Schedule of Changes in Each Component of Accumulated Other Comprehensive Income (Loss) | The changes in each component of accumulated other comprehensive income (loss) consisted of the following: Change in Foreign currency Accumulated Balance — December 30, 2023 $ 6,840 $ 435 $ 7,275 Foreign currency translation adjustment, net of tax — (5,127) (5,127) Balance — June 29, 2024 $ 6,840 $ (4,692) $ 2,148 Balance — December 31, 2022 $ 6,356 $ (3,272) $ 3,084 Foreign currency translation adjustment, net of tax — 3,242 3,242 Balance — July 1, 2023 $ 6,356 $ (30) $ 6,326 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information is as follows: Six months ended June 29, 2024 July 1, 2023 Cash payments: Interest $ 53,234 $ 38,107 Payments for income taxes, net 11,390 6,941 Operating cash payments on operating leases 11,496 4,801 Operating cash payments on finance leases 1,469 282 Finance cash payments on finance leases 2,777 5,223 Non cash investing and financing activities: Accrued liabilities for purchases of property, plant and equipment $ 44,303 $ 14,994 Right of use assets obtained in exchange for operating lease obligations 68,151 2,050 Right of use assets obtained in exchange for finance leases obligations 28,764 413 Exchange of LP Units to shares of Class A common stock 32,633 60 Issuance of Class A common stock 1,973,750 — |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Leases [Abstract] | |
Schedule of Lease Cost | The components of lease expense were as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Operating lease cost $ 6,245 $ 2,697 $ 12,274 $ 5,338 Variable lease cost 2,135 34 3,800 64 Short-term lease cost 11,352 10,184 20,674 17,454 Financing lease cost: Amortization of right-of-use assets 1,466 714 2,925 1,532 Interest on lease liabilities 776 133 1,421 281 Total lease cost $ 21,974 $ 13,762 $ 41,094 $ 24,669 June 29, 2024 December 30, 2023 Supplemental balance sheet information related to leases: Operating leases: Operating lease right-of-use assets $ 89,360 $ 36,553 Current operating lease liabilities $ 17,217 $ 8,596 Noncurrent operating lease liabilities 77,326 33,230 Total operating lease liabilities $ 94,543 $ 41,826 Finance leases: Property and equipment, gross $ 56,022 $ 30,136 Less accumulated depreciation (13,206) (12,088) Property and equipment, net $ 42,816 $ 18,048 Current finance lease liabilities $ 5,051 $ 4,020 Long-term finance lease liabilities 33,085 14,357 Total finance lease liabilities $ 38,136 $ 18,377 Weighted average remaining lease term (years): Operating leases 7.2 8.4 Finance lease 10.1 6.0 Weighted average discount rate: Operating leases 7.3 % 5.1 % Finance leases 8.2 % 7.7 % Maturities of lease liabilities, as of June 29, 2024, were as follows: Operating Leases Finance Leases 2024 (six months) $ 11,304 $ 4,252 2025 21,854 6,900 2026 18,501 5,585 2027 15,148 5,402 2028 12,093 5,818 2029 10,536 4,477 Thereafter 31,745 24,743 Total lease payments 121,181 57,177 Less imputed interest (26,638) (19,041) Present value of lease payments $ 94,543 $ 38,136 |
Schedule of Lease Assets and Liabilities | The components of lease expense were as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Operating lease cost $ 6,245 $ 2,697 $ 12,274 $ 5,338 Variable lease cost 2,135 34 3,800 64 Short-term lease cost 11,352 10,184 20,674 17,454 Financing lease cost: Amortization of right-of-use assets 1,466 714 2,925 1,532 Interest on lease liabilities 776 133 1,421 281 Total lease cost $ 21,974 $ 13,762 $ 41,094 $ 24,669 June 29, 2024 December 30, 2023 Supplemental balance sheet information related to leases: Operating leases: Operating lease right-of-use assets $ 89,360 $ 36,553 Current operating lease liabilities $ 17,217 $ 8,596 Noncurrent operating lease liabilities 77,326 33,230 Total operating lease liabilities $ 94,543 $ 41,826 Finance leases: Property and equipment, gross $ 56,022 $ 30,136 Less accumulated depreciation (13,206) (12,088) Property and equipment, net $ 42,816 $ 18,048 Current finance lease liabilities $ 5,051 $ 4,020 Long-term finance lease liabilities 33,085 14,357 Total finance lease liabilities $ 38,136 $ 18,377 Weighted average remaining lease term (years): Operating leases 7.2 8.4 Finance lease 10.1 6.0 Weighted average discount rate: Operating leases 7.3 % 5.1 % Finance leases 8.2 % 7.7 % Maturities of lease liabilities, as of June 29, 2024, were as follows: Operating Leases Finance Leases 2024 (six months) $ 11,304 $ 4,252 2025 21,854 6,900 2026 18,501 5,585 2027 15,148 5,402 2028 12,093 5,818 2029 10,536 4,477 Thereafter 31,745 24,743 Total lease payments 121,181 57,177 Less imputed interest (26,638) (19,041) Present value of lease payments $ 94,543 $ 38,136 |
Schedule of Finance Lease Liability Maturities | The components of lease expense were as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Operating lease cost $ 6,245 $ 2,697 $ 12,274 $ 5,338 Variable lease cost 2,135 34 3,800 64 Short-term lease cost 11,352 10,184 20,674 17,454 Financing lease cost: Amortization of right-of-use assets 1,466 714 2,925 1,532 Interest on lease liabilities 776 133 1,421 281 Total lease cost $ 21,974 $ 13,762 $ 41,094 $ 24,669 June 29, 2024 December 30, 2023 Supplemental balance sheet information related to leases: Operating leases: Operating lease right-of-use assets $ 89,360 $ 36,553 Current operating lease liabilities $ 17,217 $ 8,596 Noncurrent operating lease liabilities 77,326 33,230 Total operating lease liabilities $ 94,543 $ 41,826 Finance leases: Property and equipment, gross $ 56,022 $ 30,136 Less accumulated depreciation (13,206) (12,088) Property and equipment, net $ 42,816 $ 18,048 Current finance lease liabilities $ 5,051 $ 4,020 Long-term finance lease liabilities 33,085 14,357 Total finance lease liabilities $ 38,136 $ 18,377 Weighted average remaining lease term (years): Operating leases 7.2 8.4 Finance lease 10.1 6.0 Weighted average discount rate: Operating leases 7.3 % 5.1 % Finance leases 8.2 % 7.7 % Maturities of lease liabilities, as of June 29, 2024, were as follows: Operating Leases Finance Leases 2024 (six months) $ 11,304 $ 4,252 2025 21,854 6,900 2026 18,501 5,585 2027 15,148 5,402 2028 12,093 5,818 2029 10,536 4,477 Thereafter 31,745 24,743 Total lease payments 121,181 57,177 Less imputed interest (26,638) (19,041) Present value of lease payments $ 94,543 $ 38,136 |
Schedule of Operating Lease Liability Maturities | The components of lease expense were as follows: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Operating lease cost $ 6,245 $ 2,697 $ 12,274 $ 5,338 Variable lease cost 2,135 34 3,800 64 Short-term lease cost 11,352 10,184 20,674 17,454 Financing lease cost: Amortization of right-of-use assets 1,466 714 2,925 1,532 Interest on lease liabilities 776 133 1,421 281 Total lease cost $ 21,974 $ 13,762 $ 41,094 $ 24,669 June 29, 2024 December 30, 2023 Supplemental balance sheet information related to leases: Operating leases: Operating lease right-of-use assets $ 89,360 $ 36,553 Current operating lease liabilities $ 17,217 $ 8,596 Noncurrent operating lease liabilities 77,326 33,230 Total operating lease liabilities $ 94,543 $ 41,826 Finance leases: Property and equipment, gross $ 56,022 $ 30,136 Less accumulated depreciation (13,206) (12,088) Property and equipment, net $ 42,816 $ 18,048 Current finance lease liabilities $ 5,051 $ 4,020 Long-term finance lease liabilities 33,085 14,357 Total finance lease liabilities $ 38,136 $ 18,377 Weighted average remaining lease term (years): Operating leases 7.2 8.4 Finance lease 10.1 6.0 Weighted average discount rate: Operating leases 7.3 % 5.1 % Finance leases 8.2 % 7.7 % Maturities of lease liabilities, as of June 29, 2024, were as follows: Operating Leases Finance Leases 2024 (six months) $ 11,304 $ 4,252 2025 21,854 6,900 2026 18,501 5,585 2027 15,148 5,402 2028 12,093 5,818 2029 10,536 4,477 Thereafter 31,745 24,743 Total lease payments 121,181 57,177 Less imputed interest (26,638) (19,041) Present value of lease payments $ 94,543 $ 38,136 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Contingent Consideration and Derivatives Measured at Fair Value | The fair value of contingent consideration as of June 29, 2024 and December 30, 2023 was: June 29, 2024 December 30, 2023 Current portion of acquisition-related liabilities and Accrued expenses: Contingent consideration $ 1,701 $ 139 Acquisition-related liabilities and Other noncurrent liabilities: Contingent consideration $ 7,971 $ 9,254 |
Schedule of Carrying Value and Fair Value of Financial Instruments | The carrying value and fair value of these financial instruments as of June 29, 2024 and December 30, 2023 was: June 29, 2024 December 30, 2023 Fair Value Carrying Value Fair Value Carrying Value Level 1 Long-term debt(1) $ 2,814,031 $ 2,805,202 $ 2,329,606 $ 2,300,473 Level 3 Current portion of deferred consideration and noncompete obligations(2) 7,286 7,286 6,868 6,868 Long term portion of deferred consideration and noncompete obligations(3) 13,246 13,246 18,767 18,767 (1) $7.6 million and $3.8 million was included in current portion of debt as of June 29, 2024 and December 30, 2023, respectively. (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. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Financial Data for Company's Reportable Business Segments | The following tables display selected financial data for the Company’s reportable business segments as of June 29, 2024 and December 30, 2023 and for the three and six months ended June 29, 2024 and July 1, 2023: Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Revenue*: West $ 453,382 $ 430,738 $ 757,920 $ 681,620 East 340,059 186,537 608,753 316,926 Cement 324,821 111,875 556,604 165,992 Total revenue $ 1,118,262 $ 729,150 $ 1,923,277 $ 1,164,538 *Intercompany sales totaled $53.5 million and $94.0 million for the three and six months ended June 29, 2024, respectively, and $1.6 million and $2.4 million for the three and six months ended July 1, 2023, respectively. The presentation above only reflects sales to external customers. Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Income from operations before taxes $ 131,891 $ 107,209 $ 53,556 $ 69,531 Interest expense 52,849 27,902 104,741 55,322 Depreciation, depletion and amortization 103,379 54,042 198,342 104,230 Accretion 1,018 745 2,026 1,451 Loss on debt financings — — 5,453 493 Gain on sale of businesses (3,758) — (18,743) — Non-cash compensation 7,413 5,216 14,133 9,924 Argos USA acquisition and integration costs 9,737 — 71,031 — Other (6,363) (3,369) (13,148) (8,005) Total Adjusted EBITDA $ 296,166 $ 191,745 $ 417,391 $ 232,946 Total Adjusted EBITDA by Segment: West $ 101,585 $ 104,517 $ 144,985 $ 137,195 East 70,554 47,617 108,030 66,469 Cement 140,769 52,872 200,223 52,882 Corporate and other (16,742) (13,261) (35,847) (23,600) Total Adjusted EBITDA $ 296,166 $ 191,745 $ 417,391 $ 232,946 Six months ended June 29, 2024 July 1, 2023 Purchases of property, plant and equipment West $ 75,744 $ 70,687 East 46,570 30,378 Cement 45,813 19,477 Total reportable segments 168,127 120,542 Corporate and other 7,833 6,351 Total purchases of property, plant and equipment $ 175,960 $ 126,893 Three months ended Six months ended June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Depreciation, depletion, amortization and accretion: West $ 30,270 $ 28,144 $ 60,608 $ 54,517 East 23,369 15,718 46,450 31,253 Cement 48,268 9,891 88,973 17,889 Total reportable segments 101,907 53,753 196,031 103,659 Corporate and other 2,490 1,034 4,337 2,022 Total depreciation, depletion, amortization and accretion $ 104,397 $ 54,787 $ 200,368 $ 105,681 June 29, 2024 December 30, 2023 Total assets: West $ 2,037,224 $ 1,837,214 East 1,618,636 1,171,944 Cement 4,090,823 904,508 Total reportable segments 7,746,683 3,913,666 Corporate and other 567,309 1,235,916 Total $ 8,313,992 $ 5,149,582 |
SUMMARY OF ORGANIZATION AND S_3
SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jan. 12, 2024 USD ($) shares | Jun. 29, 2024 USD ($) state | Jul. 01, 2023 USD ($) | Jun. 29, 2024 USD ($) state segment cementPlant | Jul. 01, 2023 USD ($) | Dec. 30, 2023 USD ($) | |
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Number of operating segments | segment | 3 | |||||
Number of reportable segments | segment | 3 | |||||
Proceeds from debt issuances | $ 1,007,475 | $ 0 | ||||
Number of states in which the entity operates | state | 24 | 24 | ||||
Transaction and integration costs | $ 10,265 | $ 1,712 | $ 72,473 | 2,076 | ||
Deferred tax liabilities | $ 189,138 | $ 189,138 | $ 15,854 | |||
Argos USA | ||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Cash consideration | $ 1,200,000 | |||||
Net cash paid for acquisitions | 3,119,213 | |||||
Argos USA | Seven Point Two Five Percent Senior Notes Due Two Thousand Thirty One | Senior Notes | ||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Proceeds from debt issuances | $ 800,000 | |||||
Argos USA | Preferred Stock | ||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Business acquisition number of shares (in shares) | shares | 1 | |||||
Argos USA | Common Class A | ||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Business acquisition number of shares (in shares) | shares | 54,720,000 | |||||
Revision of Prior Period, Reclassification, Adjustment | ||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Transaction and integration costs | $ 1,700 | $ 2,100 | ||||
Deferred tax liabilities | $ 15,900 | |||||
Cement plant | ||||||
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items] | ||||||
Number of plants | cementPlant | 6 |
ACQUISITIONS, DISPOSTIONS, GO_3
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Narrative (Details) $ / shares in Units, T in Millions | 3 Months Ended | 6 Months Ended | |||||
Jan. 12, 2024 USD ($) inlandTerminal T ready-mixPlant integratedCementPlant grindingFacility port $ / shares shares | Jun. 29, 2024 USD ($) $ / shares | Jul. 01, 2023 USD ($) | Jun. 29, 2024 USD ($) business $ / shares | Jun. 29, 2024 USD ($) $ / shares | Jul. 01, 2023 USD ($) | Dec. 30, 2023 $ / shares | |
Business Acquisition [Line Items] | |||||||
Preferred stock, par value (in usd per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||
Argos USA acquisition and integration costs | $ 9,737,000 | $ 0 | $ 71,031,000 | $ 0 | |||
Purchase of intellectual property | 21,400,000 | 0 | |||||
Amortization expense | 11,000,000 | 900,000 | 20,200,000 | 1,800,000 | |||
Proceeds from sale of businesses | 86,031,000 | 0 | |||||
Gain on sale of business | 3,758,000 | $ 0 | $ 18,743,000 | $ 0 | |||
East | |||||||
Business Acquisition [Line Items] | |||||||
Number of businesses sold | business | 2 | ||||||
West | |||||||
Business Acquisition [Line Items] | |||||||
Number of businesses sold | business | 1 | ||||||
East and West | |||||||
Business Acquisition [Line Items] | |||||||
Proceeds from sale of businesses | $ 86,000,000 | ||||||
Gain on sale of business | $ 18,700,000 | ||||||
Argos USA | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 3,119,213,000 | ||||||
Cash consideration | $ 1,200,000,000 | ||||||
Preferred stock, par value (in usd per share) | $ / shares | $ 0.01 | ||||||
Number of integrated cement plants | integratedCementPlant | 4 | ||||||
Number of grinding facilities | grindingFacility | 2 | ||||||
Number of ready-mix concrete plants | ready-mixPlant | 140 | ||||||
Number of ports | port | 8 | ||||||
Number of inland | inlandTerminal | 10 | ||||||
Cement grinding capacity per annum | T | 9.6 | ||||||
import capacity of cement per annum | T | 5.4 | ||||||
Revenue of acquiree since acquisition date, actual | $ 805,900,000 | ||||||
Earnings or loss of acquiree since acquisition date, actual | $ 81,800,000 | ||||||
Percentage of voting interests acquired | 25.01% | ||||||
Decrease in property, plant and equipment | 92,000,000 | ||||||
Increase in other noncurrent liabilities | 37,000,000 | ||||||
Decrease in deferred tax liabilities | $ 38,000,000 | ||||||
Intangible assets, net | $ 100,000,000 | ||||||
Argos USA | Customer-Related Intangible Assets | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets, net | $ 85,000,000 | ||||||
Weighted average useful life | 3 years | ||||||
Argos USA | Contractual Intangible Assets | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets, net | $ 15,000,000 | ||||||
Weighted average useful life | 8 years | ||||||
Argos USA | Intellectual Property Licenses | |||||||
Business Acquisition [Line Items] | |||||||
Purchase of intellectual property | $ 21,400,000 | ||||||
Argos USA | Preferred Stock | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition number of shares (in shares) | shares | 1 | ||||||
Argos USA | Common Class A | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition number of shares (in shares) | shares | 54,720,000 | ||||||
Share price (in usd per share) | $ / shares | $ 36.07 |
ACQUISITIONS, DISPOSTIONS, GO_4
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Pro forma Revenue and Net Income (Details) - Argos USA - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Business Acquisition [Line Items] | ||||
Total Revenues | $ 1,118,262 | $ 1,156,922 | $ 1,967,164 | $ 1,992,318 |
Net income attributable to Summit Inc. | $ 106,075 | $ 108,608 | $ 39,806 | $ 72,764 |
ACQUISITIONS, DISPOSTIONS, GO_5
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Pro forma Preliminary Price Allocation (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jan. 12, 2024 | Jun. 29, 2024 | Jul. 01, 2023 | |
Business Acquisition [Line Items] | |||
Cash consideration | $ 1,113,267 | $ 237,666 | |
Argos USA | |||
Business Acquisition [Line Items] | |||
Cash consideration | $ 1,145,463 | ||
Fair value of stock consideration issued | 1,973,750 | ||
Total fair value of consideration transferred | $ 3,119,213 |
ACQUISITIONS, DISPOSTIONS, GO_6
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Fair Value of Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | Jan. 12, 2024 | Jun. 29, 2024 | Dec. 30, 2023 |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,093,010 | $ 1,224,861 | |
Argos USA | |||
Business Acquisition [Line Items] | |||
Purchase Price | $ 3,119,213 | ||
Cash and cash equivalents | 97,153 | ||
Accounts receivable, net | 157,170 | ||
Inventories | 101,481 | ||
Other current assets | 10,505 | ||
Intangible assets, net | 100,000 | ||
Property, plant and equipment, net | 2,355,417 | ||
Operating lease right of use assets | 55,756 | ||
Other assets | 50,414 | ||
Accounts payable | (124,242) | ||
Accrued expenses | (71,628) | ||
Current operating lease liabilities | (7,545) | ||
Noncurrent operating lease liabilities | (48,211) | ||
Deferred tax liabilities | (225,614) | ||
Other noncurrent liabilities | (203,233) | ||
Net assets acquired | 2,247,423 | ||
Goodwill | $ 871,790 |
ACQUISITIONS, DISPOSTIONS, GO_7
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Acquisitions by Region (Details) | 6 Months Ended | 12 Months Ended |
Jun. 29, 2024 Segment acquisition | Dec. 30, 2023 acquisition | |
Argos USA | ||
Business Acquisition [Line Items] | ||
Number of segments affected by acquisition | Segment | 3 | |
West | ||
Business Acquisition [Line Items] | ||
Number of businesses acquired | 1 | 3 |
Number of aggregate-based operations acquired | 2 | |
East | ||
Business Acquisition [Line Items] | ||
Number of businesses acquired | 1 | 1 |
Cement | ||
Business Acquisition [Line Items] | ||
Number of businesses acquired | 0 | 0 |
ACQUISITIONS, DISPOSTIONS, GO_8
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Summary of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jan. 12, 2024 | Jun. 29, 2024 | Dec. 30, 2023 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,093,010 | $ 1,224,861 | |
Series of Individually Immaterial Business Acquisitions | |||
Business Acquisition [Line Items] | |||
Financial assets | 1,739 | 12,747 | |
Inventories | 161 | 6,251 | |
Property, plant and equipment | 29,191 | 125,207 | |
Other assets | 304 | 1,085 | |
Financial liabilities | (3,177) | (11,973) | |
Other long-term liabilities | (43) | (802) | |
Net assets acquired | 28,175 | 132,515 | |
Goodwill | 36,782 | 108,590 | |
Purchase price | 64,957 | 241,105 | |
Other | 0 | (1,597) | |
Net cash paid for acquisitions | $ 64,957 | $ 239,508 | |
Argos USA | |||
Business Acquisition [Line Items] | |||
Inventories | $ 101,481 | ||
Property, plant and equipment | 2,355,417 | ||
Other long-term liabilities | (203,233) | ||
Net assets acquired | 2,247,423 | ||
Goodwill | 871,790 | ||
Net cash paid for acquisitions | $ 3,119,213 |
ACQUISITIONS, DISPOSTIONS, GO_9
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Summary of Goodwill by Reportable Segments (Details) $ in Thousands | 6 Months Ended |
Jun. 29, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Balance—December 30, 2023 | $ 1,224,861 |
Acquisitions | 908,204 |
Dispositions | (37,938) |
Foreign currency translation adjustments | (2,117) |
Balance—June 29, 2024 | 2,093,010 |
West | |
Goodwill [Roll Forward] | |
Balance—December 30, 2023 | 658,704 |
Acquisitions | 36,414 |
Dispositions | 0 |
Foreign currency translation adjustments | (2,117) |
Balance—June 29, 2024 | 693,001 |
East | |
Goodwill [Roll Forward] | |
Balance—December 30, 2023 | 361,501 |
Acquisitions | 0 |
Dispositions | (37,938) |
Foreign currency translation adjustments | 0 |
Balance—June 29, 2024 | 323,563 |
Cement | |
Goodwill [Roll Forward] | |
Balance—December 30, 2023 | 204,656 |
Acquisitions | 871,790 |
Dispositions | 0 |
Foreign currency translation adjustments | 0 |
Balance—June 29, 2024 | $ 1,076,446 |
ACQUISITIONS, DISPOSTIONS, G_10
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Intangible Assets By Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | Dec. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Accumulated Amortization | $ (39,586) | $ (39,586) | $ (18,972) | ||
Amortization expense | 11,000 | $ 900 | 20,200 | $ 1,800 | |
Intangible Assets Excluding Intangible Assets Held for Sale | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 207,868 | 207,868 | 87,053 | ||
Accumulated Amortization | (39,586) | (39,586) | (18,972) | ||
Net Carrying Amount | 168,282 | 168,282 | 68,081 | ||
Operating permits | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 38,677 | 38,677 | 38,677 | ||
Accumulated Amortization | (6,505) | (6,505) | (5,691) | ||
Net Carrying Amount | 32,172 | 32,172 | 32,986 | ||
Mineral leases | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 17,375 | 17,375 | 17,778 | ||
Accumulated Amortization | (7,724) | (7,724) | (7,676) | ||
Net Carrying Amount | 9,651 | 9,651 | 10,102 | ||
Reserve rights | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 25,586 | 25,586 | 25,586 | ||
Accumulated Amortization | (5,432) | (5,432) | (5,020) | ||
Net Carrying Amount | 20,154 | 20,154 | 20,566 | ||
Intellectual property | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 21,400 | 21,400 | 0 | ||
Accumulated Amortization | (5,053) | (5,053) | 0 | ||
Net Carrying Amount | 16,347 | 16,347 | 0 | ||
Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 104,830 | 104,830 | 5,012 | ||
Accumulated Amortization | (14,872) | (14,872) | (585) | ||
Net Carrying Amount | $ 89,958 | $ 89,958 | $ 4,427 |
ACQUISITIONS, DISPOSTIONS, G_11
ACQUISITIONS, DISPOSTIONS, GOODWILL AND INTANGIBLES - Amortization Expense (Details) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Estimated amortization expense | ||
2024 (six months) | $ 22,463 | |
2025 | 44,889 | |
2026 | 34,439 | |
2027 | 6,608 | |
2028 | 5,805 | |
2029 | 5,102 | |
Thereafter | 48,976 | |
Total | $ 168,282 | $ 68,081 |
REVENUE RECOGNITION - By Produc
REVENUE RECOGNITION - By Product (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Revenue from External Customer [Line Items] | ||||
Total revenue | $ 1,118,262 | $ 729,150 | $ 1,923,277 | $ 1,164,538 |
Aggregates | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 187,100 | 182,512 | 332,611 | 326,165 |
Cement | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 311,188 | 103,607 | 535,285 | 152,620 |
Ready-mix concrete | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 393,278 | 199,570 | 705,325 | 338,348 |
Asphalt | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 77,624 | 91,809 | 105,609 | 118,444 |
Paving and related services | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | 81,861 | 89,374 | 122,783 | 116,558 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Total revenue | $ 67,211 | $ 62,278 | $ 121,664 | $ 112,403 |
REVENUE RECOGNITION - Schedule
REVENUE RECOGNITION - Schedule of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Dec. 30, 2023 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade accounts receivable | $ 519,801 | $ 228,697 |
Construction contract receivables | 36,677 | 51,567 |
Retention receivables | 9,534 | 13,541 |
Receivables from related parties | 97 | 0 |
Accounts receivable | 566,109 | 293,805 |
Less: Allowance for doubtful accounts | (16,016) | (6,553) |
Accounts receivable, net | $ 550,093 | $ 287,252 |
Other Receivable, after Allowance for Credit Loss, Related Party, Type [Extensible Enumeration] | Related Party [Member] | Related Party [Member] |
Maximum | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
General collection and billing period for retention receivables | 1 year |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Inventory Disclosure [Abstract] | ||
Aggregate stockpiles | $ 172,183 | $ 165,272 |
Finished goods | 95,702 | 43,122 |
Work in process | 17,680 | 10,702 |
Raw materials | 63,534 | 22,254 |
Total | $ 349,099 | $ 241,350 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Payables and Accruals [Abstract] | ||
Interest | $ 71,393 | $ 27,593 |
Payroll and benefits | 50,155 | 63,888 |
Finance lease obligations | 5,051 | 4,020 |
Insurance | 37,308 | 25,277 |
Current portion of accrued taxes and TRA liability | 22,793 | 11,042 |
Deferred asset purchase payments | 7,979 | 5,903 |
Professional fees | 3,241 | 2,036 |
Other | 52,435 | 31,932 |
Total | $ 250,355 | $ 171,691 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Debt Instrument [Line Items] | ||
Total debt | $ 2,805,202 | $ 2,300,473 |
Current portion of long-term debt | 7,575 | 3,822 |
Long-term debt | 2,797,627 | 2,296,651 |
Gross amount | 2,807,475 | |
Debt discount | 2,273 | |
Term Loan, due 2027 | ||
Debt Instrument [Line Items] | ||
Total debt | 1,005,202 | 500,473 |
Gross amount | 1,007,500 | 504,500 |
Debt discount | 2,300 | 4,000 |
Senior Notes | 61⁄2% Senior Notes, due 2027 | ||
Debt Instrument [Line Items] | ||
Total debt | 300,000 | 300,000 |
Senior Notes | 51⁄4% Senior Notes, due 2029 | ||
Debt Instrument [Line Items] | ||
Total debt | 700,000 | 700,000 |
Senior Notes | 71⁄4% Senior Notes, due 2031 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 800,000 | $ 800,000 |
DEBT - Schedule of Contractual
DEBT - Schedule of Contractual Payments of Long-Term Debt (Details) $ in Thousands | Jun. 29, 2024 USD ($) |
Debt Disclosure [Abstract] | |
2024 (six months) | $ 2,525 |
2025 | 12,625 |
2026 | 10,100 |
2027 | 310,100 |
2028 | 10,100 |
2029 | 1,662,025 |
Thereafter | 800,000 |
Total | 2,807,475 |
Less: Original issue net discount | (2,273) |
Less: Deferred financing costs | (26,164) |
Total debt | $ 2,779,038 |
DEBT - Senior Notes (Details)
DEBT - Senior Notes (Details) - USD ($) | Dec. 14, 2023 | Aug. 11, 2020 | Mar. 15, 2019 | Jun. 29, 2024 |
Issuers | 51⁄4% Senior Notes, due 2029 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 700,000,000 | |||
Senior notes, interest rate (as a percent) | 5.25% | |||
Proceeds net of related fees and expenses | $ 690,400,000 | |||
Issuers | 61⁄2% Senior Notes, due 2027 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 300,000,000 | |||
Senior notes, interest rate (as a percent) | 6.50% | |||
Senior Notes | 71⁄4% Senior Notes, due 2031 | ||||
Debt Instrument [Line Items] | ||||
Senior notes, interest rate (as a percent) | 7.25% | |||
Senior Notes | 51⁄4% Senior Notes, due 2029 | ||||
Debt Instrument [Line Items] | ||||
Senior notes, interest rate (as a percent) | 5.25% | |||
Senior Notes | 61⁄2% Senior Notes, due 2027 | ||||
Debt Instrument [Line Items] | ||||
Senior notes, interest rate (as a percent) | 6.50% | |||
Senior Notes | Issuers | 71⁄4% Senior Notes, due 2031 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 800,000,000 | |||
Senior notes, interest rate (as a percent) | 7.25% | |||
Percentage of par value of senior notes | 100% | |||
Proceeds net of related fees and expenses | $ 788,300,000 | |||
Senior Notes | Issuers | 51⁄4% Senior Notes, due 2029 | ||||
Debt Instrument [Line Items] | ||||
Percentage of par value of senior notes | 100% | |||
Senior Notes | Issuers | 61⁄2% Senior Notes, due 2027 | ||||
Debt Instrument [Line Items] | ||||
Percentage of par value of senior notes | 100% | |||
Proceeds net of related fees and expenses | $ 296,300,000 |
DEBT - Senior Secured Credit Fa
DEBT - Senior Secured Credit Facilities (Details) | 1 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2024 | Jan. 12, 2024 USD ($) | Jul. 31, 2024 | Jun. 29, 2024 USD ($) | Jul. 01, 2023 USD ($) | Jan. 11, 2024 USD ($) | Dec. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||||||
Write off of deferred financing fees | $ 1,462,000 | $ 160,000 | ||||||
Term Loan, due 2027 | Summit Materials, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 1,010,000,000 | |||||||
Effective interest rate | 7.80% | |||||||
Prepayment premium percentage | 1% | |||||||
Quarterly amortization payments, percentage | 0.25% | |||||||
Amount refinanced | $ 504,500,000 | |||||||
Refinancing expense | 5,500,000 | |||||||
Write off of debt discount | 4,000,000 | |||||||
Write off of deferred financing fees | 1,500,000 | |||||||
Maturity date adjustment, amount outstanding threshold | 125,000,000 | |||||||
Term Loan, due 2027 | Summit Materials, LLC | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1.50% | |||||||
Term Loan, due 2027 | Summit Materials, LLC | Base Rate | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1% | |||||||
Term Loan, due 2027 | Summit Materials, LLC | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 2.50% | |||||||
Term Loan, due 2027 | Summit Materials, LLC | Secured Overnight Financing Rate (SOFR) | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 2.50% | 1.75% | ||||||
Revolving Credit Facility | Summit Materials, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit commitment | $ 625,000,000 | $ 395,000,000 | ||||||
Amount outstanding | 0 | $ 0 | ||||||
Remaining borrowing capacity | 592,700,000 | |||||||
Revolving Credit Facility | Summit Materials, LLC | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1.50% | |||||||
Revolving Credit Facility | Summit Materials, LLC | Base Rate | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 1% | |||||||
Revolving Credit Facility | Summit Materials, LLC | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 2.50% | |||||||
Revolving Credit Facility | Summit Materials, LLC | Secured Overnight Financing Rate (SOFR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate | 0% | |||||||
Letter of Credit | Summit Materials, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount outstanding | $ 32,300,000 | |||||||
Senior Secured Credit Facilities | Summit Materials, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
First lien leverage ratio | 4.75 | |||||||
Senior Secured Credit Facilities | Summit Materials, LLC | Line of Credit | Argos USA | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount outstanding | $ 11,400,000 | |||||||
Bridge Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 1,300,000,000 |
DEBT - Schedule of Activity for
DEBT - Schedule of Activity for Deferred Financing Fees (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Accumulated Amortization [Roll Forward] | ||
Beginning balance | $ 14,463 | $ 11,489 |
Loan origination fees | 17,732 | 1,566 |
Amortization | (2,997) | (1,227) |
Write off of deferred financing fees | (1,462) | (160) |
Ending balance | $ 27,736 | $ 11,668 |
DEBT - Other (Details)
DEBT - Other (Details) - CAD ($) | Jan. 15, 2015 | Jun. 29, 2024 | Dec. 30, 2023 |
Canadian Subsidiary Credit Agreement, Operating Activities | |||
Debt Instrument [Line Items] | |||
Revolving credit commitment | $ 6,000,000 | ||
Basis spread on variable rate | 0.20% | ||
Canadian Subsidiary Credit Agreement, Capital Equipment | |||
Debt Instrument [Line Items] | |||
Revolving credit commitment | $ 500,000 | ||
Basis spread on variable rate | 0.20% | ||
Canadian Subsidiary Credit Agreement, Guarantees | |||
Debt Instrument [Line Items] | |||
Revolving credit commitment | $ 1,500,000 | ||
Canadian Subsidiary Credit Agreement, Foreign Exchange Facility | |||
Debt Instrument [Line Items] | |||
Revolving credit commitment | $ 10,000,000 | ||
Canadian Subsidiary Credit Agreement | |||
Debt Instrument [Line Items] | |||
Amount outstanding | $ 0 | $ 0 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | Dec. 30, 2023 | |
Income Taxes [Line Items] | |||||
Income tax expense | $ 25,816,000 | $ 22,481,000 | $ 14,751,000 | $ 16,015,000 | |
Valuation allowance | 1,113,000 | 1,113,000 | $ 1,113,000 | ||
Income tax provision, interest or penalties recognized | 0 | $ 0 | 0 | $ 0 | |
Tax receivable agreement liability | 47,667,000 | $ 47,667,000 | $ 41,276,000 | ||
Tax Receivable Agreement | |||||
Income Taxes [Line Items] | |||||
Exchanges during period (in shares) | 763,243 | ||||
Increase in tax receivable agreement liability | $ 6,700,000 | ||||
Tax receivable agreement liability | $ 47,700,000 | $ 47,700,000 | |||
Summit Holdings LP | Tax Receivable Agreement | |||||
Income Taxes [Line Items] | |||||
Percentage of benefits to be paid on tax receivable agreement | 85% |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Reconciliation of basic to diluted loss per share | ||||
Net income attributable to Summit Inc. | $ 106,075 | $ 83,637 | $ 39,209 | $ 52,833 |
Diluted net income attributable to Summit Inc. | $ 106,075 | $ 83,637 | $ 39,209 | $ 52,833 |
LP Units | ||||
Reconciliation of basic to diluted loss per share | ||||
Anti dilutive shares excluded from calculation of earnings per share (in shares) | 0 | 1,310,004 | 255,783 | 1,310,630 |
Common Class A And Restricted Stock | ||||
Reconciliation of basic to diluted loss per share | ||||
Weighted average shares of Class A stock outstanding (in shares) | 175,550,487 | 118,931,914 | 171,531,031 | 118,805,785 |
Weighted average shares outstanding (in shares) | 175,550,487 | 118,931,914 | 171,531,031 | 118,805,785 |
Basic earnings per share (in usd per share) | $ 0.60 | $ 0.70 | $ 0.23 | $ 0.44 |
Weighted average dilutive shares outstanding (in shares) | 176,132,001 | 119,393,709 | 172,308,044 | 119,431,604 |
Common Class A | ||||
Reconciliation of basic to diluted loss per share | ||||
Weighted average shares of Class A stock outstanding (in shares) | 175,510,071 | 118,848,214 | 171,478,056 | 118,706,385 |
Weighted average shares outstanding (in shares) | 175,510,071 | 118,848,214 | 171,478,056 | 118,706,385 |
Basic earnings per share (in usd per share) | $ 0.60 | $ 0.70 | $ 0.23 | $ 0.44 |
Add: warrants (in shares) | 17,061 | 13,194 | 17,116 | 12,978 |
Weighted average dilutive shares outstanding (in shares) | 176,132,001 | 119,393,709 | 172,308,044 | 119,431,604 |
Diluted earnings per share (in usd per share) | $ 0.60 | $ 0.70 | $ 0.23 | $ 0.44 |
Common Class A | Add: stock options | ||||
Reconciliation of basic to diluted loss per share | ||||
Add: share-based payment arrangements (in shares) | 104,706 | 100,895 | 116,734 | 99,102 |
Common Class A | Add: restricted stock units | ||||
Reconciliation of basic to diluted loss per share | ||||
Add: share-based payment arrangements (in shares) | 263,418 | 193,011 | 408,314 | 340,958 |
Common Class A | Add: performance stock units | ||||
Reconciliation of basic to diluted loss per share | ||||
Add: share-based payment arrangements (in shares) | 196,329 | 154,695 | 234,849 | 172,781 |
Restricted Stock | ||||
Reconciliation of basic to diluted loss per share | ||||
Add: Nonvested restricted stock awards of retirement eligible shares (in shares) | 40,416 | 83,700 | 52,975 | 99,400 |
STOCKHOLDERS_ EQUITY - Narrativ
STOCKHOLDERS’ EQUITY - Narrative (Details) - USD ($) | Jun. 29, 2024 | Dec. 30, 2023 | Mar. 31, 2022 |
Summit Holdings LP | |||
Schedule of Capitalization, Equity [Line Items] | |||
Noncontrolling interest elimination (as a percent) | 0% | 0.60% | |
Common Class A | |||
Schedule of Capitalization, Equity [Line Items] | |||
Share repurchase program, authorized amount | $ 250,000,000 | ||
Remaining authorized repurchase amount | $ 149,000,000 |
STOCKHOLDERS_ EQUITY - Equity O
STOCKHOLDERS’ EQUITY - Equity Offerings (Details) - shares | 6 Months Ended | |||
Jun. 29, 2024 | Jul. 01, 2023 | Dec. 30, 2023 | Dec. 31, 2022 | |
Summit Materials Inc | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Ownership percentage | 100% | 98.90% | 99.40% | 98.90% |
Summit Materials, Inc. and Summit Holdings, LP | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 120,292,623 | 119,720,659 | ||
Exchanges during period (in shares) | 0 | 0 | ||
Stock option exercises (in shares) | 83,488 | 4,240 | ||
Issuance of Class A common stock (in shares) | 54,720,000 | |||
Other equity transactions (in shares) | 490,360 | 471,379 | ||
Ending balance (in shares) | 175,586,471 | 120,196,278 | ||
LP Units | Summit Holdings LP | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Number of LP Units outstanding, beginning balance (in shares) | 763,243 | 1,312,004 | ||
Number of LP Units exchanged (in shares) | (763,243) | (2,000) | ||
Number of LP Units outstanding, ending balance (in shares) | 0 | 1,310,004 | ||
Common Class A | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 119,529,380 | 118,408,655 | ||
Exchanges during period (in shares) | 763,243 | 2,000 | ||
Stock option exercises (in shares) | 83,488 | 4,240 | ||
Issuance of Class A common stock (in shares) | 54,720,000 | |||
Other equity transactions (in shares) | 490,360 | 471,379 | ||
Ending balance (in shares) | 175,586,471 | 118,886,274 |
STOCKHOLDERS_ EQUITY - Accumula
STOCKHOLDERS’ EQUITY - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2024 | Jul. 01, 2023 | |
Changes in each component of accumulated other comprehensive loss | ||
Beginning balance | $ 2,316,580 | $ 2,011,990 |
Ending balance | 4,332,744 | 2,073,964 |
Change in retirement plans | ||
Changes in each component of accumulated other comprehensive loss | ||
Beginning balance | 6,840 | 6,356 |
Ending balance | 6,840 | 6,356 |
Foreign currency translation adjustments | ||
Changes in each component of accumulated other comprehensive loss | ||
Beginning balance | 435 | (3,272) |
Foreign currency translation adjustment, net of tax | (5,127) | 3,242 |
Ending balance | (4,692) | (30) |
Accumulated other comprehensive income (loss) | ||
Changes in each component of accumulated other comprehensive loss | ||
Beginning balance | 7,275 | 3,084 |
Foreign currency translation adjustment, net of tax | (5,127) | 3,242 |
Ending balance | $ 2,148 | $ 6,326 |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jan. 12, 2024 | Jun. 29, 2024 | Jul. 01, 2023 | |
Cash payments: | |||
Interest | $ 53,234 | $ 38,107 | |
Payments for income taxes, net | 11,390 | 6,941 | |
Operating cash payments on operating leases | 11,496 | 4,801 | |
Operating cash payments on finance leases | 1,469 | 282 | |
Finance cash payments on finance leases | 2,777 | 5,223 | |
Non cash investing and financing activities: | |||
Accrued liabilities for purchases of property, plant and equipment | 44,303 | 14,994 | |
Right of use assets obtained in exchange for operating lease obligations | 68,151 | 2,050 | |
Right of use assets obtained in exchange for finance leases obligations | 28,764 | 413 | |
Exchange of LP Units to shares of Class A common stock | 32,633 | 60 | |
Issuance of Class A common stock | $ 1,973,750 | $ 0 | |
Argos USA | Preferred Stock | |||
Non cash investing and financing activities: | |||
Business acquisition number of shares (in shares) | 1 | ||
Argos USA | Common Class A | |||
Non cash investing and financing activities: | |||
Business acquisition number of shares (in shares) | 54,720,000 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | Dec. 30, 2023 | |
Lease, Cost [Abstract] | |||||
Operating lease cost | $ 6,245 | $ 2,697 | $ 12,274 | $ 5,338 | |
Variable lease cost | 2,135 | 34 | 3,800 | 64 | |
Short-term lease cost | 11,352 | 10,184 | 20,674 | 17,454 | |
Financing lease cost: | |||||
Amortization of right-of-use assets | 1,466 | 714 | 2,925 | 1,532 | |
Interest on lease liabilities | 776 | 133 | 1,421 | 281 | |
Total lease cost | 21,974 | $ 13,762 | 41,094 | $ 24,669 | |
Operating leases: | |||||
Operating lease right-of-use assets | 89,360 | 89,360 | $ 36,553 | ||
Current operating lease liabilities | 17,217 | 17,217 | 8,596 | ||
Noncurrent operating lease liabilities | 77,326 | 77,326 | 33,230 | ||
Total operating lease liabilities | 94,543 | 94,543 | 41,826 | ||
Finance leases: | |||||
Property and equipment, gross | 56,022 | 56,022 | 30,136 | ||
Less accumulated depreciation | $ (13,206) | $ (13,206) | $ (12,088) | ||
Finance lease, right-of-use asset, statement of financial position [Extensible List] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | ||
Property and equipment, net | $ 42,816 | $ 42,816 | $ 18,048 | ||
Finance lease, liability, current, statement of financial position [Extensible Enumeration] | Accrued expenses | Accrued expenses | Accrued expenses | ||
Current finance lease liabilities | $ 5,051 | $ 5,051 | $ 4,020 | ||
Finance lease, liability, noncurrent, statement of financial position [Extensible Enumeration] | Other noncurrent liabilities | Other noncurrent liabilities | Other noncurrent liabilities | ||
Long-term finance lease liabilities | $ 33,085 | $ 33,085 | $ 14,357 | ||
Total finance lease liabilities | $ 38,136 | $ 38,136 | $ 18,377 | ||
Weighted average remaining lease term (years): | |||||
Operating leases | 7 years 2 months 12 days | 7 years 2 months 12 days | 8 years 4 months 24 days | ||
Finance lease | 10 years 1 month 6 days | 10 years 1 month 6 days | 6 years | ||
Weighted average discount rate: | |||||
Operating leases | 7.30% | 7.30% | 5.10% | ||
Finance leases | 8.20% | 8.20% | 7.70% | ||
Operating Leases | |||||
2024 (six months) | $ 11,304 | $ 11,304 | |||
2025 | 21,854 | 21,854 | |||
2026 | 18,501 | 18,501 | |||
2027 | 15,148 | 15,148 | |||
2028 | 12,093 | 12,093 | |||
2029 | 10,536 | 10,536 | |||
Thereafter | 31,745 | 31,745 | |||
Total lease payments | 121,181 | 121,181 | |||
Less imputed interest | (26,638) | (26,638) | |||
Present value of lease payments | 94,543 | 94,543 | $ 41,826 | ||
Finance Leases | |||||
2024 (six months) | 4,252 | 4,252 | |||
2025 | 6,900 | 6,900 | |||
2026 | 5,585 | 5,585 | |||
2027 | 5,402 | 5,402 | |||
2028 | 5,818 | 5,818 | |||
2029 | 4,477 | 4,477 | |||
Thereafter | 24,743 | 24,743 | |||
Total lease payments | 57,177 | 57,177 | |||
Less imputed interest | (19,041) | (19,041) | |||
Present value of lease payments | $ 38,136 | $ 38,136 | $ 18,377 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jan. 18, 2024 | Jan. 04, 2021 | Jun. 29, 2024 | Dec. 30, 2023 | |
Loss Contingencies [Line Items] | ||||
Anticipated costs | $ 171.4 | $ 141.8 | ||
Tax incentive receivable | 460 | |||
Tax incentive liability | 460 | |||
Payments for tax incentive financing | 27.1 | |||
Term of purchase commitments | 1 year | |||
Site Restoration Obligations | Other noncurrent liabilities | ||||
Loss Contingencies [Line Items] | ||||
Site restoration obligation, non-current | $ 44.1 | 44.8 | ||
Site Restoration Obligations | Accrued expenses. | ||||
Loss Contingencies [Line Items] | ||||
Site restoration obligation, current | $ 6.5 | $ 5.1 | ||
Argos USA | ||||
Loss Contingencies [Line Items] | ||||
Payment for legal penalty | $ 20 | |||
Deferred Prosecution Agreement, term | 3 years | 3 years |
FAIR VALUE - Fair Value Measure
FAIR VALUE - Fair Value Measurements (Details) - Level 3 | 6 Months Ended | ||
Jun. 29, 2024 USD ($) | Jul. 01, 2023 USD ($) | Dec. 30, 2023 USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Current portion of acquisition-related liabilities and accrued expenses - contingent consideration | $ 1,701,000 | $ 139,000 | |
Acquisition-related liabilities and Other noncurrent liabilities - Contingent consideration | 7,971,000 | $ 9,254,000 | |
Adjustment to contingent consideration | $ 0 | $ 0 | |
Discount Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration fair value measurement input | 0.100 |
FAIR VALUE - Carrying Value and
FAIR VALUE - Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 29, 2024 | Dec. 30, 2023 |
Financial Instruments | ||
Current portion of long-term debt | $ 7,575 | $ 3,822 |
Level 1 | Fair Value | ||
Financial Instruments | ||
Long-term debt | 2,814,031 | 2,329,606 |
Level 1 | Carrying Value | ||
Financial Instruments | ||
Long-term debt | 2,805,202 | 2,300,473 |
Level 3 | Fair Value | ||
Financial Instruments | ||
Current portion of deferred consideration and noncompete obligations | 7,286 | 6,868 |
Long term portion of deferred consideration and noncompete obligations | 13,246 | 18,767 |
Level 3 | Carrying Value | ||
Financial Instruments | ||
Current portion of deferred consideration and noncompete obligations | 7,286 | 6,868 |
Long term portion of deferred consideration and noncompete obligations | 13,246 | 18,767 |
Fair Value, Inputs, Level 1 | Fair Value | ||
Financial Instruments | ||
Current portion of long-term debt | $ 7,600 | $ 3,800 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2024 USD ($) | Jul. 01, 2023 USD ($) | Jun. 29, 2024 USD ($) segment | Jul. 01, 2023 USD ($) | Dec. 30, 2023 USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of operating segments | segment | 3 | ||||
Number of reportable segments | segment | 3 | ||||
Total revenue | $ 1,118,262,000 | $ 729,150,000 | $ 1,923,277,000 | $ 1,164,538,000 | |
Income from operations before taxes | 131,891,000 | 107,209,000 | 53,556,000 | 69,531,000 | |
Interest expense | 52,849,000 | 27,902,000 | 104,741,000 | 55,322,000 | |
Depreciation, depletion and amortization | 103,379,000 | 54,042,000 | 198,342,000 | 104,230,000 | |
Accretion | 1,018,000 | 745,000 | 2,026,000 | 1,451,000 | |
Loss on debt financings | 0 | 0 | 5,453,000 | 493,000 | |
Gain on sale of businesses | (3,758,000) | 0 | (18,743,000) | 0 | |
Non-cash compensation | 7,413,000 | 5,216,000 | 14,133,000 | 9,924,000 | |
Argos USA acquisition and integration costs | 9,737,000 | 0 | 71,031,000 | 0 | |
Other | (6,363,000) | (3,369,000) | (13,148,000) | (8,005,000) | |
Total Adjusted EBITDA | 296,166,000 | 191,745,000 | 417,391,000 | 232,946,000 | |
Total purchases of property, plant and equipment | 175,960,000 | 126,893,000 | |||
Total depreciation, depletion, amortization and accretion | 104,397,000 | 54,787,000 | 200,368,000 | 105,681,000 | |
Total assets | 8,313,992,000 | 8,313,992,000 | $ 5,149,582,000 | ||
Intersegment Eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | (53,500,000) | (1,600,000) | (94,000,000) | (2,400,000) | |
Operating segment | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 1,118,262,000 | 729,150,000 | 1,923,277,000 | 1,164,538,000 | |
Total purchases of property, plant and equipment | 168,127,000 | 120,542,000 | |||
Total depreciation, depletion, amortization and accretion | 101,907,000 | 53,753,000 | 196,031,000 | 103,659,000 | |
Total assets | 7,746,683,000 | 7,746,683,000 | 3,913,666,000 | ||
Corporate and other | |||||
Segment Reporting Information [Line Items] | |||||
Total Adjusted EBITDA | (16,742,000) | (13,261,000) | (35,847,000) | (23,600,000) | |
Total purchases of property, plant and equipment | 7,833,000 | 6,351,000 | |||
Total depreciation, depletion, amortization and accretion | 2,490,000 | 1,034,000 | 4,337,000 | 2,022,000 | |
Total assets | 567,309,000 | 567,309,000 | 1,235,916,000 | ||
West | Operating segment | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 453,382,000 | 430,738,000 | 757,920,000 | 681,620,000 | |
Total Adjusted EBITDA | 101,585,000 | 104,517,000 | 144,985,000 | 137,195,000 | |
Total purchases of property, plant and equipment | 75,744,000 | 70,687,000 | |||
Total depreciation, depletion, amortization and accretion | 30,270,000 | 28,144,000 | 60,608,000 | 54,517,000 | |
Total assets | 2,037,224,000 | 2,037,224,000 | 1,837,214,000 | ||
East | Operating segment | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 340,059,000 | 186,537,000 | 608,753,000 | 316,926,000 | |
Total Adjusted EBITDA | 70,554,000 | 47,617,000 | 108,030,000 | 66,469,000 | |
Total purchases of property, plant and equipment | 46,570,000 | 30,378,000 | |||
Total depreciation, depletion, amortization and accretion | 23,369,000 | 15,718,000 | 46,450,000 | 31,253,000 | |
Total assets | 1,618,636,000 | 1,618,636,000 | 1,171,944,000 | ||
Cement | Operating segment | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 324,821,000 | 111,875,000 | 556,604,000 | 165,992,000 | |
Total Adjusted EBITDA | 140,769,000 | 52,872,000 | 200,223,000 | 52,882,000 | |
Total purchases of property, plant and equipment | 45,813,000 | 19,477,000 | |||
Total depreciation, depletion, amortization and accretion | 48,268,000 | $ 9,891,000 | 88,973,000 | $ 17,889,000 | |
Total assets | $ 4,090,823,000 | $ 4,090,823,000 | $ 904,508,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - Affiliated Entity T in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 29, 2024 USD ($) | Jun. 29, 2024 USD ($) T | |
Related Party Transaction [Line Items] | ||
General and administrative expenses | $ 1.4 | $ 1.7 |
Minimum quantity required to be purchased | T | 425 | |
Amount purchased during period | 5.3 | $ 14.4 |
Amount paid during period | 2.8 | 4.5 |
Amount paid during period | $ 0.2 | $ 0.3 |