Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 10, 2018 | May 08, 2018 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 30, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ROAD | ||
Entity Registrant Name | Construction Partners, Inc. | ||
Entity Central Index Key | 1,718,227 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Emerging Growth Company | true | ||
Entity Small Business | true | ||
Entity Ex Transition Period | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 135 | ||
Entity Shell Company | false | ||
Class A Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in shares) | 11,950,000 | ||
Class B Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in shares) | 39,464,619 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 99,137 | $ 27,547 |
Contracts receivable including retainage, net | 120,291 | 120,984 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 9,334 | 4,592 |
Inventories | 24,556 | 17,487 |
Prepaid expenses and other current assets | 14,137 | 4,520 |
Total current assets | 267,455 | 175,130 |
Property, plant and equipment, net | 178,692 | 115,911 |
Goodwill | 32,919 | 30,600 |
Intangible assets, net | 3,735 | 2,550 |
Investment in joint venture | 1,659 | 0 |
Other assets | 10,270 | 2,483 |
Deferred income taxes, net | 1,580 | 1,876 |
Total assets | 496,310 | 328,550 |
Current liabilities: | ||
Accounts payable | 63,510 | 52,402 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 38,738 | 32,108 |
Current maturities of debt | 14,773 | 10,000 |
Accrued expenses and other current liabilities | 17,520 | 20,036 |
Total current liabilities | 134,541 | 114,546 |
Long-term liabilities: | ||
Long-term debt, net of current maturities | 48,115 | 47,136 |
Deferred income taxes, net | 8,890 | 9,667 |
Other long-term liabilities | 5,295 | 5,020 |
Total long-term liabilities | 62,300 | 61,823 |
Total liabilities | 196,841 | 176,369 |
Commitments and contingencies | ||
Stockholders’ Equity: | ||
Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2018 and 1,000,000 shares authorized at September 30, 2017 and no shares issued and outstanding | 0 | 0 |
Common stock, value | 0 | 45 |
Additional paid-in capital | 242,493 | 142,385 |
Treasury stock, at cost | (15,603) | (11,983) |
Retained earnings | 72,525 | 21,734 |
Total stockholders’ equity | 299,469 | 152,181 |
Total liabilities and stockholders’ equity | 496,310 | 328,550 |
Class A Common Stock | ||
Stockholders’ Equity: | ||
Common stock, value | 12 | 0 |
Total stockholders’ equity | 12 | 0 |
Class B Common Stock | ||
Stockholders’ Equity: | ||
Common stock, value | 42 | 0 |
Total stockholders’ equity | $ 42 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2018 | May 24, 2018 | May 08, 2018 | Apr. 23, 2018 | Sep. 30, 2017 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||
Preferred stock, shares authorized (in shares) | 10,000,000 | 1,000,000 | |||
Preferred stock, shares issued (in shares) | 0 | 0 | |||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized (in shares) | 0 | 126,000,000 | |||
Common stock, shares issued (in shares) | 0 | 44,987,575 | |||
Common stock, shares outstanding (in shares) | 0 | 41,691,541 | |||
Class A Common Stock | |||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | 0 | ||
Common stock, shares issued (in shares) | 11,950,000 | 0 | |||
Common stock, shares outstanding (in shares) | 11,950,000 | 0 | |||
Class B Common Stock | |||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 0 | ||
Common stock, shares issued (in shares) | 42,387,571 | 42,387,571 | 42,737,571 | 0 | |
Common stock, shares outstanding (in shares) | 39,464,619 | 39,217,537 | 39,567,537 | 0 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||
Revenues | $ 680,096 | $ 568,212 |
Cost of revenues | 580,560 | 477,241 |
Gross profit | 99,536 | 90,971 |
General and administrative expenses | (55,303) | (47,867) |
Settlement income | 14,803 | 0 |
Gain on sale of equipment, net | 2,392 | 3,481 |
Operating income | 61,428 | 46,585 |
Interest expense, net | (1,270) | (3,960) |
Loss on extinguishment of debt | 0 | (1,638) |
Other expense | (101) | (205) |
Income before provision for income taxes and earnings from investment in joint venture | 60,057 | 40,782 |
Provision for income taxes | 10,525 | 14,742 |
Earnings from investment in joint venture | 1,259 | 0 |
Net income | $ 50,791 | $ 26,040 |
Net income per share attributable to common stockholders: | ||
Basic (in dollars per share) | $ 1.11 | $ 0.63 |
Diluted (in dollars per share) | $ 1.11 | $ 0.63 |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 45,605,845 | 41,550,293 |
Diluted (in shares) | 45,919,648 | 41,550,293 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Common Stock | Class A Common Stock | Class B Common Stock |
Beginning balance (in shares) at Sep. 30, 2016 | 44,987,575 | 0 | 0 | ||||
Beginning balance at Sep. 30, 2016 | $ 156,283 | $ 141,872 | $ (12,621) | $ 26,987 | $ 45 | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Sale of treasury stock | 638 | 638 | |||||
Common stock dividend paid | (31,293) | (31,293) | |||||
Equity-based compensation | 513 | 513 | |||||
Net income | 26,040 | 26,040 | |||||
Ending balance (in shares) at Sep. 30, 2017 | 44,987,575 | 0 | 0 | ||||
Ending balance at Sep. 30, 2017 | 152,181 | 142,385 | (11,983) | 21,734 | $ 45 | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Sale of treasury stock | (453) | 458 | |||||
Equity-based compensation | 975 | 975 | |||||
Net income | 50,791 | 50,791 | |||||
Reclassification of common stock (in shares) | 44,987,575 | 44,987,571 | |||||
Reclassification of common stock | 0 | $ (45) | $ 45 | ||||
Conversion of Class B common stock to Class A common stock in connection with initial public offering of Class A common stock (in shares) | 2,600,000 | 2,600,000 | |||||
Conversion of Class B common stock to Class A common stock in connection with initial public offering of Class A common stock | 0 | $ 3 | $ (3) | ||||
Initial public offering of Class A common stock, net of offering costs (in shares) | 9,350,000 | ||||||
Initial public offering of Class A common stock, net of offering costs | 98,009 | 98,000 | $ 9 | ||||
Sale of treasury stock | 5 | (453) | 458 | ||||
Cashless option exercise | (2,492) | 1,586 | (4,078) | ||||
Ending balance (in shares) at Sep. 30, 2018 | 0 | 11,950,000 | 42,387,571 | ||||
Ending balance at Sep. 30, 2018 | $ 299,469 | $ 242,493 | $ (15,603) | $ 72,525 | $ 0 | $ 12 | $ 42 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 50,791 | $ 26,040 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, depletion and amortization of long-lived assets | 25,321 | 21,072 |
Amortization of deferred debt issuance costs | 94 | 660 |
Loss on extinguishment of debt | 0 | 1,638 |
Provision for bad debt | 604 | 1,445 |
Gain on sale of equipment | (2,392) | (3,481) |
Equity-based compensation expense | 975 | 513 |
Earnings from investment in joint venture | (1,259) | 0 |
Deferred income taxes | (481) | 865 |
Changes in operating assets and liabilities: | ||
Contracts receivable including retainage, net | 9,273 | (19,619) |
Costs and estimated earnings in excess of billings on uncompleted contracts | (2,955) | 2,854 |
Inventories | (2,746) | (3,063) |
Other current assets | (8,886) | (2,178) |
Other assets | (7,787) | (286) |
Accounts payable | 7,462 | 11,639 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 2,041 | 5,220 |
Accrued expenses and other current liabilities | (4,778) | 5,505 |
Other long-term liabilities | 844 | (1,897) |
Net cash provided by operating activities, net of acquisition | 66,121 | 46,927 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (42,804) | (24,399) |
Proceeds from sale of equipment | 4,931 | 4,556 |
Business acquisition, net of cash acquired | (51,319) | (10,843) |
Investment in joint venture | (400) | 0 |
Net cash used in investing activities | (89,592) | (30,686) |
Cash flows from financing activities: | ||
Repayments on revolving credit facility | (5,000) | (5,101) |
Proceeds from revolving credit facility | 0 | 10,000 |
Proceeds from issuance of long-term debt, net of debt issuance costs and discount | 21,917 | 49,617 |
Repayments of long-term debt | (12,361) | (60,640) |
Payment to seller of pre-acquisition balance due | (4,940) | 0 |
Payment of treasury stock purchase obligation | (2,569) | (3,000) |
Proceeds from initial public offering of Class A common stock, net of offering costs | 98,009 | 0 |
Proceeds from sale of treasury stock | 5 | 638 |
Common stock dividend paid | 0 | (31,293) |
Net cash provided by (used in) financing activities | 95,061 | (39,779) |
Net change in cash and cash equivalents | 71,590 | (23,538) |
Cash and cash equivalents: | ||
Beginning of Period | 27,547 | 51,085 |
End of Period | 99,137 | 27,547 |
Supplemental cash flow information: | ||
Cash paid for interest | 2,336 | 3,307 |
Cash paid for income taxes | 14,357 | 12,530 |
Non-cash items: | ||
Property, plant and equipment financed with accounts payable | 395 | 0 |
Outstanding note receivable in consideration of disposition of assets | $ 850 | $ 0 |
General
General | 12 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Business Description Construction Partners, Inc. (the “Company”) is a leading infrastructure and road construction company operating in Alabama, Florida, Georgia, North Carolina and South Carolina through its wholly owned subsidiaries. The Company provides site development, paving, utility and drainage systems, as well as hot mix asphalt supply. The Company executes projects for a mix of private, municipal, state, and federal customers that are both privately and publicly funded. The majority of the work is performed under fixed unit price contracts and, to a lesser extent, fixed total price contracts. The Company was formed as a Delaware corporation in 2007 as a holding company for its wholly owned subsidiary, Construction Partners Holdings, Inc., a Delaware corporation incorporated in 1999 that began operations in 2001, to execute an acquisition growth strategy in the hot mix asphalt paving and construction industry. SunTx Capital Partners (“SunTx”), a private equity firm based in Dallas, Texas, is the Company’s majority investor and has owned a controlling interest in the Company’s stock since its inception. On September 20, 2017, the Company changed its name from SunTx CPI Growth Company, Inc. to Construction Partners, Inc. Management’s Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the recorded amounts of assets, liabilities, stockholders’ equity, revenues and expenses during the reporting period, and the disclosure of contingent liabilities at the date of the consolidated financial statements. Estimates are used in accounting for items such as recognition of revenues and cost of revenues, goodwill and other intangible assets, allowance for doubtful accounts, valuation allowances related to income taxes, accruals for potential liabilities related to lawsuits or insurance claims, and the fair value of equity-based compensation awards. Estimates are continually evaluated based on historical information and actual experience; however, actual results could differ from these estimates. |
Initial Public Offering
Initial Public Offering | 12 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Initial Public Offering | Initial Public Offering On April 23, 2018, the Company amended and restated its certificate of incorporation to effectuate a dual class common stock structure consisting of Class A common stock and Class B common stock. As a result, each share of common stock, par value 0.001 per share, was reclassified into 25.2 shares of Class B common stock so that all holders of shares of outstanding common stock became the holders of 41,817,537 shares of Class B common stock, and shares held by the Company in treasury became 3,170,034 Class B treasury shares (the “Reclassification”). The amended and restated certificate of incorporation authorized 400,000,000 shares of Class A common stock and 100,000,000 shares of Class B common stock. All share and per share amounts have been retroactively adjusted for all periods presented to give effect to the 25.2 to 1 split of the common stock as part of the Reclassification (the “Stock Split”). On May 8, 2018, the Company completed an initial public offering of 11,250,000 shares of Class A common stock at a price of $12.00 per share (the "IPO"). Of these shares, 9,000,000 were sold by the Company, for which the Company received approximately $100.4 million in proceeds, after deducting underwriting discounts and commissions of approximately $7.6 million , and prior to additional total offering expenses of approximately $6.3 million . Of the $6.3 million additional offering expenses, $2.2 million are reflected as capitalized equity issuance costs included within other current assets on the Consolidated Balance Sheet at September 30, 2017 . All $6.3 million of equity issuance costs were reclassified to additional paid-in capital during the fiscal year ended September 30, 2018 in connection with the successful completion of the IPO. The remaining 2,250,000 shares were sold by the holders of Class B common stock, which shares upon sale automatically converted into 2,250,000 shares of Class A common stock, thereby reducing the number of issued and outstanding shares of Class B common stock to 42,737,571 and 39,567,537 , respectively. The Company did not receive any proceeds from the sale of shares by the holders of Class B common stock. On May 24, 2018, the underwriters of the IPO partially exercised their over-allotment option to purchase an additional 700,000 shares of Class A common stock at the IPO price of $12.00 per share less the underwriting discount and commissions. Of these shares, 350,000 were sold by the Company, for which the Company received approximately $3.9 million in proceeds after deducting underwriting discounts and commissions of approximately $0.3 million . The remaining 350,000 shares were sold by the holders of Class B common stock, which shares upon sale automatically converted into 350,000 shares of Class A common stock, thereby reducing the number of issued and outstanding shares of Class B common stock to 42,387,571 and 39,217,537 , respectively. The Company did not receive any proceeds from the sale of shares by the holders of Class B common stock. Equity At September 30, 2018 and September 30, 2017 , the Company had authorized for issuance 10,000,000 and 1,000,000 shares of preferred stock, par value $0.001 , respectively. No preferred shares were issued and outstanding at September 30, 2018 or September 30, 2017 . At September 30, 2017 , the Company had authorized for issuance 126,000,000 shares of common stock, par value per share $0.001 , of which 44,987,575 and 41,691,541 were issued and outstanding, respectively. At September 30, 2017, the Company held 3,296,034 shares in treasury, at an average cost of $3.64 per share. As described in Note 2 - Initial Public Offering, the Company executed an IPO and certain related transactions during the fiscal year ended September 30, 2018. As described in Note 15 - Equity-Based Compensation, during the fiscal year ended September 30, 2018, employees holding options under the 2010 Non-Plan Stock Option Agreement exercised all options to purchase 768,984 shares of Class B common stock at an exercise price of $5.70 per share. These shares were issued from treasury shares at an average cost of $3.64 per share. The transaction was executed as a cashless exercise. The following presents changes to the Company’s outstanding shares of common stock, treasury shares and additional paid-in capital for the fiscal years ended September 30, 2018 and September 30, 2017 (dollars in thousands): Treasury Shares Shares of Common Stock Outstanding Shares of Class A Common Stock Outstanding Shares of Class B Common Stock Outstanding Additional Paid-in Capital Shares Cost Balance, September 30, 2016 41,502,490 — — $ 141,872 (3,485,085 ) $ (12,621 ) Equity-based compensation expense — — — 513 — — Sale of treasury stock 189,051 — — — 189,051 638 Balance, September 30, 2017 41,691,541 — — 142,385 (3,296,034 ) (11,983 ) Sale of treasury stock 126,000 — — (453 ) 126,000 458 Reclassification of common stock (41,817,541 ) — 41,817,537 — — — Conversion of Class B common stock to Class A common stock in connection with initial public — 2,600,000 (2,600,000 ) — — — Initial public offering of Class A common stock, net of offering costs — 9,350,000 — 98,000 — — Cashless option exercise — — 247,082 1,586 247,082 (4,078 ) Equity-based compensation expense — — — 975 — — Balance, September 30, 2018 — 11,950,000 39,464,619 $ 242,493 (2,922,952 ) $ (15,603 ) On December 21, 2016, the Company’s Board of Directors declared a special dividend to common stockholders of record as of the close of business on December 15, 2016 in the amount of $31.3 million ( $0.754 per share). The dividend was paid from cash on hand on January 10, 2017. Management does not expect the Company to declare stock dividends in the foreseeable future; however, the Company’s future dividend policy will depend upon earnings, financial condition, capital requirements and certain other factors, including terms of credit agreements that restrict the Company’s ability to declare or pay dividends. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The consolidated financial statements include the accounts of Construction Partners, Inc. and its wholly owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation. Common share and per share amounts have been retroactively adjusted for all periods presented to give effect to the Stock Split described in Note 2 - Initial Public Offering. Emerging Growth Company Construction Partners, Inc. is an “emerging growth company” as defined by the Jumpstart Our Business Startups Act, (the “JOBS Act”) enacted in April 2012. As an emerging growth company, the Company could have taken advantage of an exemption that would have allowed the Company to wait to comply with new or revised financial accounting standards until the effective date of such standards for private companies. However, the JOBS Act provides that a company may elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies, but such election to opt out is irrevocable. The Company has elected to opt out of such extended transition period, which means that when a standard is issued or revised and it has different effective dates for public and private companies, the Company is required to adopt the new or revised standard at the effective date applicable to public companies that are not emerging growth companies. Cash and cash equivalents Cash consists principally of currency on hand and demand deposits at commercial banks. Cash equivalents are short-term, highly liquid investments that are both readily convertible to known amounts of cash, and are so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Cash equivalents include investments with original maturities of three months or less. The Company maintains demand accounts, money market accounts and certificates of deposit at several banks. From time to time, account balances have exceeded the maximum available Federal Deposit Insurance Corporation deposit insurance coverage limit. The Company has not experienced any losses in such accounts and regularly monitors the Company’s credit risk. Contracts Receivable Including Retainage, net Contracts receivable are generally based on amounts billed and currently due from customers, amounts currently due but unbilled, and amounts retained by the customer pending completion of a project. It is common in the Company’s industry for a small portion of progress billings or the contract price, typically 10%, to be withheld by the customer until the Company completes a project to the satisfaction of the customer in accordance with contract terms. Such amounts are also included as contracts receivable including retainage. Based on the Company’s experience with similar contracts in recent years, billings for such retainage balances are generally collected within one year of the completion of the project. The carrying value of contracts receivable including retainage, net of the allowance for doubtful accounts, represents their estimated net realizable value. Management provides for uncollectible accounts through a charge to earnings and a credit to the allowance for doubtful accounts based on its assessment of the current status of individual accounts, type of service performed, and current economic conditions. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the allowance for doubtful accounts and an adjustment of the contract receivable. Costs and Estimated Earnings on Uncompleted Contracts Billing practices for the Company’s contracts are governed by the contract terms of each project based on progress toward completion approved by the owner, achievement of milestones or pre-agreed schedules. Billings do not necessarily correlate with revenues recognized under the percentage-of-completion method of accounting. The Company records current assets and current liabilities to account for these differences in timing. The current asset, “Costs and estimated earnings in excess of billings on uncompleted contracts,” represents revenues that have been recognized in amounts that have not been billed under the terms of the contracts. Included in costs and estimated earnings on uncompleted contracts are amounts the Company seeks or will seek to collect from customers or others for errors, changes in contract specifications or design, contract change orders in dispute, unapproved as to scope and price, or other customer-related causes of unanticipated additional contract costs (claims and unapproved change orders). Such amounts are recorded at estimated net realizable value when realization is probable and can be reasonably estimated. Claims and unapproved change orders made by the Company may involve negotiation and, in rare cases, litigation. Unapproved change orders and claims also involve the use of estimates, and revenues associated with unapproved change orders and claims are included when realization is probable and amounts can be reliably determined. The Company did not recognize any material amounts associated with claims and unapproved change orders during the periods presented. The current liability, “Billings in excess of costs and estimated earnings on uncompleted contracts,” represents billings to customers in excess of revenues recognized. Concentration of Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of contracts receivable including retainage. In the normal course of business, the Company provides credit to its customers and does not generally require collateral. Concentrations of credit risk associated with these receivables are monitored on an ongoing basis. The Company has not historically experienced significant credit losses, due primarily to management’s assessment of customers’ credit ratings. The Company principally deals with recurring customers, state and local governments and well-known local companies whose reputations are known to management. The Company performs credit checks for significant new customers and generally requires progress payments for significant projects. The Company generally has the ability to file liens against the property if payments are not made on a timely basis. No single customer accounted for more than 10% of the Company’s contracts receivable including retainage, net balance at September 30, 2018 or September 30, 2017 . Projects performed for various Departments of Transportation accounted for 42.9% and 41.9% of consolidated revenues for the fiscal years ended September 30, 2018 and September 30, 2017 , respectively. Two customers accounted for more than 10% of consolidated revenues for the fiscal years ended September 30, 2018 and September 30, 2017 , as follows: % of Consolidated Revenues for the Fiscal Year Ended September 30, 2018 2017 Alabama Department of Transportation 15.1 % 14.9 % North Carolina Department of Transportation 13.3 % 13.9 % Inventories The Company’s inventories are stated at the lower of cost or net realizable value using the average cost method. The cost of inventory includes the cost of material, labor, trucking and other equipment costs associated with procuring and transporting materials to asphalt plants for production and delivery to customers. Inventories consist primarily of raw materials, including asphalt cement, aggregate and millings that the Company expects to utilize on construction projects within one year. Revenues and Cost Recognition Revenues from the Company’s contracts are recognized under the percentage-of-completion method of accounting, measured by the relationship of total cost incurred to total estimated contract costs (cost-to-cost method). Changes in job performance, job conditions, and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in favorable or unfavorable revisions to estimated costs, revenues and gross profit, and are recognized in the period in which the revisions are determined. Revisions in estimates related to amounts recorded in prior periods resulted in the Company recording net increases in revenues of $6.9 million and $4.6 million during the fiscal years ended September 30, 2018 and September 30, 2017 , respectively. The accuracy of revenues and cost of revenues reported on the consolidated financial statements depends on, among other things, management’s estimates of total costs to complete projects. Management believes the Company maintains reasonable estimates based on prior experience; however, many factors contribute to changes in estimates of contract costs. Accordingly, estimates made with respect to uncompleted projects are subject to change as each project progresses and better estimates of contract costs become available. All contract costs are recorded as incurred, and revisions to estimated total costs are reflected as soon as the obligation to perform is determined. Provisions are recognized for the full amount of estimated losses on uncompleted contracts whenever evidence indicates that the estimated total cost of a contract exceeds its estimated total revenue, regardless of the stage of completion. When the Company incurs additional costs related to work performed by subcontractors, the Company may have contractual provisions to back charge the subcontractors for those costs. A reduction to costs related to back charges is recognized when the estimated recovery is probable and the amount can be reasonably estimated. Contract costs include direct labor and material, subcontractors, direct overhead costs and equipment costs (primarily depreciation, fuel, maintenance and repairs). Fair Value Measurements Management applies fair value measurement guidance to its impairment analyses for tangible and intangible assets. The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures , defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Inputs used to measure fair value are classified using the following hierarchy: Level 1. Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 . Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly through corroboration with observable market data. Level 3. Inputs are unobservable for the asset or liability and include situations in which there is little, if any, market activity for the asset or liability. The inputs used in the determination of fair value are based upon the best information available under the circumstances and may require significant management judgment or estimation. The Company endeavors to utilize the best available information in measuring fair value. The Company’s financial instruments include cash, contracts receivable including retainage, and accounts payable reflected as current assets and current liabilities on its Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 . Due to the short-term nature of these instruments, management considers their carrying value to approximate their fair value. The Company also has term loans and a revolving credit facility as described in Note 12 - Debt. The carrying value of amounts outstanding under these credit facilities is reflected as long-term debt, net of current maturities and current maturities of debt on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 . Due to the variable rate or short-term nature of these instruments, management considers their carrying value to approximate their fair value. Property, Plant and Equipment Property, plant and equipment are recorded at cost and depreciated on a straight-line basis over their estimated useful lives. Leasehold improvements for operating leases are amortized over the lesser of the term of the related lease or the estimated useful lives of the improvements. Quarry reserves are depleted in accordance with the units-of-production method as aggregate is extracted, using the initial allocation of cost based on proven and probable reserves. Routine repairs and maintenance are expensed as incurred. Asset improvements are capitalized at cost and amortized over the remaining useful life of the related asset. The useful lives of property, plant and equipment categories are as follows: Category Estimated Useful Life Land and improvements Land, unlimited; improvements, 15-25 years Quarry reserves Based on depletion Buildings 5 - 39 years Asphalt plants 3 - 20 years Construction equipment 3 - 10 years Furniture and fixtures 5 - 10 years Leasehold improvements The shorter of 15 years or the remaining lease term Management periodically assesses the estimated useful life over which assets are depreciated, depleted or amortized. If the analysis warrants a change in the estimated useful life of property, plant and equipment, management will reduce the estimated useful life and depreciate, deplete or amortize the carrying value prospectively over the shorter remaining useful life. The carrying amounts of assets sold or retired and the related accumulated depreciation are eliminated in the period of disposal, and the resulting gains and losses are included in the results of operations during the same period. Impairment of Long-Lived Assets The carrying value of property, plant and equipment and intangible assets subject to amortization is evaluated whenever events or changes in circumstances indicate that the carrying amount of such assets, or an asset group, may not be recoverable. Events or circumstances that might cause management to perform impairment testing include, but are not limited to, a significant decrease in the market price of an asset, a significant adverse change in the extent or manner in which an asset is used or in its physical condition, an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of an asset, an operating or cash flow performance combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of an asset, and an expectation that an asset will be disposed of significantly before the end of its previously estimated useful life. If indicators of potential impairment are present, management performs a recoverability test and, if necessary, records an impairment loss. If the total estimated future undiscounted cash flows to be generated from the use and ultimate disposition of an asset or asset group is less than its carrying value, an impairment loss is recorded in the Company’s results of operations, measured as the amount required to reduce the carrying value to fair value. Fair value is determined in accordance with the best available information based on the hierarchy described under "Fair Value Measurements" above. For example, the Company would first seek to identify quoted prices or other observable market data. If observable data is not available, management would apply the best available information under the circumstances to a technique such as a discounted cash flow model to estimate fair value. Impairment analysis involves estimates and the use of assumptions in connection with judgments made in forecasting long-term estimated inflows and outflows resulting from the use and ultimate disposition of an asset, and determining the ultimate useful lives of assets. Actual results may differ from these estimates using different assumptions, which could materially impact the results of an impairment assessment. Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price over the fair value of net assets acquired and liabilities assumed in a business combination. Other intangible assets consist of an indefinite-lived name license in connection with a business acquired, and finite-lived assets including a non-compete agreement, customer relationships and construction backlog, each acquired in business acquisitions. Goodwill and indefinite-lived intangible assets are not amortized, but are reviewed for impairment at least annually, or more frequently when events or changes in circumstances indicate that the carrying value may not be recoverable. In addition, management evaluates whether events and circumstances continue to support an indefinite useful life. Judgments regarding indicators of potential impairment are based on market conditions and operational performance of the business. Annually, on the first day of the fourth fiscal quarter, management performs an analysis of the carrying value of goodwill at its reporting units for potential impairment. In accordance with GAAP, the Company may assess its goodwill for impairment initially using a qualitative approach to determine whether conditions exist to indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If management concludes, based on its assessment of relevant events, facts and circumstances, that it is more likely than not that a reporting unit’s carrying value is greater than its fair value, then a quantitative analysis will be performed to determine whether there is any impairment. The Company may also elect to initially perform a quantitative analysis instead of starting with a qualitative assessment. The quantitative assessment for goodwill requires comparing the carrying value of a reporting unit, including goodwill, to its fair value using the multiple period discounting method under the income approach and market approach. The income approach uses a discounted cash flow model, which involves significant estimates and assumptions, including preparation of revenues and profitability growth forecasts, selection of a discount rate, and selection of a terminal year multiple, to estimate fair value. Management’s assessment of facts and circumstances at each analysis date could cause these assumptions to change. If the fair value of the respective reporting unit exceeds its carrying amount, goodwill is not considered to be impaired, and no further testing is required. If the carrying amount of a reporting unit exceeds its fair value, an impairment charge is recorded to write down goodwill to its fair value and is recorded in the Company’s results of operations. The Company performed a quantitative analysis of goodwill during fiscal year 2018 and fiscal year 2017 and determined that the fair value of each of its reporting units exceeded its carrying value, and thus concluded that the carrying value of goodwill was not impaired at September 30, 2018 or September 30, 2017 . Accordingly, no further analysis was required or performed. Management also performs an annual assessment, on the first day of the fiscal fourth quarter, of the carrying value of its indefinite-lived intangible assets other than goodwill. Management tests indefinite-lived intangible assets for impairment by comparing their carrying value to their estimated fair value. An impairment loss is recorded in the Company’s results of operations to the extent the carrying value of an indefinite-lived intangible asset exceeds its fair value. Similar to the assessment of goodwill, events and changes in circumstances could cause management to utilize different assumptions in subsequent evaluations, which could materially impact the results of an impairment assessment. Management concluded that the carrying value of the Company's indefinite-lived intangible asset other than goodwill was not impaired at September 30, 2018 or September 30, 2017. Deferred Debt Issuance Costs Costs directly associated with obtaining debt financing are deferred and amortized over the term of the related debt agreement. Unamortized amounts related to long-term debt are reflected on the Consolidated Balance Sheet as a direct deduction from the carrying amount of the related long-term debt liability. Equity Issuance Costs The Company capitalizes certain third-party fees that are directly associated with in-process equity offerings. These amounts are recorded as prepaid expenses and included in other current assets on the Consolidated Balance Sheet until the offering is consummated, suspended or abandoned. If efforts to complete an equity offering are suspended or abandoned, the capitalized costs are charged to general and administrative expenses in the period the offering is suspended or abandoned. When an offering is completed, the capitalized costs are recorded as a reduction to additional paid-in capital generated by the offering. At September 30, 2017 , $2.2 million of capitalized equity issuance costs were included in other current assets. Upon the successful completion of the IPO in May 2018, the equity issuance costs balance of $6.3 million was reclassified from prepaid expenses to additional paid-in capital. Comprehensive Income Comprehensive income is a measure of net income and all other changes in equity that result from transactions other than transactions with stockholders. Management has determined that net income is the Company’s only component of comprehensive income. Accordingly, there is no difference between net income and comprehensive income. Income Taxes The provision for income taxes includes federal and state income taxes. Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement carrying values and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which the temporary differences are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Management evaluates the realization of deferred tax assets and establishes a valuation allowance when it is more likely than not that all or a portion of the deferred tax assets will not be realized. Deferred tax assets and deferred tax liabilities are presented on a net basis by taxing authority and classified as non-current on the Consolidated Balance Sheet. The Company classifies income tax-related interest and penalties as interest expense and other expenses, respectively. Equity-based Incentive Plans Compensation costs related to equity-classified share-based awards are recognized on the consolidated financial statements based on grant date fair value. Compensation cost for graded-vesting awards is recognized ratably over the respective vesting periods. Accrued Insurance Costs The Company carries insurance policies to cover various risks, including primarily general liability, automobile liability and workers’ compensation, under which it is liable to reimburse the insurance company for a portion of each claim paid. The amount for which the Company is liable for general liability, automobile liability and workers’ compensation claims ranges from $100,000 to $500,000 per occurrence. Management accrues for probable losses, both reported and unreported, that are reasonably estimable using actuarial methods based on historic trends modified, if necessary, by recent events. Changes in loss assumptions caused by changes in actual experience would affect the assessment of the ultimate liability and could have an effect on the Company’s operating results and financial position up to $500,000 per occurrence for general liability, automobile liability and workers’ compensation claims. The Company provides employee medical insurance under policies that are both fixed-premium, fully-insured policies and self-insured policies that are administered by the insurance company. Under the self-insured policies, the Company is liable to reimburse the insurance company for actual claims paid plus an administrative fee. The Company purchases separate stop-loss insurance that limits the individual participant claim loss to amounts ranging from $75,000 to $160,000 . In addition to the retention items noted above, the Company’s insurance provider requires the Company to maintain a standby letter of credit. This letter of credit serves as a guarantee by the banking institution to pay the Company’s insurance provider the incurred claim costs attributable to general liability, workers’ compensation and automobile liability claims, up to the amount stated in the standby letter of credit, in the event that these claims are not paid by the Company. Earnings per Share As described in Note 2 – Initial Public Offering, the Company completed an IPO and Reclassification of its common stock during the fiscal year ended September 30, 2018. Prior to the Reclassification, all net income of the Company was attributable to the holders of shares of common stock immediately prior to the Reclassification. During the period beginning from the Reclassification through the IPO, all net income of the Company was attributable to holders of Class B common stock. Since the IPO, all net income of the Company is attributable equally, on a per share basis, to the holders of Class A common stock and Class B common stock. Basic earnings per share is computed by dividing net income attributable to common stockholders by the weighted average number of aggregate shares of pre-Reclassification common stock, Class A common stock and Class B common stock, as applicable for the respective periods, calculated on a post-split basis, during the respective periods. The calculation of basic earnings per share excludes shares of unvested restricted stock. Diluted earnings per share is calculated by dividing net income attributable to common stockholders by the weighted average number of aggregate shares of pre-Reclassification common stock, Class A common stock, Class B common stock and potential dilutive common shares determined using the treasury method, calculated on a post-split basis as applicable for the respective periods. Securities that are anti-dilutive are not included in the calculation of diluted earnings per share. Segment Reporting and Reporting Units The Company operates in Alabama, Florida, Georgia, North Carolina and South Carolina through its wholly owned legal entity subsidiaries. Each of these entities was acquired as a platform operating company and performs essentially the same operations, primarily infrastructure and road construction. Management determined that the Company functions as a single operating segment, and thus reports as a single reportable segment. This determination is based on rules prescribed by GAAP applied to the manner in which management operates the Company. In particular, management assessed the discrete financial information routinely reviewed by the Company’s Chief Operating Decision Maker (“CODM”), its Chief Executive Officer, to monitor the Company’s operating performance and support decisions regarding allocation of resources to its operations. Specifically, performance is continuously monitored at the consolidated level and at the individual contract level to timely identify deviations from expected results. Resource allocations are based on the capacity of the Company’s operating facilities to pursue new project opportunities, including reallocation of assets that are underutilized from time to time at a certain operating facility to another operating facility where additional resources might be required to fully meet demand. Other factors further supporting this conclusion include substantial similarities throughout all of the Company’s operations with respect to services provided, type of customers, sourcing of materials and manufacturing and delivery methodologies. Management further determined that the Company’s five platform operating companies represent the Company’s reporting units for purposes of assessing potential impairment of goodwill. These legal entities represent significant acquisitions that occurred over time in Alabama, Florida, Georgia and North Carolina pursuant to the Company’s strategic growth strategy. Each platform company is managed by its president, who has primary responsibility for the respective operating company. Collectively, these presidents are directly accountable to, and maintain regular contact with, the CODM as a team to discuss operating activities, financial results, forecasts, and operating plans for the Company’s single operating segment. |
Accounting Standards (Notes)
Accounting Standards (Notes) | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting Standards | Accounting Standards Recently Adopted Accounting Pronouncements In January 2017, the FASB issued Accounting Standards Update ("ASU") No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairments, which applies to entities that have goodwill reported in their financial statements. The amendments of this update modify the concept of impairment from the condition that exists when the carrying amount of goodwill exceeds its implied fair value to the condition that exists when the carrying amount of a reporting unit exceeds its fair value. Prior to the amendments of this guidance, an entity performed the first step of the goodwill impairment test by comparing the fair value of a reporting unit to its carrying amount. If an impairment loss was indicated, the entity computed the implied fair value of goodwill to determine the amount of an impairment loss, if any (step two). Implied fair value of goodwill was calculated by assigning the fair value of a reporting unit to all of its assets and liabilities in a manner consistent with procedures performed as if that reporting unit had been acquired in a business combination. An entity still has the option to perform the qualitative assessment for a reporting unit to determine whether a quantitative impairment test is necessary. If a quantitative test is performed, this guidance eliminates step two of the assessment. In contrast, under the amendments of this update, an entity shall recognize an impairment charge in the amount by which the carrying amount exceeds the reporting unit’s fair value, limited to the total amount of goodwill allocated to that reporting unit. The new guidance is effective for public companies for fiscal years beginning after December 15, 2019 and interim periods within those years, and shall be applied on a prospective basis to goodwill impairment tests subsequent to adoption of the standard. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company early adopted this guidance on a prospective basis on July 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements and related disclosures. See Note 10 – Goodwill and Other Intangible Assets, for additional information on the Company’s goodwill. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718) : Improvements to Employee Share-Based Payment Accounting . Amendments of this update change the accounting for certain aspects of share-based payments to employees. The guidance requires the recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in capital pools. The guidance also allows the employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting. In addition, the guidance permits a policy election to account for forfeitures as they occur rather than on an estimated basis, as is currently required. The Company adopted the amendments of the update effective October 1, 2017. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements and disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted The FASB has issued certain ASUs that are applicable to the Company and will be adopted in future periods. The consolidated financial statements and related disclosures for the fiscal years ended September 30, 2018 and September 30, 2017 do not reflect the requirements of this guidance. The following is a brief description of the recently issued ASUs and management’s current assessment regarding the methods, timing and impact of adoption of such ASUs by the Company in the future. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The amendments of this update refine the definition of a business. Prior to this update, guidance in Topic 805 defined a business as having an integrated set of assets along with three elements or activities: inputs, processes, and outputs (collectively referred to as a “set”). The amendments of this update provide a framework to assist entities in evaluating when a set is not a business. Amendments of this update are applicable to public companies for annual periods beginning after December 15, 2017, including interim periods within those periods. This update shall be applied prospectively on or after the effective date. No disclosures are required at transition. The Company will adopt this update for the Company’s fiscal year beginning October 1, 2018 and apply the guidance to the assessment and disclosure of future acquisition transactions. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . The amendments of this update provide guidance on eight cash flow classification issues: debt prepayment and debt extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions, and separately identifiable cash flows and application of the predominance principle. The amendments of this update are effective for fiscal years beginning after December 15, 2018 and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. Management is currently assessing this guidance to determine the Company’s adoption date and the potential impact of adoption on the Company’s consolidated financial statements and disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The amendments of this guidance require a lessee to recognize most leases on its balance sheet and recognize expenses on the income statement in a manner similar to current practice. The lessee will recognize a lease liability calculated as the present value of its obligation to make lease payments and a right-to-use asset for the right to use the underlying assets for the lease term. Leases will continue to be classified as either financing or operating. Operating leases will result in a single lease cost allocated over the lease term on a straight-line basis with cash payments presented as cash flows from operations. Financing leases will result in separate presentations of interest expense on the lease liability and amortization expense of the right-to-use asset, with repayments of the principal portion of the lease liability presented as financing activities and payments of interest on the lease liability and variable lease payments presented as operating activities. The amendments of this update are effective for public companies in annual periods beginning on or after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company leases office premises and equipment as described in Note 19 - Commitments and Contingencies. Management expects to adopt this ASU for the Company’s fiscal year beginning October 1, 2019, and is currently evaluating this guidance to determine the potential impact of adoption on the Company's consolidated financial statements and disclosures. In May 2014, the FASB issued ASU No. 2014-09 , Revenue from Contracts with Customers (Topic 606) , which revises and consolidates current guidance, eliminates industry-specific revenue recognition guidance and establishes a comprehensive principle-based approach for determining revenue recognition. The core principle of the guidance is that an entity shall recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for providing those goods or services. Amendments of this update set forth a five-step revenue recognition model to be applied consistently to all contracts with customers, except those that are within the scope of other topics in the ASC: identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligation in the contract, and recognize revenue when (or as) the entity satisfies a performance obligation. The update also provides guidance regarding the recognition of costs related to obtaining and fulfilling customer contracts. This update also requires quantitative and qualitative disclosures sufficient to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including disclosures on significant judgments made when applying the guidance. Subsequent to the issuance of ASU 2014-09, the FASB issued the following pronouncements, which each amend ASU No. 2014-09: ASU 2015-14 deferred the effective date of ASU 2014-09 from annual and interim periods beginning after December 15, 2016 to annual and interim periods beginning after December 15, 2017. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. With the issuance of ASU No. 2016-08 in March 2016, the FASB clarified the implementation guidance on principal versus agent considerations in ASC 606. In April 2016, the FASB issued ASU No. 2016-10, which clarified implementation guidance on identifying performance obligations and licensing in ASC 606. Other provisions of the guidance in ASC 606 were also amended with the issuances of ASU No. 2016-12 in May 2016 and ASU No. 2016-20 in December 2016. The update permits adoption using either a full retrospective approach, under which all years included in the financial statements will be presented under the revised guidance, or a modified retrospective approach, under which financial statements will be prepared under the revised guidance for the year of adoption, but not for prior years. Under the latter method, entities will recognize a cumulative adjustment to the opening balance of retained earnings for contracts that still require performance by the entity at the date of adoption. Management will adopt this update for the Company’s fiscal year beginning October 1, 2018, using the modified retrospective approach. As a result, the Company will present any cumulative effect of applying the amendments of this update on the date of adoption, October 1, 2018. Management does not expect the adoption of this update to have a material impact on the Company's consolidated financial statements. The Company has refined its accounting policies and related internal controls affected by this update. Management’s assessment of the Company’s construction contracts under the new standard supports the recognition of revenue over time using the percentage-of-completion method of accounting, measured by the relationship of total cost incurred to total estimated contract costs (cost-to-cost method), which is consistent with the Company’s current revenue recognition practices. As such, the Company’s construction contracts will continue to be recognized over time considering the continuous transfer of control to its customers during performance of construction projects. The amendments of this update also require expanded disclosures regarding the nature, timing and uncertainty of revenue and customer contract balances, including how and when the Company satisfies the performance obligations and the relationship between revenue recognized and changes in contract balances during a reporting period. The Company has evaluated these disclosure requirements and is incorporating the collection of supporting data into its business processes. |
Business Acquisition
Business Acquisition | 12 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Business Acquisition | Business Acquisitions The Scruggs Company On May 15, 2018, the Company executed a stock purchase agreement (the “Stock Purchase Agreement”) to complete the acquisition of 100% of the common shares and voting interests of The Scruggs Company (“Scruggs”), a privately-owned infrastructure and road construction company headquartered in Hahira, Georgia that operates three hot mix asphalt plants, three aggregate mines and one industrial plant (the “Scruggs Acquisition”). The Scruggs Acquisition complemented the Company’s vertically integrated southeastern United States operations, providing new bidding areas in the expanding Georgia market. The Company funded the purchase price with cash on hand plus an additional $22.0 million borrowed under its existing Compass Term Loan as described in Note 12 - Debt. The purchase price of $51.3 million , excluding cash acquired of $4.7 million , was paid in cash at closing. This acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations. Management completed the purchase price allocation for this acquisition during the fiscal year ended September 30, 2018. Identifiable assets acquired and liabilities assumed were recorded at their estimated fair values based on the methodology described under "Fair Value Measurements" in Note 3 - Significant Accounting Policies. The fair values of assets acquired and liabilities assumed, and the estimated useful lives of intangible assets acquired, are as follows (in thousands): Contracts receivable including retainage $ 9,184 Costs and estimated earnings in excess of billings on uncompleted contracts 1,787 Inventory 4,323 Other current assets (1) 731 Property, plant and equipment: Construction equipment 17,571 Quarry reserves 13,986 Land and land improvements 7,302 Plant 6,917 Buildings 1,552 Backlog intangible (2) 594 Customer relationship (3) 1,100 Goodwill 2,319 Accounts payable (3,646 ) Billings in excess of costs and estimated earnings on uncompleted contracts (4,589 ) Current maturities of long-term debt (358 ) Other current liabilities (1,770 ) Payable to seller (4,940 ) Long-term debt, net of current maturities (744 ) $ 51,319 (1) Other current assets excludes cash acquired (2) The estimated useful life of the backlog intangible asset is 17 months (3) The estimated useful life of the customer relationship intangible is 8 years The amount of the purchase price exceeding the net fair value of identifiable assets acquired and liabilities assumed was recorded as goodwill. Under the terms of the Stock Purchase Agreement, the parties made a Section 338(h)(10) election under the Internal Revenue Code. Accordingly, goodwill, the backlog intangible and customer relationship intangible assets allocated to the purchase price and the step-up to fair value of property, plant and equipment reflected in the acquisition date balance sheet are deductible by the Company for income tax purposes. Goodwill primarily represents the assembled work force and synergies expected to result from the acquisition. Management has determined that Scruggs represents a new reporting unit for purposes of assessing potential impairment of goodwill, and has allocated all goodwill recognized in connection with the acquisition to that new reporting unit. Scruggs represents the Company’s fifth platform operating company and functions one level below the Company’s single operating segment, along with its other platform operating companies each representing reporting units. The Consolidated Statement of Income for the fiscal year ended September 30, 2018 includes $35.8 million of revenue and $3.5 million of net income attributable to operations of Scruggs since the acquisition date of May 15, 2018. The Company recorded certain costs to effect the Scruggs Acquisition as they were incurred, which are reflected as general and administrative expenses on the Consolidated Statement of Income in the amount of $0.2 million for the fiscal year ended September 30, 2018 . The following presents pro forma revenues and net income as though the Scruggs Acquisition had occurred on October 1, 2016 (unaudited, in thousands): For the Fiscal Year Ended September 30, 2018 2017 Pro forma revenues $ 735,197 $ 661,979 Pro forma net income 55,558 34,671 Pro forma financial information is presented as if the operations of Scruggs had been included in the consolidated results of the Company since October 1, 2016, and gives effect to transactions that are directly attributable to the Scruggs Acquisition, including adjustments to: (a) Include the pro forma results of operations of Scruggs for the fiscal years ended September 30, 2018 and 2017 . (b) Include additional depreciation and depletion expense related to the fair value of acquired property, plant and equipment and quarry reserves, as applicable, as if such assets were acquired on October 1, 2016 and consistently applied to the Company’s depreciation and depletion methodologies. (c) Include interest expense under the Compass Term Loan as if the $22.0 million borrowed to partially finance the purchase price was borrowed on October 1, 2016. Interest expense calculations further assume that no principal payments were made applicable to the $22.0 million borrowed during the period from October 1, 2016 through September 30, 2018, and that the interest rate in effect on the date the Company made the additional $22.0 million borrowing on May 15, 2018 was in effect for the period from October 1, 2016 through September 30, 2018 . (d) Exclude $0.2 million of acquisition-related expenses from the fiscal year ended September 30, 2018 , as though such expenses were incurred prior to the pro forma acquisition date of October 1, 2016. Pro forma information is presented for informational purposes and may not be indicative of revenue or net income that would have been achieved if the Scruggs acquisition had occurred on October 1, 2016. Sand and Gravel Mining Operations On September 22, 2017, the Company acquired certain ongoing sand and gravel mining operations located in Etowah, Elmore and Autauga counties in Alabama in order to expand our aggregate production facilities. This acquisition was accounted for as a business combination i n accordance with ASC 805, Business Combinations. Consideration paid to consummate the acquisition consisted of $10.8 million cash paid on the closing date. The Company also entered into a purchase commitment with the seller to purchase $3.1 million of inventory over the two years following the acquisition. Of that amount, $2.3 million had been purchased as of September 30, 2018. Identifiable assets acquired and liabilities assumed were recorded at their estimated fair values based on the methodology described under " Fair Value Measurements" in Note 3 - Significant Accounting Policies. The amount of consideration paid in excess of the fair value of net assets acquired is recorded as goodwill, which is deductible for income tax purposes. The following summarizes the fair value of identifiable assets acquired (in thousands): Inventory $ 1,179 Quarry reserves 4,800 Land 1,746 Plant 1,247 Equipment 1,228 Goodwill 643 $ 10,843 The results of operations associated with this acquisition are included in the consolidated financial statements since the acquisition date and were not material to the Consolidated Statements of Income. Pro forma results of operations as if the acquisition had been consummated on October 1, 2015 would not be material to the Consolidated Statements of Income. |
Contracts Receivable Including
Contracts Receivable Including Retainage, Net | 12 Months Ended |
Sep. 30, 2018 | |
Contractors [Abstract] | |
Contracts Receivable Including Retainage, Net | Contracts Receivable Including Retainage, net Contracts receivable including retainage, net consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Contracts receivable $ 104,541 $ 109,538 Retainage 16,848 13,180 121,389 122,718 Allowance for doubtful accounts (1,098 ) (1,734 ) Contracts receivable including retainage, net $ 120,291 $ 120,984 The following is a summary of changes in the allowance for doubtful accounts balance during the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): For the Fiscal Year Ended 2018 2017 Balance at beginning of period $ 1,734 $ 1,039 Charged to bad debt expense 604 1,445 Write-off of contracts receivable including retainage (1,240 ) (750 ) Balance at end of period $ 1,098 $ 1,734 Retainage receivables have been billed, but are not due until contract completion and acceptance by the customer. Costs and Estimated Earnings on Uncompleted Contracts Costs and estimated earnings compared to billings on uncompleted contracts at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Costs on uncompleted contracts $ 743,322 $ 489,661 Estimated earnings to date on uncompleted contracts 95,155 62,193 838,477 551,854 Billings to date on uncompleted contracts (867,881 ) (579,370 ) Net billings in excess of costs and estimated earnings on uncompleted contracts $ (29,404 ) $ (27,516 ) Reconciliation of net billings in excess of costs and estimated earnings to amounts reflected on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 is follows (in thousands): September 30, 2018 2017 Costs and estimated earnings in excess of billings on uncompleted contracts $ 9,334 $ 4,592 Billings in excess of costs and estimated earnings on uncompleted contracts (38,738 ) (32,108 ) Net billings in excess of costs and estimated earnings on uncompleted contracts $ (29,404 ) $ (27,516 ) |
Costs and Estimated Earnings on
Costs and Estimated Earnings on Uncompleted Contracts | 12 Months Ended |
Sep. 30, 2018 | |
Contractors [Abstract] | |
Costs and Estimated Earnings on Uncompleted Contracts | Contracts Receivable Including Retainage, net Contracts receivable including retainage, net consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Contracts receivable $ 104,541 $ 109,538 Retainage 16,848 13,180 121,389 122,718 Allowance for doubtful accounts (1,098 ) (1,734 ) Contracts receivable including retainage, net $ 120,291 $ 120,984 The following is a summary of changes in the allowance for doubtful accounts balance during the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): For the Fiscal Year Ended 2018 2017 Balance at beginning of period $ 1,734 $ 1,039 Charged to bad debt expense 604 1,445 Write-off of contracts receivable including retainage (1,240 ) (750 ) Balance at end of period $ 1,098 $ 1,734 Retainage receivables have been billed, but are not due until contract completion and acceptance by the customer. Costs and Estimated Earnings on Uncompleted Contracts Costs and estimated earnings compared to billings on uncompleted contracts at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Costs on uncompleted contracts $ 743,322 $ 489,661 Estimated earnings to date on uncompleted contracts 95,155 62,193 838,477 551,854 Billings to date on uncompleted contracts (867,881 ) (579,370 ) Net billings in excess of costs and estimated earnings on uncompleted contracts $ (29,404 ) $ (27,516 ) Reconciliation of net billings in excess of costs and estimated earnings to amounts reflected on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 is follows (in thousands): September 30, 2018 2017 Costs and estimated earnings in excess of billings on uncompleted contracts $ 9,334 $ 4,592 Billings in excess of costs and estimated earnings on uncompleted contracts (38,738 ) (32,108 ) Net billings in excess of costs and estimated earnings on uncompleted contracts $ (29,404 ) $ (27,516 ) |
Other Assets
Other Assets | 12 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other Assets Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Settlement receivable $ 7,874 $ — Prepaid expenses 4,989 1,503 Other current assets 1,274 3,017 Total prepaid expenses and other current assets $ 14,137 $ 4,520 Other Assets Other assets consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Settlement receivable $ 7,224 $ — Notes receivable 2,561 1,106 Other assets 485 1,377 Total other assets $ 10,270 $ 2,483 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Construction equipment $ 190,420 $ 154,911 Asphalt plants 79,563 66,379 Land and improvements 29,624 20,991 Quarry reserves 20,908 7,219 Buildings 12,416 9,848 Furniture and fixtures 4,422 3,870 Leasehold improvements 765 765 Total property, plant and equipment, gross 338,118 263,983 Accumulated depreciation, depletion and amortization (160,795 ) (148,072 ) Construction in progress 1,369 — Total property, plant and equipment, net $ 178,692 $ 115,911 Depreciation, depletion and amortization expense related to property, plant and equipment for the fiscal years ended September 30, 2018 and September 30, 2017 was $24.8 million and $20.8 million , respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The following presents goodwill activity during the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): Balance at September 30, 2016 $ 29,957 Additions 643 Balance at September 30, 2017 30,600 Additions 2,319 Balance at September 30, 2018 $ 32,919 A summary of other intangible assets at September 30, 2018 and September 30, 2017 is as follows (in thousands): September 30, 2017 2018 Useful Gross Accumulated Net Book Gross Accumulated Net Book Indefinite-lived: License Indefinite $ 2,000 $ — $ 2,000 $ 2,000 $ — $ 2,000 Definite-lived: Customer relationship 8 years — — — 1,100 (52 ) 1,048 Acquired construction backlog 17 months — — — 594 (157 ) 437 Non-compete agreements 5 years 1,500 (950 ) 550 1,500 (1,250 ) 250 Total intangible assets $ 3,500 $ (950 ) $ 2,550 $ 5,194 $ (1,459 ) $ 3,735 Total amortization expense related to definite-lived intangible assets was $0.5 million and $0.3 million for the fiscal years ended September 30, 2018 and September 30, 2017 , respectively. Estimated future total amortization expense related to definite-lived intangible assets is as follows (in thousands): Fiscal Year Estimated Amortization Expense 2019 $ 825 2020 138 2021 138 2022 138 2023 138 Thereafter 358 Total $ 1,735 |
Liabilities
Liabilities | 12 Months Ended |
Sep. 30, 2018 | |
Liabilities [Abstract] | |
Liabilities | Liabilities Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Accrued payroll and benefits 12,802 13,364 Treasury stock purchase obligation 569 2,569 Accrued insurance costs 1,750 1,198 Other current liabilities 2,399 2,905 Total accrued expenses and other current liabilities $ 17,520 $ 20,036 Other Long-Term Liabilities Other long-term liabilities consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Treasury stock purchase obligation $ — $ 569 Accrued insurance costs 4,826 3,796 Other 469 655 Total other long-term liabilities $ 5,295 $ 5,020 |
Debt
Debt | 12 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company maintains various credit facilities from time to time to finance acquisitions, the purchase of real estate, construction equipment, asphalt plants and other fixed assets, and for general working capital purposes. Debt at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Long-term debt: Compass Term Loan $ 57,300 $ 47,500 Compass Revolving Credit Facility 5,000 10,000 Other long-term debt 964 — Total long-term debt 63,264 57,500 Deferred debt issuance costs (362 ) (364 ) Debt discount (14 ) — Current maturities of long-term debt (14,773 ) (10,000 ) Long-term debt, net of current maturities $ 48,115 $ 47,136 Compass Credit Agreement On June 30, 2017, Construction Partners Holdings, Inc. (“Construction Partners Holdings”), the Company’s wholly owned subsidiary, entered into a credit agreement with Compass Bank as agent, sole lead arranger and sole bookrunner (as amended, the “Compass Credit Agreement”), providing for a $50.0 million term loan (the “Compass Term Loan”) and a $30.0 million revolving credit facility (the “Compass Revolving Credit Facility”). The Compass Credit Agreement was used to refinance all existing long-term and short-term debt, as described below. In connection with the Scruggs Acquisition, the Company amended the Compass Credit Agreement on May 15, 2018 and borrowed an additional $22.0 million under the Compass Term Loan to fund a portion of the purchase price as disclosed in Note 5 - Business Acquisitions. The principal amount of the Compass Term Loan, including the additional borrowing, must be paid in quarterly installments of $3.6 million . All amounts borrowed under the Compass Credit Agreement mature on July 1, 2022. Construction Partners Holdings’ obligations under the Compass Credit Agreement are guaranteed by the Company and all of Construction Partners Holdings’ direct and indirect subsidiaries and are secured by a first priority security interest in substantially all of the Company’s assets. Under the Compass Credit Agreement, borrowings can be designated as base rate loans or Euro-Dollar Loans. The interest rate on base rate loans fluctuates and is equal to (i) the highest of: (a) the rate of interest in effect for such day as publicly announced from time to time by the Agent as its “prime rate,” (b) the federal funds rate plus 0.50% and (c) the quotient of the London Interbank Offered Rate (“LIBOR”) for deposits in U.S. dollars as obtained from Reuters, Bloomberg or another commercially available source designated by the Agent two Euro-Dollar Business Days (as defined in the Compass Credit Agreement) before the first day of the applicable interest period divided by 1.00 minus the Euro-Dollar Reserve Percentage (as defined in the Compass Credit Agreement) plus 1.0% for a one -month interest period, plus (ii) the applicable rate, which ranges from 2.0% to 2.25% . The interest rate for Euro-Dollar loans fluctuates and is equal to the sum of the applicable rate, which ranges from 2.0% to 2.25% , plus LIBOR for the interest period selected by the Agent. In order to economically hedge against changes in interest rates, on June 30, 2017, the Company entered into an interest rate swap agreement with a notional amount of $25.0 million , under which the Company pays a fixed percentage rate of 2.015% and receives a credit based on the applicable LIBOR rate. In connection with amendments to the Compass Credit Agreement and the additional borrowing on May 15, 2018, the Company entered into an additional $11.0 million notional interest rate swap agreement applicable to the $22.0 million additional debt under the Compass Term Loan. Under this additional interest rate swap agreement, the Company pays a fixed percentage rate of 3.01% and receives a credit based on the applicable LIBOR rate. These interest rate swap agreements do not meet the criteria for hedge accounting treatment in accordance with GAAP. At September 30, 2018 and September 30, 2017 , the aggregate notional value of these interest rate swap agreements was $28.7 million and $23.8 million , respectively, and the fair value was $0.3 million and $(0.2) million , respectively, which is included within other assets or other liabilities on the Company's Consolidated Balance Sheets. Construction Partners Holdings must pay a commitment fee of 0.35% per annum on the aggregate unused revolving commitments under the Compass Credit Agreement, as well as fees with respect to any letters of credit issued under the Compass Credit Agreement. The Compass Credit Agreement contains usual and customary negative covenants for agreements of this type, including, but not limited to, restrictions on Construction Partners Holdings’ ability to make acquisitions, make loans or advances, make capital expenditures and investments, create or incur indebtedness, create liens, wind up or dissolve, consolidate, merge or liquidate, or sell, transfer or dispose of assets. The Compass Credit Agreement requires Construction Partners Holdings to satisfy certain financial covenants, including a minimum fixed charge coverage ratio of 1.20 to 1.00 . The Compass Credit Agreement also requires the Company to maintain a maximum consolidated leverage ratio of 2.00 to 1.00 , subject to certain adjustments, as further described in the Compass Credit Agreement. The Compass Credit Agreement includes customary events of default, including, among other things, payment default, covenant default, breach of representation or warranty, bankruptcy, cross-default, material ERISA events, certain changes of control, material money judgments and failure to maintain subsidiary guarantees. The Compass Credit Agreement prevents Construction Partners Holdings from paying dividends or otherwise distributing cash to the Company unless, after giving effect to such dividend, Construction Partners Holdings would be in compliance with the financial covenants and, at the time any such dividend is paid, no default or event of default exists or would result from the payment of such dividend. At September 30, 2018 , the Company was in compliance with all covenants under the Compass Credit Agreement. Acquired Debt In connection with the Scruggs Acquisition, the Company assumed $1.1 million of debt, representing loans used to finance equipment purchases and collateralized by the purchased equipment. These loans are reflected as other long-term debt in the table above at September 30, 2018. Assumed debt includes three zero -interest notes payable that were used to finance equipment purchases and are collateralized by the purchased equipment. The aggregate estimated fair value of these zero -interest loans at the acquisition date was $0.4 million , determined in accordance with the methodology described under "Fair Value Measurements" in Note 3 - Significant Accounting Policies, and are scheduled to be repaid via monthly payments with maturity dates between February 2020 and May 2020. The Company also assumed $0.7 million of debt in connection with the Scruggs Acquisition, representing loans used to finance equipment with fixed interest rates ranging from 4.50% - 5.95% . These notes payable require monthly payments and have maturity dates ranging from 2019 through 2023. CIT Credit Facility (repaid in full and terminated June 30, 2017) On December 12, 2014, the Company and its wholly owned subsidiaries entered a credit agreement with a consortium of six financial institutions represented by CIT Finance LLC acting as Administrative Agent and Collateral Agent (the “CIT Credit Facility”). The $76.0 million facility consisted of a $49.0 million term loan (the “CIT Term Loan”) and capacity for additional borrowings of $27.0 million to finance future purchases of certain fixed assets. In connection with incurring this debt, the Company recorded $2.3 million in deferred debt issuance costs, which were amortized to interest expense over the original term of the facility. At June 30, 2017, the remaining $0.9 million unamortized balance of deferred debt issuance costs was recorded as a loss on extinguishment of debt upon repayment of the loan in conjunction with the refinancing described above. The CIT Credit Facility bore interest at an annual rate of 3 -month LIBOR plus 3.5% and was subject to certain payment restrictions and a mandatory prepayment provision if the aggregate balance outstanding to any borrower exceeded defined limits. Principal on the CIT Term Loan was payable quarterly at 3.125% of aggregate gross borrowings, with a final payment of the outstanding principal amount on December 12, 2019. On June 30, 2017, the Company repaid all outstanding principal and interest in the amount of $32.0 million and terminated the CIT Credit Facility. Capitala Term Loan (repaid in full and terminated June 30, 2017) On December 12, 2014, the Company and certain of its subsidiaries entered into a second lien credit agreement with Capitala Finance Corp., which provided for a $12.5 million interest-only term loan (the “Capitala Term Loan”). In connection with incurring this debt, the Company recorded $1.4 million in deferred debt issuance costs, which were amortized to interest expense over the term of the Capitala Term Loan. At June 30, 2017, the remaining $0.7 million unamortized balance of deferred debt issuance costs was recorded as a loss on extinguishment of debt upon repayment of the loan in conjunction with the refinancing described above. The Capitala Term Loan bore interest at an annual rate of 11.5% , with 100% of the outstanding principal amount due on June 12, 2020. On June 30, 2017, the Company repaid all outstanding principal and interest in the amount of $12.6 million and terminated the Capitala Term Loan. Other Debt (repaid in full and terminated June 30, 2017) During the fiscal year ended September 30, 2017, the Company repaid in full and terminated certain other term loans and revolving credit facilities. These loans were collateralized with the assets financed by the borrowings and included terms that varied for each facility, including interest rates ranging from 3.33% to 11.5% and maturities ranging from December 2016 through June 2020. On June 30, 2017, the Company repaid all outstanding principal and interest under these loans in the amount of $10.1 million , and terminated all related agreements. The scheduled contractual repayment terms of long-term debt at September 30, 2018 were as follows: Fiscal Year Amount 2019 $ 14,773 2020 14,762 2021 14,555 2022 19,157 2023 17 Thereafter — Total $ 63,264 Interest expense was $2.0 million and $4.1 million for the fiscal years ended September 30, 2018 and September 30, 2017 , respectively. Amortization of deferred issuance costs and debt discounts included in interest expense was $0.1 million and $0.7 million for the fiscal years ended September 30, 2018 and September 30, 2017 , respectively. |
Equity
Equity | 12 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Equity | Initial Public Offering On April 23, 2018, the Company amended and restated its certificate of incorporation to effectuate a dual class common stock structure consisting of Class A common stock and Class B common stock. As a result, each share of common stock, par value 0.001 per share, was reclassified into 25.2 shares of Class B common stock so that all holders of shares of outstanding common stock became the holders of 41,817,537 shares of Class B common stock, and shares held by the Company in treasury became 3,170,034 Class B treasury shares (the “Reclassification”). The amended and restated certificate of incorporation authorized 400,000,000 shares of Class A common stock and 100,000,000 shares of Class B common stock. All share and per share amounts have been retroactively adjusted for all periods presented to give effect to the 25.2 to 1 split of the common stock as part of the Reclassification (the “Stock Split”). On May 8, 2018, the Company completed an initial public offering of 11,250,000 shares of Class A common stock at a price of $12.00 per share (the "IPO"). Of these shares, 9,000,000 were sold by the Company, for which the Company received approximately $100.4 million in proceeds, after deducting underwriting discounts and commissions of approximately $7.6 million , and prior to additional total offering expenses of approximately $6.3 million . Of the $6.3 million additional offering expenses, $2.2 million are reflected as capitalized equity issuance costs included within other current assets on the Consolidated Balance Sheet at September 30, 2017 . All $6.3 million of equity issuance costs were reclassified to additional paid-in capital during the fiscal year ended September 30, 2018 in connection with the successful completion of the IPO. The remaining 2,250,000 shares were sold by the holders of Class B common stock, which shares upon sale automatically converted into 2,250,000 shares of Class A common stock, thereby reducing the number of issued and outstanding shares of Class B common stock to 42,737,571 and 39,567,537 , respectively. The Company did not receive any proceeds from the sale of shares by the holders of Class B common stock. On May 24, 2018, the underwriters of the IPO partially exercised their over-allotment option to purchase an additional 700,000 shares of Class A common stock at the IPO price of $12.00 per share less the underwriting discount and commissions. Of these shares, 350,000 were sold by the Company, for which the Company received approximately $3.9 million in proceeds after deducting underwriting discounts and commissions of approximately $0.3 million . The remaining 350,000 shares were sold by the holders of Class B common stock, which shares upon sale automatically converted into 350,000 shares of Class A common stock, thereby reducing the number of issued and outstanding shares of Class B common stock to 42,387,571 and 39,217,537 , respectively. The Company did not receive any proceeds from the sale of shares by the holders of Class B common stock. Equity At September 30, 2018 and September 30, 2017 , the Company had authorized for issuance 10,000,000 and 1,000,000 shares of preferred stock, par value $0.001 , respectively. No preferred shares were issued and outstanding at September 30, 2018 or September 30, 2017 . At September 30, 2017 , the Company had authorized for issuance 126,000,000 shares of common stock, par value per share $0.001 , of which 44,987,575 and 41,691,541 were issued and outstanding, respectively. At September 30, 2017, the Company held 3,296,034 shares in treasury, at an average cost of $3.64 per share. As described in Note 2 - Initial Public Offering, the Company executed an IPO and certain related transactions during the fiscal year ended September 30, 2018. As described in Note 15 - Equity-Based Compensation, during the fiscal year ended September 30, 2018, employees holding options under the 2010 Non-Plan Stock Option Agreement exercised all options to purchase 768,984 shares of Class B common stock at an exercise price of $5.70 per share. These shares were issued from treasury shares at an average cost of $3.64 per share. The transaction was executed as a cashless exercise. The following presents changes to the Company’s outstanding shares of common stock, treasury shares and additional paid-in capital for the fiscal years ended September 30, 2018 and September 30, 2017 (dollars in thousands): Treasury Shares Shares of Common Stock Outstanding Shares of Class A Common Stock Outstanding Shares of Class B Common Stock Outstanding Additional Paid-in Capital Shares Cost Balance, September 30, 2016 41,502,490 — — $ 141,872 (3,485,085 ) $ (12,621 ) Equity-based compensation expense — — — 513 — — Sale of treasury stock 189,051 — — — 189,051 638 Balance, September 30, 2017 41,691,541 — — 142,385 (3,296,034 ) (11,983 ) Sale of treasury stock 126,000 — — (453 ) 126,000 458 Reclassification of common stock (41,817,541 ) — 41,817,537 — — — Conversion of Class B common stock to Class A common stock in connection with initial public — 2,600,000 (2,600,000 ) — — — Initial public offering of Class A common stock, net of offering costs — 9,350,000 — 98,000 — — Cashless option exercise — — 247,082 1,586 247,082 (4,078 ) Equity-based compensation expense — — — 975 — — Balance, September 30, 2018 — 11,950,000 39,464,619 $ 242,493 (2,922,952 ) $ (15,603 ) On December 21, 2016, the Company’s Board of Directors declared a special dividend to common stockholders of record as of the close of business on December 15, 2016 in the amount of $31.3 million ( $0.754 per share). The dividend was paid from cash on hand on January 10, 2017. Management does not expect the Company to declare stock dividends in the foreseeable future; however, the Company’s future dividend policy will depend upon earnings, financial condition, capital requirements and certain other factors, including terms of credit agreements that restrict the Company’s ability to declare or pay dividends. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share As described in Note 2 - Initial Public Offering, the Company completed an IPO and Reclassification of common stock during the fiscal year ended September 30, 2018. The following table summarizes the weighted-average number of basic common shares outstanding and the calculation of basic earnings per share for the periods presented (in thousands, except share and per share amounts): For the Fiscal Year Ended September 30, 2018 2017 Numerator Net income attributable to common shareholders $ 50,791 $ 26,040 Denominator Weighted average number of common shares outstanding, basic 45,605,845 41,550,293 Net income per common share attributable to common shareholders, basic $ 1.11 $ 0.63 The following table summarizes the calculation of the weighted-average number of diluted common shares outstanding and the calculation of diluted earnings per share for the periods presented (in thousands, except share and per share amounts): For the Fiscal Year Ended September 30, 2018 2017 Numerator Net income attributable to common stockholders $ 50,791 $ 26,040 Denominator Weighted average number of basic common 45,605,845 41,550,293 Effect of dilutive securities: 2010 non-plan stock option agreement options 272,915 — 2018 restricted stock grants 40,888 — Weighted average number of diluted common 45,919,648 41,550,293 Net income per diluted common share attributable $ 1.11 $ 0.63 The Company had 768,984 common stock equivalents that were excluded from the calculation of diluted earnings per share for the fiscal year ended September 30, 2017 , since their inclusion would be anti-dilutive (see "2010 Non-Plan Stock Option Agreement" described in Note 15 - Equity-Based Compensation). There were no anti-dilutive securities excluded from the calculation of diluted earnings per share for the fiscal year ended September 30, 2018. |
Equity-based Compensation
Equity-based Compensation | 12 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-based Compensation | Equity-Based Compensation Restricted Stock Awards On February 23, 2018, the Company sold to certain employees a total of 126,000 restricted shares of common stock at a purchase price of $0.04 per share. The Company recorded proceeds of $5,000 from the sale of these restricted shares, which were issued from treasury shares. The Company recorded a reduction to additional paid-in capital of approximately $0.5 million representing the cost of treasury shares issued in excess of the purchase price paid by the employees. Half of the shares vested immediately on February 23, 2018, and the remaining half of the shares vested on July 1, 2018, upon the respective employees' continuous employment through the vesting date. The grant date fair value of the shares was estimated to be $7.78 per share. During the fiscal year ended September 30, 2018 , the Company recorded compensation expense in connection with these grants in the amount of $1.0 million , which is reflected as general and administrative expenses on the Company’s Consolidated Statements of Income. At September 30, 2018 , there was no unrecognized compensation expense related to these awards. 2017 Options On March 7, 2017, the Company granted to a certain employee a non-plan option to purchase 74,592 shares of the Company’s common stock at an exercise price of approximately $0.04 per share. The option has an expiration date of March 7, 2027. The options are classified as equity awards. The grant date fair value was $5.52 per share, calculated using the Black-Scholes option pricing model applied to the following inputs. Risk-free rate 2.04 % Expected term (in years) 5 Expected volatility 50 % Expected dividend yield 0 % Value of underlying stock $ 5.56 The option vested 100% at the date of grant and is exercisable only during a change in control event as defined by the award, which has not occurred. Unrecognized compensation expense in connection with this option at September 30, 2018 was $0.4 million . At September 30, 2018, all 74,592 options were outstanding and vested. No portion of this option was exercisable or had intrinsic value at September 30, 2018 because a change of control event had not occurred through that date. 2016 Equity Incentive Plan On August 22, 2016, the Company granted to certain employees options to purchase 252,000 shares of the Company’s common stock with an exercise price of $3.37 per share and an expiration date of August 22, 2026 pursuant to the Company's 2016 Equity Incentive Plan (the "2016 Equity Incentive Plan"). The options are classified as equity awards and do not contain performance conditions or market conditions. The grant date fair value was $2.90 per share, calculated using the Black-Scholes option pricing model applied to the following inputs: Risk-free rate 1.31 % Expected term (in years) 6 Expected volatility 50 % Expected dividend yield 0 Value of underlying stock $ 4.97 On May 8, 2017, all agreements evidencing options granted under the 2016 Equity Incentive Plan were modified to immediately vest all remaining unvested options outstanding. Accordingly, all remaining unrecognized compensation expense was recognized during that period. Total compensation expense recorded during the fiscal year ended September 30, 2017 in connection with these options was $0.5 million and there was no unrecognized compensation expense related to these options at September 30, 2017. Accordingly, there was no compensation expense incurred in connection with these options during the fiscal year ended September 30, 2018, and there was no unrecognized compensation expense at September 30, 2018. The following is a summary of changes to the number of unvested options under the 2016 Equity Incentive Plan during the fiscal years ended September 30, 2017 and September 30, 2018 : Unvested options outstanding at September 30, 2016 189,000 Granted — Vested (189,000 ) Forfeited — Unvested options outstanding at September 30, 2017 — Granted — Vested — Forfeited — Unvested options outstanding at September 30, 2018 — The intrinsic value of options exercised during the fiscal year ended September 30, 2017 was $0.4 million . No options were outstanding under the 2016 Equity Incentive Plan at September 30, 2018 or September 30, 2017 . The following is a summary of activity related to options under the 2016 Equity Incentive Plan during the fiscal years ended September 30, 2018 and September 30, 2017 : Outstanding, September 30, 2016 189,050 Granted — Exercised 189,050 Forfeited or expired — Outstanding, September 30, 2017 — Outstanding, September 30, 2018 — The Company received proceeds of $0.6 million from option holders upon exercises during the fiscal year ended September 30, 2017 . Shares were issued from treasury shares. 2010 Non-Plan Stock Option Agreement In June 2018, certain employees of the Company exercised options to purchase 768,984 shares of Class B common stock at an exercise price of $5.70 per share. These options were granted in 2010 pursuant to a non-plan option agreement and were classified as equity awards. These shares were issued from treasury shares at an average cost of approximately $3.64 per share. The transaction was executed as a cashless exercise through which the Company concurrently repurchased from the option holders the number of shares of Class B common stock required to fund the exercise price for all options and meet statutory federal, state and payroll tax withholding requirements applicable to the employees associated with their exercises. The Company purchased a total of 521,902 shares of Class B common stock, at the $13.17 per share closing price of the Company’s Class A common stock on the date of exercise, resulting in a net increase of 247,082 shares of Class B common stock outstanding. Of the aggregate repurchase price, the Company retained $4.4 million which was recorded to additional paid-in capital reflecting the total exercise price, and withheld $2.5 million which was submitted to taxing authorities for employees’ payroll tax obligations. |
Provision for Income Taxes
Provision for Income Taxes | 12 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes | Provision for Income Taxes The Company files a consolidated United States income tax return and income tax returns in various states. Management evaluated the Company’s tax positions based on appropriate provisions of applicable enacted tax laws and regulations and believes that they are supportable based on their specific technical merits and the facts and circumstances of the transactions. The provision for income taxes for the fiscal years ended September 30, 2018 and September 30, 2017 consists of the following (in thousands): For the Fiscal Year Ended September 30, 2018 2017 Current U.S. Federal $ 9,380 $ 11,977 State 1,626 1,900 Total current 11,006 13,877 Deferred U.S. Federal (1,003 ) 711 State 522 154 Total deferred (481 ) 865 Provision for income taxes $ 10,525 $ 14,742 Differences exist between income and expenses reported on the consolidated financial statements and those deducted for U.S. Federal and state income tax reporting. The Company’s deferred tax assets and liabilities consisted of the following temporary difference tax effects at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Deferred tax assets Allowance for bad debt $ 444 $ 936 Amortization of finite-lived intangible assets 499 751 State net operating loss 1,695 1,928 Employee benefits — 243 Accrued insurance claims 1,202 1,417 Other — 506 Total deferred tax assets, net 3,840 5,781 Deferred tax liabilities Amortization of goodwill (3,925 ) (5,022 ) Property, plant and equipment (7,162 ) (8,550 ) Other (63 ) — Total deferred tax liabilities, net (11,150 ) (13,572 ) Net deferred tax assets (liabilities) $ (7,310 ) $ (7,791 ) The Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 include gross deferred tax assets of $3.8 million and $5.8 million , respectively. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which those temporary differences are deductible. Management considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected taxable income, and tax-planning strategies in making this assessment. Based on the weight of all evidence known and available as of the balance sheet date, management believes that these tax benefits are more likely than not to be realized in the future. To the extent that management does not consider it more likely than not that a deferred tax asset will be recovered, a valuation allowance is established. Income taxes payable have been reduced by fuel tax credits of $0.3 million for each of the fiscal years ended September 30, 2018 and September 30, 2017 . The remaining amount of goodwill expected to be deductible for tax purposes was $14.9 million and $15.3 million at September 30, 2018 and September 30, 2017 , respectively. The following is a reconciliation of net deferred tax assets (liabilities) to amounts reflected on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Asset: Deferred income taxes, net $ 1,580 $ 1,876 Liability: Deferred income taxes, net (8,890 ) (9,667 ) Net deferred tax assets (liabilities) $ (7,310 ) $ (7,791 ) At September 30, 2018 and September 30, 2017 , the Company had a state net operating loss carryforward of $38.3 million and $52.5 million , respectively. The state net operating loss credit carryforwards expire in varying amounts between the fiscal years ended September 30, 2020 and September 30, 2030. The U.S. statutory income tax rate applicable to the Company was 35.0% during the fiscal year ended September 30, 2017 . On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act included broad and complex changes to the U.S. tax code, including a reduction in the U.S. federal corporate income tax rate from 35% to 21% effective January 1, 2018. The Company completed its accounting for the income tax effects of the Tax Act during fiscal 2018 and recorded a discrete tax benefit of $4.6 million related to the Tax Act, primarily due to adjusting its U.S. deferred tax liabilities by the same amount, reflecting the reduction in the U.S. federal corporate tax rate. This net reduction in deferred tax liabilities also included the estimated impact on the Company’s net state deferred tax assets. Accordingly, the Company recorded its income tax provision for the fiscal year ended September 30, 2018 based on a blended U.S. statutory tax rate of 24.5% , which was based on a proration of the applicable tax rates before and after the effective date of the Tax Act, and the effect of applicable state income taxes. The federal statutory rate of 21% applies for fiscal years beginning after September 30, 2018 . During the fiscal year ended September 30, 2018, the Company also realized a $2.3 million permanent tax benefit, including $1.4 million resulting from the deduction of the excess fair market value of options exercised under the 2010 Non-Plan Stock Option Agreement over the exercise price. The following table reconciles income taxes based on the U.S. statutory tax rate to the Company’s income before provision for income taxes for the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): For the Fiscal Year Ended September 30, 2018 2017 Provision for income tax at federal statutory rate $ 15,023 $ 14,260 State income taxes 1,622 1,268 Change in deferred federal income taxes due to Tax Act (4,552 ) — Permanent differences (2,282 ) (686 ) Other 714 (100 ) Provision for income taxes $ 10,525 $ 14,742 Uncertain Tax Positions ASC Topic 740, Income Taxes prescribes a recognition threshold and measurement model for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return and provides guidance on derecognition classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company is subject to tax audits in various jurisdictions in the United States. Tax audits by their nature are often complex. In the normal course of business, the Company is subject to challenges from the Internal Revenue Service ("IRS") and other tax authorities regarding amounts of taxes due. These challenges may alter the timing or amount of taxable income or deductions, or the allocation of income among tax jurisdictions. As part of the calculation of the provision for income taxes on earnings, management determines whether the benefits of the Company’s tax positions are at least more likely than not to be sustained upon audit based on the technical merits of the tax position. For tax positions that are more likely than not to be sustained upon audit, management accrues the largest amount of the benefit that is more likely than not to be sustained. Such accruals require management to make estimates and judgments with respect to the ultimate outcome of a tax audit. Actual results could vary materially from these estimates. The Company performed an analysis of its tax positions and determined that no uncertain tax positions existed at September 30, 2018 or 2017. Accordingly, there was no liability for uncertain tax positions at September 30, 2018 or September 30, 2017 . Based on the provisions of ASC 740, the Company had no material unrecognized tax benefits at September 30, 2018 or September 30, 2017 . Due to the utilization of net operating loss carryforwards, the Company’s federal income tax returns for fiscal years ended September 30, 2012 through September 30, 2018 are subject to examination. Various state income tax returns for fiscal years ended September 30, 2011 through September 30, 2018 are also subject to examination. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company offers a 401(k) retirement plan covering substantially all employees who are at least 18 years old and have more than one year of service. The Company makes discretionary employer contributions, subject to IRS safe harbor rules. Employer contributions charged to earnings during the fiscal years ended September 30, 2018 and September 30, 2017 were $2.3 million and $1.8 million , respectively. |
Related Parties
Related Parties | 12 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties On December 31, 2017, the Company sold a wholly owned subsidiary to an immediate family member of a Senior Vice President of the Company ("Purchaser of subsidiary") in consideration for a note receivable in the amount of $1.0 million , which approximated the net book value of the disposed entity. In connection with this transaction, the Company also received a note receivable from the disposed entity ("Disposed entity") on December 31, 2017 in the amount of $0.9 million representing certain accounts payable of the disposed subsidiary that were paid by the Company. At September 30, 2018, $0.8 million and $0.9 million, respectively, was reflected on the Company’s Consolidated Balance Sheet representing the remaining balances on the consideration note receivable and accounts payable note receivable. Principal and interest payments are scheduled to be made in periodic installments from January 2018 through December 2023. From time to time, the Company conducts business with the following related parties: • On January 30, 2015, a subsidiary of the Company entered into a master services subcontract with Austin Trucking, LLC (“Austin Trucking”), an entity owned by an immediate family member of a Senior Vice President of the Company. Pursuant to the agreement, Austin Trucking performs subcontract work for the subsidiary of the Company, including trucking services. • From time to time, a subsidiary of the Company provides construction services to various companies owned by a family member of a Senior Vice President of the Company ("Construction Services"). • For periodic corporate events, the Company charters a boat from Deep South Adventures, LLC, which is owned by a Senior Vice President of the Company. • On June 1, 2014, the Company entered into an access agreement with Island Pond Corporate Services, LLC (“Island Pond”) regarding certain property owned by the Chairman of the Company's Board of Directors who is also the Managing Partner of SunTx. Pursuant to the access agreement, Island Pond grants the Company the non-exclusive right to use certain land located in Baker County, Georgia for the purposes of business development. • The Company rents vehicles from an entity owned by a family member of a Senior Vice President of the Company ("Vehicle Rentals"). The vehicles are rented on a month-to-month basis. • Family members of a Senior Vice President of the Company provide consulting services to a subsidiary of the Company ("Consulting Services"). • A law firm owned by a family member of a Senior Vice President of the Company provides legal services to a subsidiary of the Company ("Legal Services"). • A subsidiary of the Company leases office space for its Dothan, Alabama office from H&K, Ltd. (“H&K”), an entity partially owned by a Senior Vice President of the Company. The office space is leased through early 2020. Under the lease agreement, the Company pays a fixed minimum rent per month. • A subsidiary of the Company leased office space for its Montgomery, Alabama office from H&A Properties LLC (“H&A”), an entity partially owned by two Senior Vice Presidents of the Company. Under the lease agreement, the Company paid a fixed minimum rent per month. In September 2018, the subsidiary purchased this office from H&A for $0.5 million . • A company owned by an immediate family member of a Senior Vice President of the Company provides subcontracting services to a subsidiary of the Company ("Subcontracting Services") • The Company is party to a management services agreement with SunTx, under which the Company pays $0.25 million per fiscal quarter and reimburses certain travel expenses. The following table presents revenues earned and expenses incurred by the Company during the fiscal years ended September 30, 2018 and September 30, 2017, and accounts receivable and accounts payable balances at September 30, 2018 and 2017, related to transactions with the related parties described above (in millions): Revenue Earned (Expense Incurred) Accounts Receivable (Payable) For the Fiscal Year Ended September 30, September 30, 2018 2017 2018 2017 Purchaser of subsidiary $ — $ — $ 0.9 $ — Disposed entity $ — $ — $ 0.8 $ — Austin Trucking $ (13.0 ) (1) $ (11.8 ) (1) $ (0.8 ) $ (1.0 ) Construction Services $ 1.8 $ 6.3 $ 2.9 $ 5.3 Deep South Adventures, LLC $ — (2) $ (0.3 ) (2) $ — $ — Island Pond $ (0.3 ) (2) $ (0.3 ) (2) $ — $ — Vehicle Rentals $ (1.2 ) (2) $ (1.2 ) (2) $ — $ — Consulting Services $ (0.3 ) (2) $ (0.2 ) (2) $ — $ — Legal Services $ (0.1 ) (2) $ (0.3 ) (2) $ — $ — H&K $ (0.1 ) (2) $ (0.1 ) (2) $ — $ — H&A $ (0.1 ) (2) $ (0.1 ) (2) $ — $ — Subcontracting Services $ (0.2 ) (1) $ — (1) $ (0.1 ) $ — SunTx $ (1.5 ) (2) $ (1.3 ) (2) $ — $ — (1) Cost is reflected as cost of revenues on the Company's Consolidated Statements of Income (2) Cost is reflected as general and administrative expenses on the Company's Consolidated Statements of Income |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 12 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company leases office premises and equipment. Where leases contain escalation clauses or concessions, such as rent holidays and landlord/tenant incentives or allowances, the impact of such adjustment is recognized on a straight-line basis over the minimum lease period. Certain leases provide for renewal options and require the payment of real estate taxes or other occupancy costs, which are also subject to escalation clauses. Operating lease expense amounted to approximately $11.2 million and $9.1 million for the fiscal years ended September 30, 2018 and September 30, 2017 , respectively, which is primarily included in cost of revenues in the Consolidated Statements of Income. Future minimum obligations under non-cancelable operating leases at September 30, 2018 were as follows (in thousands): Fiscal Year Amount 2019 $ 9,007 2020 6,192 2021 2,820 2022 922 2023 208 Thereafter 188 Total $ 19,337 These amounts include obligations to related parties described in Note 18 - Related Parties of $0.2 million in fiscal year 2019 and $0.1 million in fiscal year 2020. Litigation, Claims, and Assessments The Company, from time to time, is subject to various inquiries or audits by taxing authorities (income taxes or other) originating from its operations, covering a wide range of matters that arise in the ordinary course of business. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may not be resolved in the Company’s favor. The Company is also involved in other legal and administrative proceedings arising in the ordinary course of business. The outcomes of these inquiries and legal proceedings are not expected to have a material effect on the Company’s financial position or results of operations on an individual basis, although adverse outcomes in a significant number of such ordinary course inquiries and legal proceedings could, in the aggregate, have a material adverse effect on the Company’s financial condition and results of operations. Letters of Credit Under the Compass Revolving Credit Facility, the Company has a total capacity of $30.0 million that may be used for a combination of cash borrowings and letters of credit issuances. At September 30, 2018 and September 30, 2017 , the Company had aggregate letters of credit outstanding in the amount of $11.8 million and $8.7 million , respectively, primarily related to certain insurance policies as described in Note 3 - Significant Accounting Policies. Settlement Agreement On April 19, 2018, certain of the Company’s subsidiaries entered into settlement agreements with a third party, pursuant to which they will receive aggregate net payments of approximately $15.7 million , payable in four equal installments between January 2019 and July 2020, in exchange for releasing and waiving all current and future claims against the third party relating to compensation to the Company for a business interruption event that occurred more than five years ago, which did not directly relate to the Company’s business and which has not, and is not expected to, recur (the “Settlement”). The Company recorded a pre-tax gain of $14.8 million during the fiscal year ended September 30, 2018 related to the Settlement, which is reflected as settlement income on the Consolidated Statements of Income. Future payments are reflected on the Consolidated Balance Sheets as other current assets and other assets in the amount of $7.9 million and $7.2 million , respectively. |
Joint Venture
Joint Venture | 12 Months Ended |
Sep. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Joint Venture | Joint Venture In November 2017, one of the Company’s wholly owned subsidiaries entered into a joint venture agreement (the “JV”) with a third party for the sole purpose of bidding on and, if awarded, performing a construction project for the Alabama Department of Transportation. The Company and the third-party each own a 50% partnership interest in the JV and share revenue and expenses on a 50/50 basis. The JV is jointly managed by representatives of the Company and the third-party and all labor, material and equipment required to perform the contract is subcontracted to parties which may include both the subsidiary of the Company that is party to the JV and the third-party. The Company accounts for this joint venture as an equity method investment in accordance with GAAP. Through September 30, 2018, the Company invested approximately $0.4 million into the JV, which is reflected as investment in joint venture on the Consolidated Balance Sheet. During the fiscal year ended September 30, 2018, the Company recognized $1.3 million pre-tax income, respectively, representing its 50% interest in the earnings of the JV, which is reflected as earnings from investment in joint venture on the Consolidated Statements of Income and included within investment in joint venture on the Consolidated Balance Sheet. The Company’s income tax impact attributable to its investment in the JV is included within the provision for income taxes on its Consolidated Statements of Income. |
Settlement Agreement
Settlement Agreement | 12 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Settlement Agreement | Commitments and Contingencies Operating Leases The Company leases office premises and equipment. Where leases contain escalation clauses or concessions, such as rent holidays and landlord/tenant incentives or allowances, the impact of such adjustment is recognized on a straight-line basis over the minimum lease period. Certain leases provide for renewal options and require the payment of real estate taxes or other occupancy costs, which are also subject to escalation clauses. Operating lease expense amounted to approximately $11.2 million and $9.1 million for the fiscal years ended September 30, 2018 and September 30, 2017 , respectively, which is primarily included in cost of revenues in the Consolidated Statements of Income. Future minimum obligations under non-cancelable operating leases at September 30, 2018 were as follows (in thousands): Fiscal Year Amount 2019 $ 9,007 2020 6,192 2021 2,820 2022 922 2023 208 Thereafter 188 Total $ 19,337 These amounts include obligations to related parties described in Note 18 - Related Parties of $0.2 million in fiscal year 2019 and $0.1 million in fiscal year 2020. Litigation, Claims, and Assessments The Company, from time to time, is subject to various inquiries or audits by taxing authorities (income taxes or other) originating from its operations, covering a wide range of matters that arise in the ordinary course of business. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may not be resolved in the Company’s favor. The Company is also involved in other legal and administrative proceedings arising in the ordinary course of business. The outcomes of these inquiries and legal proceedings are not expected to have a material effect on the Company’s financial position or results of operations on an individual basis, although adverse outcomes in a significant number of such ordinary course inquiries and legal proceedings could, in the aggregate, have a material adverse effect on the Company’s financial condition and results of operations. Letters of Credit Under the Compass Revolving Credit Facility, the Company has a total capacity of $30.0 million that may be used for a combination of cash borrowings and letters of credit issuances. At September 30, 2018 and September 30, 2017 , the Company had aggregate letters of credit outstanding in the amount of $11.8 million and $8.7 million , respectively, primarily related to certain insurance policies as described in Note 3 - Significant Accounting Policies. Settlement Agreement On April 19, 2018, certain of the Company’s subsidiaries entered into settlement agreements with a third party, pursuant to which they will receive aggregate net payments of approximately $15.7 million , payable in four equal installments between January 2019 and July 2020, in exchange for releasing and waiving all current and future claims against the third party relating to compensation to the Company for a business interruption event that occurred more than five years ago, which did not directly relate to the Company’s business and which has not, and is not expected to, recur (the “Settlement”). The Company recorded a pre-tax gain of $14.8 million during the fiscal year ended September 30, 2018 related to the Settlement, which is reflected as settlement income on the Consolidated Statements of Income. Future payments are reflected on the Consolidated Balance Sheets as other current assets and other assets in the amount of $7.9 million and $7.2 million , respectively. |
Condensed Financial Statements
Condensed Financial Statements of Registrant | 12 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Financial Statements of Registrant | Condensed Financial Statements of Registrant CONSTRUCTION PARTNERS, INC. PARENT COMPANY ONLY CONDENSED BALANCE SHEETS (in thousands, except share and per share data) September 30, 2018 2017 ASSETS Cash and cash equivalents $ 53,352 $ 1,330 Investment in subsidiaries 247,944 162,274 Due from subsidiaries 545 — Other assets 1,226 2,196 Total current assets 303,067 165,800 Property, plant and equipment 131 — Total assets $ 303,198 $ 165,800 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Treasury stock purchase obligation $ 569 $ 2,569 Due to subsidiaries 800 6,449 Other current liabilities 187 1,062 Total short-term liabilities 1,556 10,080 Long-term liabilities: Due to subsidiaries 2,177 2,971 Treasury stock purchase obligation — 569 Total long-term liabilities 2,177 3,540 Total liabilities 3,733 13,620 Stockholders’ Equity Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2018 and 1,000,000 shares authorized at September 30, 2017 and no shares issued and outstanding — — Class A common stock, par value $0.001; 400,000,000 shares authorized, 11,950,000 shares issued and outstanding at September 30, 2018, and no shares authorized, issued and outstanding at September 30, 2017 12 — Class B common stock, par value $0.001; 100,000,000 shares authorized, 42,387,571 shares issued and 39,464,619 shares outstanding at September 30, 2018, and no shares authorized, issued and outstanding at September 30, 2017 42 — Common stock, $.001 par value, no shares authorized, issued and outstanding at September 30, 2018, and 126,000,000 shares authorized, 44,987,575 shares issued and 41,691,541 shares outstanding at September 30, 2017 — 45 Additional paid-in capital 242,489 142,385 Treasury stock, at cost (15,603 ) (11,983 ) Retained earnings 72,525 21,733 Total stockholders’ equity 299,465 152,180 Total liabilities and stockholders’ equity $ 303,198 $ 165,800 See note to condensed financial statements of parent company. CONSTRUCTION PARTNERS, INC. PARENT COMPANY ONLY CONDENSED STATEMENTS OF INCOME (in thousands, except per share amounts) For the Fiscal Year Ended September 30, 2018 2017 Equity in net income of subsidiaries $ 51,515 $ 28,312 Equity-based compensation expense (975 ) (513 ) General and administrative expenses (1,542 ) (388 ) Loss on extinguishment of debt — (714 ) Interest expense, net 72 (1,338 ) Income before provision for income taxes 49,070 25,359 Income tax benefit 1,721 681 Net income $ 50,791 $ 26,040 Net income per share attributable to common stockholders: Basic $ 1.11 $ 0.63 Diluted $ 1.11 $ 0.63 Weighted average number of common shares outstanding: Basic 45,605,845 41,550,293 Diluted 45,919,648 41,550,293 See note to condensed financial statements of parent company. CONSTRUCTION PARTNERS, INC. PARENT COMPANY ONLY CONDENSED STATEMENTS OF CASH FLOWS (in thousands) For the Fiscal Year Ended September 30, 2018 2017 Cash flows from operating activities: Net income $ 50,791 $ 26,040 Adjustments to reconcile net income to net cash used in operating activities: Amortization of deferred debt issuance costs 6 216 Loss on extinguishment of debt — 714 Deferred income taxes — 350 Equity-based compensation expense 975 513 Equity in net income of subsidiaries (51,515 ) (28,312 ) Changes in operating assets and liabilities: Other current liabilities — 1,061 Other current assets 969 (1,603 ) Other liabilities (3,369 ) — Net cash used in operating activities (2,143 ) (1,021 ) Cash flows from investing activities: Return of investments in subsidiaries — 27,000 Purchases of property, plant and equipment (131 ) — Investment in subsidiary (34,155 ) — Net cash (used in) provided by investing activities (34,286 ) 27,000 Cash flows from financing activities: Change in amounts due to (from) subsidiaries, net (6,994 ) 20,305 Repayments of long-term debt — (12,500 ) Payment of treasury stock purchase obligation (2,569 ) (3,000 ) Proceeds from initial public offering of Class A common stock, net of offering costs 98,009 — Proceeds from sale of treasury stock 5 638 Common stock dividend paid — (31,293 ) Net cash provided by (used in) financing activities 88,451 (25,850 ) Net change in cash and cash equivalents $ 52,022 $ 129 Cash and cash equivalents: Beginning of period $ 1,330 $ 1,201 End of period $ 53,352 $ 1,330 See note to condensed financial statements of parent company. Note to Condensed Financial Statements of Parent Company These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of Construction Partners, Inc. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed 25% of the consolidated net assets of the Company. The ability of Construction Partners, Inc.’s operating subsidiaries to pay dividends is restricted by the terms of the credit facilities described in Note 12 - Debt. These condensed parent company-only financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the exception that the parent company accounts for its subsidiaries using the equity method. These condensed parent company-only financial statements should be read in conjunction with the consolidated financial statements and related notes thereto. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Management’s Estimates | Management’s Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the recorded amounts of assets, liabilities, stockholders’ equity, revenues and expenses during the reporting period, and the disclosure of contingent liabilities at the date of the consolidated financial statements. Estimates are used in accounting for items such as recognition of revenues and cost of revenues, goodwill and other intangible assets, allowance for doubtful accounts, valuation allowances related to income taxes, accruals for potential liabilities related to lawsuits or insurance claims, and the fair value of equity-based compensation awards. Estimates are continually evaluated based on historical information and actual experience; however, actual results could differ from these estimates. |
Basis of Presentation and Emerging Growth Company | Basis of Presentation The consolidated financial statements include the accounts of Construction Partners, Inc. and its wholly owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation. Common share and per share amounts have been retroactively adjusted for all periods presented to give effect to the Stock Split described in Note 2 - Initial Public Offering. Emerging Growth Company Construction Partners, Inc. is an “emerging growth company” as defined by the Jumpstart Our Business Startups Act, (the “JOBS Act”) enacted in April 2012. As an emerging growth company, the Company could have taken advantage of an exemption that would have allowed the Company to wait to comply with new or revised financial accounting standards until the effective date of such standards for private companies. However, the JOBS Act provides that a company may elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies, but such election to opt out is irrevocable. The Company has elected to opt out of such extended transition period, which means that when a standard is issued or revised and it has different effective dates for public and private companies, the Company is required to adopt the new or revised standard at the effective date applicable to public companies that are not emerging growth companies. |
Cash and cash equivalents | Cash and cash equivalents Cash consists principally of currency on hand and demand deposits at commercial banks. Cash equivalents are short-term, highly liquid investments that are both readily convertible to known amounts of cash, and are so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Cash equivalents include investments with original maturities of three months or less. The Company maintains demand accounts, money market accounts and certificates of deposit at several banks. From time to time, account balances have exceeded the maximum available Federal Deposit Insurance Corporation deposit insurance coverage limit. The Company has not experienced any losses in such accounts and regularly monitors the Company’s credit risk. |
Contracts Receivable Including Retainage, net | Contracts Receivable Including Retainage, net Contracts receivable are generally based on amounts billed and currently due from customers, amounts currently due but unbilled, and amounts retained by the customer pending completion of a project. It is common in the Company’s industry for a small portion of progress billings or the contract price, typically 10%, to be withheld by the customer until the Company completes a project to the satisfaction of the customer in accordance with contract terms. Such amounts are also included as contracts receivable including retainage. Based on the Company’s experience with similar contracts in recent years, billings for such retainage balances are generally collected within one year of the completion of the project. The carrying value of contracts receivable including retainage, net of the allowance for doubtful accounts, represents their estimated net realizable value. Management provides for uncollectible accounts through a charge to earnings and a credit to the allowance for doubtful accounts based on its assessment of the current status of individual accounts, type of service performed, and current economic conditions. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the allowance for doubtful accounts and an adjustment of the contract receivable. |
Costs and Estimated Earnings on Uncompleted Contracts | Costs and Estimated Earnings on Uncompleted Contracts Billing practices for the Company’s contracts are governed by the contract terms of each project based on progress toward completion approved by the owner, achievement of milestones or pre-agreed schedules. Billings do not necessarily correlate with revenues recognized under the percentage-of-completion method of accounting. The Company records current assets and current liabilities to account for these differences in timing. The current asset, “Costs and estimated earnings in excess of billings on uncompleted contracts,” represents revenues that have been recognized in amounts that have not been billed under the terms of the contracts. Included in costs and estimated earnings on uncompleted contracts are amounts the Company seeks or will seek to collect from customers or others for errors, changes in contract specifications or design, contract change orders in dispute, unapproved as to scope and price, or other customer-related causes of unanticipated additional contract costs (claims and unapproved change orders). Such amounts are recorded at estimated net realizable value when realization is probable and can be reasonably estimated. Claims and unapproved change orders made by the Company may involve negotiation and, in rare cases, litigation. Unapproved change orders and claims also involve the use of estimates, and revenues associated with unapproved change orders and claims are included when realization is probable and amounts can be reliably determined. The Company did not recognize any material amounts associated with claims and unapproved change orders during the periods presented. The current liability, “Billings in excess of costs and estimated earnings on uncompleted contracts,” represents billings to customers in excess of revenues recognized. |
Concentration of Risks | Concentration of Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of contracts receivable including retainage. In the normal course of business, the Company provides credit to its customers and does not generally require collateral. Concentrations of credit risk associated with these receivables are monitored on an ongoing basis. The Company has not historically experienced significant credit losses, due primarily to management’s assessment of customers’ credit ratings. The Company principally deals with recurring customers, state and local governments and well-known local companies whose reputations are known to management. The Company performs credit checks for significant new customers and generally requires progress payments for significant projects. The Company generally has the ability to file liens against the property if payments are not made on a timely basis. |
Inventories | Inventories The Company’s inventories are stated at the lower of cost or net realizable value using the average cost method. The cost of inventory includes the cost of material, labor, trucking and other equipment costs associated with procuring and transporting materials to asphalt plants for production and delivery to customers. Inventories consist primarily of raw materials, including asphalt cement, aggregate and millings that the Company expects to utilize on construction projects within one year. |
Revenues and Cost Recognition | Revenues and Cost Recognition Revenues from the Company’s contracts are recognized under the percentage-of-completion method of accounting, measured by the relationship of total cost incurred to total estimated contract costs (cost-to-cost method). Changes in job performance, job conditions, and estimated profitability, including those arising from contract penalty provisions and final contract settlements, may result in favorable or unfavorable revisions to estimated costs, revenues and gross profit, and are recognized in the period in which the revisions are determined. Revisions in estimates related to amounts recorded in prior periods resulted in the Company recording net increases in revenues of $6.9 million and $4.6 million during the fiscal years ended September 30, 2018 and September 30, 2017 , respectively. The accuracy of revenues and cost of revenues reported on the consolidated financial statements depends on, among other things, management’s estimates of total costs to complete projects. Management believes the Company maintains reasonable estimates based on prior experience; however, many factors contribute to changes in estimates of contract costs. Accordingly, estimates made with respect to uncompleted projects are subject to change as each project progresses and better estimates of contract costs become available. All contract costs are recorded as incurred, and revisions to estimated total costs are reflected as soon as the obligation to perform is determined. Provisions are recognized for the full amount of estimated losses on uncompleted contracts whenever evidence indicates that the estimated total cost of a contract exceeds its estimated total revenue, regardless of the stage of completion. When the Company incurs additional costs related to work performed by subcontractors, the Company may have contractual provisions to back charge the subcontractors for those costs. A reduction to costs related to back charges is recognized when the estimated recovery is probable and the amount can be reasonably estimated. Contract costs include direct labor and material, subcontractors, direct overhead costs and equipment costs (primarily depreciation, fuel, maintenance and repairs). |
Fair Value Measurements | Fair Value Measurements Management applies fair value measurement guidance to its impairment analyses for tangible and intangible assets. The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures , defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Inputs used to measure fair value are classified using the following hierarchy: Level 1. Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 . Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly through corroboration with observable market data. Level 3. Inputs are unobservable for the asset or liability and include situations in which there is little, if any, market activity for the asset or liability. The inputs used in the determination of fair value are based upon the best information available under the circumstances and may require significant management judgment or estimation. The Company endeavors to utilize the best available information in measuring fair value. The Company’s financial instruments include cash, contracts receivable including retainage, and accounts payable reflected as current assets and current liabilities on its Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 . Due to the short-term nature of these instruments, management considers their carrying value to approximate their fair value. The Company also has term loans and a revolving credit facility as described in Note 12 - Debt. The carrying value of amounts outstanding under these credit facilities is reflected as long-term debt, net of current maturities and current maturities of debt on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 . Due to the variable rate or short-term nature of these instruments, management considers their carrying value to approximate their fair value. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost and depreciated on a straight-line basis over their estimated useful lives. Leasehold improvements for operating leases are amortized over the lesser of the term of the related lease or the estimated useful lives of the improvements. Quarry reserves are depleted in accordance with the units-of-production method as aggregate is extracted, using the initial allocation of cost based on proven and probable reserves. Routine repairs and maintenance are expensed as incurred. Asset improvements are capitalized at cost and amortized over the remaining useful life of the related asset. The useful lives of property, plant and equipment categories are as follows: Category Estimated Useful Life Land and improvements Land, unlimited; improvements, 15-25 years Quarry reserves Based on depletion Buildings 5 - 39 years Asphalt plants 3 - 20 years Construction equipment 3 - 10 years Furniture and fixtures 5 - 10 years Leasehold improvements The shorter of 15 years or the remaining lease term Management periodically assesses the estimated useful life over which assets are depreciated, depleted or amortized. If the analysis warrants a change in the estimated useful life of property, plant and equipment, management will reduce the estimated useful life and depreciate, deplete or amortize the carrying value prospectively over the shorter remaining useful life. The carrying amounts of assets sold or retired and the related accumulated depreciation are eliminated in the period of disposal, and the resulting gains and losses are included in the results of operations during the same period. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The carrying value of property, plant and equipment and intangible assets subject to amortization is evaluated whenever events or changes in circumstances indicate that the carrying amount of such assets, or an asset group, may not be recoverable. Events or circumstances that might cause management to perform impairment testing include, but are not limited to, a significant decrease in the market price of an asset, a significant adverse change in the extent or manner in which an asset is used or in its physical condition, an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of an asset, an operating or cash flow performance combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of an asset, and an expectation that an asset will be disposed of significantly before the end of its previously estimated useful life. If indicators of potential impairment are present, management performs a recoverability test and, if necessary, records an impairment loss. If the total estimated future undiscounted cash flows to be generated from the use and ultimate disposition of an asset or asset group is less than its carrying value, an impairment loss is recorded in the Company’s results of operations, measured as the amount required to reduce the carrying value to fair value. Fair value is determined in accordance with the best available information based on the hierarchy described under "Fair Value Measurements" above. For example, the Company would first seek to identify quoted prices or other observable market data. If observable data is not available, management would apply the best available information under the circumstances to a technique such as a discounted cash flow model to estimate fair value. Impairment analysis involves estimates and the use of assumptions in connection with judgments made in forecasting long-term estimated inflows and outflows resulting from the use and ultimate disposition of an asset, and determining the ultimate useful lives of assets. Actual results may differ from these estimates using different assumptions, which could materially impact the results of an impairment assessment. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price over the fair value of net assets acquired and liabilities assumed in a business combination. Other intangible assets consist of an indefinite-lived name license in connection with a business acquired, and finite-lived assets including a non-compete agreement, customer relationships and construction backlog, each acquired in business acquisitions. Goodwill and indefinite-lived intangible assets are not amortized, but are reviewed for impairment at least annually, or more frequently when events or changes in circumstances indicate that the carrying value may not be recoverable. In addition, management evaluates whether events and circumstances continue to support an indefinite useful life. Judgments regarding indicators of potential impairment are based on market conditions and operational performance of the business. Annually, on the first day of the fourth fiscal quarter, management performs an analysis of the carrying value of goodwill at its reporting units for potential impairment. In accordance with GAAP, the Company may assess its goodwill for impairment initially using a qualitative approach to determine whether conditions exist to indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If management concludes, based on its assessment of relevant events, facts and circumstances, that it is more likely than not that a reporting unit’s carrying value is greater than its fair value, then a quantitative analysis will be performed to determine whether there is any impairment. The Company may also elect to initially perform a quantitative analysis instead of starting with a qualitative assessment. The quantitative assessment for goodwill requires comparing the carrying value of a reporting unit, including goodwill, to its fair value using the multiple period discounting method under the income approach and market approach. The income approach uses a discounted cash flow model, which involves significant estimates and assumptions, including preparation of revenues and profitability growth forecasts, selection of a discount rate, and selection of a terminal year multiple, to estimate fair value. Management’s assessment of facts and circumstances at each analysis date could cause these assumptions to change. If the fair value of the respective reporting unit exceeds its carrying amount, goodwill is not considered to be impaired, and no further testing is required. If the carrying amount of a reporting unit exceeds its fair value, an impairment charge is recorded to write down goodwill to its fair value and is recorded in the Company’s results of operations. The Company performed a quantitative analysis of goodwill during fiscal year 2018 and fiscal year 2017 and determined that the fair value of each of its reporting units exceeded its carrying value, and thus concluded that the carrying value of goodwill was not impaired at September 30, 2018 or September 30, 2017 . Accordingly, no further analysis was required or performed. Management also performs an annual assessment, on the first day of the fiscal fourth quarter, of the carrying value of its indefinite-lived intangible assets other than goodwill. Management tests indefinite-lived intangible assets for impairment by comparing their carrying value to their estimated fair value. An impairment loss is recorded in the Company’s results of operations to the extent the carrying value of an indefinite-lived intangible asset exceeds its fair value. Similar to the assessment of goodwill, events and changes in circumstances could cause management to utilize different assumptions in subsequent evaluations, which could materially impact the results of an impairment assessment. Management concluded that the carrying value of the Company's indefinite-lived intangible asset other than goodwill was not impaired at September 30, 2018 or September 30, 2017. |
Deferred Debt Issuance Costs and Equity Issuance Costs | Deferred Debt Issuance Costs Costs directly associated with obtaining debt financing are deferred and amortized over the term of the related debt agreement. Unamortized amounts related to long-term debt are reflected on the Consolidated Balance Sheet as a direct deduction from the carrying amount of the related long-term debt liability. Equity Issuance Costs The Company capitalizes certain third-party fees that are directly associated with in-process equity offerings. These amounts are recorded as prepaid expenses and included in other current assets on the Consolidated Balance Sheet until the offering is consummated, suspended or abandoned. If efforts to complete an equity offering are suspended or abandoned, the capitalized costs are charged to general and administrative expenses in the period the offering is suspended or abandoned. When an offering is completed, the capitalized costs are recorded as a reduction to additional paid-in capital generated by the offering. At September 30, 2017 , $2.2 million of capitalized equity issuance costs were included in other current assets. Upon the successful completion of the IPO in May 2018, the equity issuance costs balance of $6.3 million was reclassified from prepaid expenses to additional paid-in capital. |
Comprehensive Income | Comprehensive Income Comprehensive income is a measure of net income and all other changes in equity that result from transactions other than transactions with stockholders. Management has determined that net income is the Company’s only component of comprehensive income. Accordingly, there is no difference between net income and comprehensive income. |
Income Taxes | Income Taxes The provision for income taxes includes federal and state income taxes. Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement carrying values and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which the temporary differences are expected to be reversed or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Management evaluates the realization of deferred tax assets and establishes a valuation allowance when it is more likely than not that all or a portion of the deferred tax assets will not be realized. Deferred tax assets and deferred tax liabilities are presented on a net basis by taxing authority and classified as non-current on the Consolidated Balance Sheet. The Company classifies income tax-related interest and penalties as interest expense and other expenses, respectively. |
Equity-based Incentive Plans | Equity-based Incentive Plans Compensation costs related to equity-classified share-based awards are recognized on the consolidated financial statements based on grant date fair value. Compensation cost for graded-vesting awards is recognized ratably over the respective vesting periods. |
Accrued Insurance Costs | Accrued Insurance Costs The Company carries insurance policies to cover various risks, including primarily general liability, automobile liability and workers’ compensation, under which it is liable to reimburse the insurance company for a portion of each claim paid. The amount for which the Company is liable for general liability, automobile liability and workers’ compensation claims ranges from $100,000 to $500,000 per occurrence. Management accrues for probable losses, both reported and unreported, that are reasonably estimable using actuarial methods based on historic trends modified, if necessary, by recent events. Changes in loss assumptions caused by changes in actual experience would affect the assessment of the ultimate liability and could have an effect on the Company’s operating results and financial position up to $500,000 per occurrence for general liability, automobile liability and workers’ compensation claims. The Company provides employee medical insurance under policies that are both fixed-premium, fully-insured policies and self-insured policies that are administered by the insurance company. Under the self-insured policies, the Company is liable to reimburse the insurance company for actual claims paid plus an administrative fee. The Company purchases separate stop-loss insurance that limits the individual participant claim loss to amounts ranging from $75,000 to $160,000 . In addition to the retention items noted above, the Company’s insurance provider requires the Company to maintain a standby letter of credit. This letter of credit serves as a guarantee by the banking institution to pay the Company’s insurance provider the incurred claim costs attributable to general liability, workers’ compensation and automobile liability claims, up to the amount stated in the standby letter of credit, in the event that these claims are not |
Earnings per Share | Earnings per Share As described in Note 2 – Initial Public Offering, the Company completed an IPO and Reclassification of its common stock during the fiscal year ended September 30, 2018. Prior to the Reclassification, all net income of the Company was attributable to the holders of shares of common stock immediately prior to the Reclassification. During the period beginning from the Reclassification through the IPO, all net income of the Company was attributable to holders of Class B common stock. Since the IPO, all net income of the Company is attributable equally, on a per share basis, to the holders of Class A common stock and Class B common stock. Basic earnings per share is computed by dividing net income attributable to common stockholders by the weighted average number of aggregate shares of pre-Reclassification common stock, Class A common stock and Class B common stock, as applicable for the respective periods, calculated on a post-split basis, during the respective periods. The calculation of basic earnings per share excludes shares of unvested restricted stock. Diluted earnings per share is calculated by dividing net income attributable to common stockholders by the weighted average number of aggregate shares of pre-Reclassification common stock, Class A common stock, Class B common stock and potential dilutive common shares determined using the treasury method, calculated on a post-split basis as applicable for the respective periods. Securities that are anti-dilutive are not included in the calculation of diluted earnings per share. |
Segment Reporting and Reporting Units | Segment Reporting and Reporting Units The Company operates in Alabama, Florida, Georgia, North Carolina and South Carolina through its wholly owned legal entity subsidiaries. Each of these entities was acquired as a platform operating company and performs essentially the same operations, primarily infrastructure and road construction. Management determined that the Company functions as a single operating segment, and thus reports as a single reportable segment. This determination is based on rules prescribed by GAAP applied to the manner in which management operates the Company. In particular, management assessed the discrete financial information routinely reviewed by the Company’s Chief Operating Decision Maker (“CODM”), its Chief Executive Officer, to monitor the Company’s operating performance and support decisions regarding allocation of resources to its operations. Specifically, performance is continuously monitored at the consolidated level and at the individual contract level to timely identify deviations from expected results. Resource allocations are based on the capacity of the Company’s operating facilities to pursue new project opportunities, including reallocation of assets that are underutilized from time to time at a certain operating facility to another operating facility where additional resources might be required to fully meet demand. Other factors further supporting this conclusion include substantial similarities throughout all of the Company’s operations with respect to services provided, type of customers, sourcing of materials and manufacturing and delivery methodologies. Management further determined that the Company’s five platform operating companies represent the Company’s reporting units for purposes of assessing potential impairment of goodwill. These legal entities represent significant acquisitions that occurred over time in Alabama, Florida, Georgia and North Carolina pursuant to the Company’s strategic growth strategy. Each platform company is managed by its president, who has primary responsibility for the respective operating company. Collectively, these presidents are directly accountable to, and maintain regular contact with, the CODM as a team to discuss operating activities, financial results, forecasts, and operating plans for the Company’s single operating segment. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In January 2017, the FASB issued Accounting Standards Update ("ASU") No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairments, which applies to entities that have goodwill reported in their financial statements. The amendments of this update modify the concept of impairment from the condition that exists when the carrying amount of goodwill exceeds its implied fair value to the condition that exists when the carrying amount of a reporting unit exceeds its fair value. Prior to the amendments of this guidance, an entity performed the first step of the goodwill impairment test by comparing the fair value of a reporting unit to its carrying amount. If an impairment loss was indicated, the entity computed the implied fair value of goodwill to determine the amount of an impairment loss, if any (step two). Implied fair value of goodwill was calculated by assigning the fair value of a reporting unit to all of its assets and liabilities in a manner consistent with procedures performed as if that reporting unit had been acquired in a business combination. An entity still has the option to perform the qualitative assessment for a reporting unit to determine whether a quantitative impairment test is necessary. If a quantitative test is performed, this guidance eliminates step two of the assessment. In contrast, under the amendments of this update, an entity shall recognize an impairment charge in the amount by which the carrying amount exceeds the reporting unit’s fair value, limited to the total amount of goodwill allocated to that reporting unit. The new guidance is effective for public companies for fiscal years beginning after December 15, 2019 and interim periods within those years, and shall be applied on a prospective basis to goodwill impairment tests subsequent to adoption of the standard. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company early adopted this guidance on a prospective basis on July 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements and related disclosures. See Note 10 – Goodwill and Other Intangible Assets, for additional information on the Company’s goodwill. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718) : Improvements to Employee Share-Based Payment Accounting . Amendments of this update change the accounting for certain aspects of share-based payments to employees. The guidance requires the recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in capital pools. The guidance also allows the employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting. In addition, the guidance permits a policy election to account for forfeitures as they occur rather than on an estimated basis, as is currently required. The Company adopted the amendments of the update effective October 1, 2017. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements and disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted The FASB has issued certain ASUs that are applicable to the Company and will be adopted in future periods. The consolidated financial statements and related disclosures for the fiscal years ended September 30, 2018 and September 30, 2017 do not reflect the requirements of this guidance. The following is a brief description of the recently issued ASUs and management’s current assessment regarding the methods, timing and impact of adoption of such ASUs by the Company in the future. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The amendments of this update refine the definition of a business. Prior to this update, guidance in Topic 805 defined a business as having an integrated set of assets along with three elements or activities: inputs, processes, and outputs (collectively referred to as a “set”). The amendments of this update provide a framework to assist entities in evaluating when a set is not a business. Amendments of this update are applicable to public companies for annual periods beginning after December 15, 2017, including interim periods within those periods. This update shall be applied prospectively on or after the effective date. No disclosures are required at transition. The Company will adopt this update for the Company’s fiscal year beginning October 1, 2018 and apply the guidance to the assessment and disclosure of future acquisition transactions. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . The amendments of this update provide guidance on eight cash flow classification issues: debt prepayment and debt extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions, and separately identifiable cash flows and application of the predominance principle. The amendments of this update are effective for fiscal years beginning after December 15, 2018 and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. Management is currently assessing this guidance to determine the Company’s adoption date and the potential impact of adoption on the Company’s consolidated financial statements and disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The amendments of this guidance require a lessee to recognize most leases on its balance sheet and recognize expenses on the income statement in a manner similar to current practice. The lessee will recognize a lease liability calculated as the present value of its obligation to make lease payments and a right-to-use asset for the right to use the underlying assets for the lease term. Leases will continue to be classified as either financing or operating. Operating leases will result in a single lease cost allocated over the lease term on a straight-line basis with cash payments presented as cash flows from operations. Financing leases will result in separate presentations of interest expense on the lease liability and amortization expense of the right-to-use asset, with repayments of the principal portion of the lease liability presented as financing activities and payments of interest on the lease liability and variable lease payments presented as operating activities. The amendments of this update are effective for public companies in annual periods beginning on or after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company leases office premises and equipment as described in Note 19 - Commitments and Contingencies. Management expects to adopt this ASU for the Company’s fiscal year beginning October 1, 2019, and is currently evaluating this guidance to determine the potential impact of adoption on the Company's consolidated financial statements and disclosures. In May 2014, the FASB issued ASU No. 2014-09 , Revenue from Contracts with Customers (Topic 606) , which revises and consolidates current guidance, eliminates industry-specific revenue recognition guidance and establishes a comprehensive principle-based approach for determining revenue recognition. The core principle of the guidance is that an entity shall recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for providing those goods or services. Amendments of this update set forth a five-step revenue recognition model to be applied consistently to all contracts with customers, except those that are within the scope of other topics in the ASC: identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligation in the contract, and recognize revenue when (or as) the entity satisfies a performance obligation. The update also provides guidance regarding the recognition of costs related to obtaining and fulfilling customer contracts. This update also requires quantitative and qualitative disclosures sufficient to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including disclosures on significant judgments made when applying the guidance. Subsequent to the issuance of ASU 2014-09, the FASB issued the following pronouncements, which each amend ASU No. 2014-09: ASU 2015-14 deferred the effective date of ASU 2014-09 from annual and interim periods beginning after December 15, 2016 to annual and interim periods beginning after December 15, 2017. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. With the issuance of ASU No. 2016-08 in March 2016, the FASB clarified the implementation guidance on principal versus agent considerations in ASC 606. In April 2016, the FASB issued ASU No. 2016-10, which clarified implementation guidance on identifying performance obligations and licensing in ASC 606. Other provisions of the guidance in ASC 606 were also amended with the issuances of ASU No. 2016-12 in May 2016 and ASU No. 2016-20 in December 2016. The update permits adoption using either a full retrospective approach, under which all years included in the financial statements will be presented under the revised guidance, or a modified retrospective approach, under which financial statements will be prepared under the revised guidance for the year of adoption, but not for prior years. Under the latter method, entities will recognize a cumulative adjustment to the opening balance of retained earnings for contracts that still require performance by the entity at the date of adoption. Management will adopt this update for the Company’s fiscal year beginning October 1, 2018, using the modified retrospective approach. As a result, the Company will present any cumulative effect of applying the amendments of this update on the date of adoption, October 1, 2018. Management does not expect the adoption of this update to have a material impact on the Company's consolidated financial statements. The Company has refined its accounting policies and related internal controls affected by this update. Management’s assessment of the Company’s construction contracts under the new standard supports the recognition of revenue over time using the percentage-of-completion method of accounting, measured by the relationship of total cost incurred to total estimated contract costs (cost-to-cost method), which is consistent with the Company’s current revenue recognition practices. As such, the Company’s construction contracts will continue to be recognized over time considering the continuous transfer of control to its customers during performance of construction projects. The amendments of this update also require expanded disclosures regarding the nature, timing and uncertainty of revenue and customer contract balances, including how and when the Company satisfies the performance obligations and the relationship between revenue recognized and changes in contract balances during a reporting period. The Company has evaluated these disclosure requirements and is incorporating the collection of supporting data into its business processes. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of customer concentration risk | Two customers accounted for more than 10% of consolidated revenues for the fiscal years ended September 30, 2018 and September 30, 2017 , as follows: % of Consolidated Revenues for the Fiscal Year Ended September 30, 2018 2017 Alabama Department of Transportation 15.1 % 14.9 % North Carolina Department of Transportation 13.3 % 13.9 % |
Schedule of useful lives of property, plant and equipment | The useful lives of property, plant and equipment categories are as follows: Category Estimated Useful Life Land and improvements Land, unlimited; improvements, 15-25 years Quarry reserves Based on depletion Buildings 5 - 39 years Asphalt plants 3 - 20 years Construction equipment 3 - 10 years Furniture and fixtures 5 - 10 years Leasehold improvements The shorter of 15 years or the remaining lease term Property, plant and equipment at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Construction equipment $ 190,420 $ 154,911 Asphalt plants 79,563 66,379 Land and improvements 29,624 20,991 Quarry reserves 20,908 7,219 Buildings 12,416 9,848 Furniture and fixtures 4,422 3,870 Leasehold improvements 765 765 Total property, plant and equipment, gross 338,118 263,983 Accumulated depreciation, depletion and amortization (160,795 ) (148,072 ) Construction in progress 1,369 — Total property, plant and equipment, net $ 178,692 $ 115,911 |
Business Acquisition (Tables)
Business Acquisition (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Schedule of fair values of assets acquired and liabilities assumed | The fair values of assets acquired and liabilities assumed, and the estimated useful lives of intangible assets acquired, are as follows (in thousands): Contracts receivable including retainage $ 9,184 Costs and estimated earnings in excess of billings on uncompleted contracts 1,787 Inventory 4,323 Other current assets (1) 731 Property, plant and equipment: Construction equipment 17,571 Quarry reserves 13,986 Land and land improvements 7,302 Plant 6,917 Buildings 1,552 Backlog intangible (2) 594 Customer relationship (3) 1,100 Goodwill 2,319 Accounts payable (3,646 ) Billings in excess of costs and estimated earnings on uncompleted contracts (4,589 ) Current maturities of long-term debt (358 ) Other current liabilities (1,770 ) Payable to seller (4,940 ) Long-term debt, net of current maturities (744 ) $ 51,319 (1) Other current assets excludes cash acquired (2) The estimated useful life of the backlog intangible asset is 17 months (3) The estimated useful life of the customer relationship intangible is 8 years The following summarizes the fair value of identifiable assets acquired (in thousands): Inventory $ 1,179 Quarry reserves 4,800 Land 1,746 Plant 1,247 Equipment 1,228 Goodwill 643 $ 10,843 |
Schedule of pro forma revenues and net income - Scruggs acquisition | The following presents pro forma revenues and net income as though the Scruggs Acquisition had occurred on October 1, 2016 (unaudited, in thousands): For the Fiscal Year Ended September 30, 2018 2017 Pro forma revenues $ 735,197 $ 661,979 Pro forma net income 55,558 34,671 |
Contracts Receivable Includin_2
Contracts Receivable Including Retainage, Net (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Contractors [Abstract] | |
Schedule of Contracts Receivable Including Retainage, Net | Contracts receivable including retainage, net consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Contracts receivable $ 104,541 $ 109,538 Retainage 16,848 13,180 121,389 122,718 Allowance for doubtful accounts (1,098 ) (1,734 ) Contracts receivable including retainage, net $ 120,291 $ 120,984 The following is a summary of changes in the allowance for doubtful accounts balance during the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): For the Fiscal Year Ended 2018 2017 Balance at beginning of period $ 1,734 $ 1,039 Charged to bad debt expense 604 1,445 Write-off of contracts receivable including retainage (1,240 ) (750 ) Balance at end of period $ 1,098 $ 1,734 |
Costs and Estimated Earnings _2
Costs and Estimated Earnings on Uncompleted Contracts (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Contractors [Abstract] | |
Costs and Estimated Earnings Compared to Billings on Uncompleted Contracts | Costs and estimated earnings compared to billings on uncompleted contracts at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Costs on uncompleted contracts $ 743,322 $ 489,661 Estimated earnings to date on uncompleted contracts 95,155 62,193 838,477 551,854 Billings to date on uncompleted contracts (867,881 ) (579,370 ) Net billings in excess of costs and estimated earnings on uncompleted contracts $ (29,404 ) $ (27,516 ) Reconciliation of net billings in excess of costs and estimated earnings to amounts reflected on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 is follows (in thousands): September 30, 2018 2017 Costs and estimated earnings in excess of billings on uncompleted contracts $ 9,334 $ 4,592 Billings in excess of costs and estimated earnings on uncompleted contracts (38,738 ) (32,108 ) Net billings in excess of costs and estimated earnings on uncompleted contracts $ (29,404 ) $ (27,516 ) |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of other current assets | Prepaid expenses and other current assets consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Settlement receivable $ 7,874 $ — Prepaid expenses 4,989 1,503 Other current assets 1,274 3,017 Total prepaid expenses and other current assets $ 14,137 $ 4,520 |
Schedule of other noncurrent assets | Other assets consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Settlement receivable $ 7,224 $ — Notes receivable 2,561 1,106 Other assets 485 1,377 Total other assets $ 10,270 $ 2,483 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | The useful lives of property, plant and equipment categories are as follows: Category Estimated Useful Life Land and improvements Land, unlimited; improvements, 15-25 years Quarry reserves Based on depletion Buildings 5 - 39 years Asphalt plants 3 - 20 years Construction equipment 3 - 10 years Furniture and fixtures 5 - 10 years Leasehold improvements The shorter of 15 years or the remaining lease term Property, plant and equipment at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Construction equipment $ 190,420 $ 154,911 Asphalt plants 79,563 66,379 Land and improvements 29,624 20,991 Quarry reserves 20,908 7,219 Buildings 12,416 9,848 Furniture and fixtures 4,422 3,870 Leasehold improvements 765 765 Total property, plant and equipment, gross 338,118 263,983 Accumulated depreciation, depletion and amortization (160,795 ) (148,072 ) Construction in progress 1,369 — Total property, plant and equipment, net $ 178,692 $ 115,911 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following presents goodwill activity during the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): Balance at September 30, 2016 $ 29,957 Additions 643 Balance at September 30, 2017 30,600 Additions 2,319 Balance at September 30, 2018 $ 32,919 |
Schedule of Finite-Lived Intangible Assets | A summary of other intangible assets at September 30, 2018 and September 30, 2017 is as follows (in thousands): September 30, 2017 2018 Useful Gross Accumulated Net Book Gross Accumulated Net Book Indefinite-lived: License Indefinite $ 2,000 $ — $ 2,000 $ 2,000 $ — $ 2,000 Definite-lived: Customer relationship 8 years — — — 1,100 (52 ) 1,048 Acquired construction backlog 17 months — — — 594 (157 ) 437 Non-compete agreements 5 years 1,500 (950 ) 550 1,500 (1,250 ) 250 Total intangible assets $ 3,500 $ (950 ) $ 2,550 $ 5,194 $ (1,459 ) $ 3,735 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future total amortization expense related to definite-lived intangible assets is as follows (in thousands): Fiscal Year Estimated Amortization Expense 2019 $ 825 2020 138 2021 138 2022 138 2023 138 Thereafter 358 Total $ 1,735 |
Liabilities (Tables)
Liabilities (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Liabilities [Abstract] | |
Schedule Of Accrued Expenses And Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Accrued payroll and benefits 12,802 13,364 Treasury stock purchase obligation 569 2,569 Accrued insurance costs 1,750 1,198 Other current liabilities 2,399 2,905 Total accrued expenses and other current liabilities $ 17,520 $ 20,036 |
Schedule of Other Noncurrent Liabilities | Other long-term liabilities consisted of the following at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Treasury stock purchase obligation $ — $ 569 Accrued insurance costs 4,826 3,796 Other 469 655 Total other long-term liabilities $ 5,295 $ 5,020 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt at September 30, 2018 and September 30, 2017 consisted of the following (in thousands): September 30, 2018 2017 Long-term debt: Compass Term Loan $ 57,300 $ 47,500 Compass Revolving Credit Facility 5,000 10,000 Other long-term debt 964 — Total long-term debt 63,264 57,500 Deferred debt issuance costs (362 ) (364 ) Debt discount (14 ) — Current maturities of long-term debt (14,773 ) (10,000 ) Long-term debt, net of current maturities $ 48,115 $ 47,136 |
Contractual Obligation, Fiscal Year Maturity Schedule | The scheduled contractual repayment terms of long-term debt at September 30, 2018 were as follows: Fiscal Year Amount 2019 $ 14,773 2020 14,762 2021 14,555 2022 19,157 2023 17 Thereafter — Total $ 63,264 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of Company's Outstanding Shares of Common Stock, Treasury Shares and Additional Paid-in Capital | The following presents changes to the Company’s outstanding shares of common stock, treasury shares and additional paid-in capital for the fiscal years ended September 30, 2018 and September 30, 2017 (dollars in thousands): Treasury Shares Shares of Common Stock Outstanding Shares of Class A Common Stock Outstanding Shares of Class B Common Stock Outstanding Additional Paid-in Capital Shares Cost Balance, September 30, 2016 41,502,490 — — $ 141,872 (3,485,085 ) $ (12,621 ) Equity-based compensation expense — — — 513 — — Sale of treasury stock 189,051 — — — 189,051 638 Balance, September 30, 2017 41,691,541 — — 142,385 (3,296,034 ) (11,983 ) Sale of treasury stock 126,000 — — (453 ) 126,000 458 Reclassification of common stock (41,817,541 ) — 41,817,537 — — — Conversion of Class B common stock to Class A common stock in connection with initial public — 2,600,000 (2,600,000 ) — — — Initial public offering of Class A common stock, net of offering costs — 9,350,000 — 98,000 — — Cashless option exercise — — 247,082 1,586 247,082 (4,078 ) Equity-based compensation expense — — — 975 — — Balance, September 30, 2018 — 11,950,000 39,464,619 $ 242,493 (2,922,952 ) $ (15,603 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Summary of Earnings Per Share | The following table summarizes the calculation of the weighted-average number of diluted common shares outstanding and the calculation of diluted earnings per share for the periods presented (in thousands, except share and per share amounts): For the Fiscal Year Ended September 30, 2018 2017 Numerator Net income attributable to common stockholders $ 50,791 $ 26,040 Denominator Weighted average number of basic common 45,605,845 41,550,293 Effect of dilutive securities: 2010 non-plan stock option agreement options 272,915 — 2018 restricted stock grants 40,888 — Weighted average number of diluted common 45,919,648 41,550,293 Net income per diluted common share attributable $ 1.11 $ 0.63 The following table summarizes the weighted-average number of basic common shares outstanding and the calculation of basic earnings per share for the periods presented (in thousands, except share and per share amounts): For the Fiscal Year Ended September 30, 2018 2017 Numerator Net income attributable to common shareholders $ 50,791 $ 26,040 Denominator Weighted average number of common shares outstanding, basic 45,605,845 41,550,293 Net income per common share attributable to common shareholders, basic $ 1.11 $ 0.63 |
Equity-based Compensation (Tabl
Equity-based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The grant date fair value was $5.52 per share, calculated using the Black-Scholes option pricing model applied to the following inputs. Risk-free rate 2.04 % Expected term (in years) 5 Expected volatility 50 % Expected dividend yield 0 % Value of underlying stock $ 5.56 The grant date fair value was $2.90 per share, calculated using the Black-Scholes option pricing model applied to the following inputs: Risk-free rate 1.31 % Expected term (in years) 6 Expected volatility 50 % Expected dividend yield 0 Value of underlying stock $ 4.97 |
Share-based Compensation, Stock Options, Activity | The following is a summary of activity related to options under the 2016 Equity Incentive Plan during the fiscal years ended September 30, 2018 and September 30, 2017 : Outstanding, September 30, 2016 189,050 Granted — Exercised 189,050 Forfeited or expired — Outstanding, September 30, 2017 — Outstanding, September 30, 2018 — The following is a summary of changes to the number of unvested options under the 2016 Equity Incentive Plan during the fiscal years ended September 30, 2017 and September 30, 2018 : Unvested options outstanding at September 30, 2016 189,000 Granted — Vested (189,000 ) Forfeited — Unvested options outstanding at September 30, 2017 — Granted — Vested — Forfeited — Unvested options outstanding at September 30, 2018 — |
Provision for Income Taxes Prov
Provision for Income Taxes Provision for Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes for the fiscal years ended September 30, 2018 and September 30, 2017 consists of the following (in thousands): For the Fiscal Year Ended September 30, 2018 2017 Current U.S. Federal $ 9,380 $ 11,977 State 1,626 1,900 Total current 11,006 13,877 Deferred U.S. Federal (1,003 ) 711 State 522 154 Total deferred (481 ) 865 Provision for income taxes $ 10,525 $ 14,742 |
Schedule of Deferred Tax Assets and Liabilities | ollowing is a reconciliation of net deferred tax assets (liabilities) to amounts reflected on the Company’s Consolidated Balance Sheets at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Asset: Deferred income taxes, net $ 1,580 $ 1,876 Liability: Deferred income taxes, net (8,890 ) (9,667 ) Net deferred tax assets (liabilities) $ (7,310 ) $ (7,791 ) The Company’s deferred tax assets and liabilities consisted of the following temporary difference tax effects at September 30, 2018 and September 30, 2017 (in thousands): September 30, 2018 2017 Deferred tax assets Allowance for bad debt $ 444 $ 936 Amortization of finite-lived intangible assets 499 751 State net operating loss 1,695 1,928 Employee benefits — 243 Accrued insurance claims 1,202 1,417 Other — 506 Total deferred tax assets, net 3,840 5,781 Deferred tax liabilities Amortization of goodwill (3,925 ) (5,022 ) Property, plant and equipment (7,162 ) (8,550 ) Other (63 ) — Total deferred tax liabilities, net (11,150 ) (13,572 ) Net deferred tax assets (liabilities) $ (7,310 ) $ (7,791 ) |
Schedule of Effective Income Tax Rate Reconciliation | The following table reconciles income taxes based on the U.S. statutory tax rate to the Company’s income before provision for income taxes for the fiscal years ended September 30, 2018 and September 30, 2017 (in thousands): For the Fiscal Year Ended September 30, 2018 2017 Provision for income tax at federal statutory rate $ 15,023 $ 14,260 State income taxes 1,622 1,268 Change in deferred federal income taxes due to Tax Act (4,552 ) — Permanent differences (2,282 ) (686 ) Other 714 (100 ) Provision for income taxes $ 10,525 $ 14,742 |
Related Parties Related Parties
Related Parties Related Parties (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | The following table presents revenues earned and expenses incurred by the Company during the fiscal years ended September 30, 2018 and September 30, 2017, and accounts receivable and accounts payable balances at September 30, 2018 and 2017, related to transactions with the related parties described above (in millions): Revenue Earned (Expense Incurred) Accounts Receivable (Payable) For the Fiscal Year Ended September 30, September 30, 2018 2017 2018 2017 Purchaser of subsidiary $ — $ — $ 0.9 $ — Disposed entity $ — $ — $ 0.8 $ — Austin Trucking $ (13.0 ) (1) $ (11.8 ) (1) $ (0.8 ) $ (1.0 ) Construction Services $ 1.8 $ 6.3 $ 2.9 $ 5.3 Deep South Adventures, LLC $ — (2) $ (0.3 ) (2) $ — $ — Island Pond $ (0.3 ) (2) $ (0.3 ) (2) $ — $ — Vehicle Rentals $ (1.2 ) (2) $ (1.2 ) (2) $ — $ — Consulting Services $ (0.3 ) (2) $ (0.2 ) (2) $ — $ — Legal Services $ (0.1 ) (2) $ (0.3 ) (2) $ — $ — H&K $ (0.1 ) (2) $ (0.1 ) (2) $ — $ — H&A $ (0.1 ) (2) $ (0.1 ) (2) $ — $ — Subcontracting Services $ (0.2 ) (1) $ — (1) $ (0.1 ) $ — SunTx $ (1.5 ) (2) $ (1.3 ) (2) $ — $ — (1) Cost is reflected as cost of revenues on the Company's Consolidated Statements of Income (2) Cost is reflected as general and administrative expenses on the Company's Consolidated Statements of Income |
Commitments and Contingencies_2
Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum obligations under non-cancelable operating leases | Future minimum obligations under non-cancelable operating leases at September 30, 2018 were as follows (in thousands): Fiscal Year Amount 2019 $ 9,007 2020 6,192 2021 2,820 2022 922 2023 208 Thereafter 188 Total $ 19,337 |
Condensed Financial Statement_2
Condensed Financial Statements of Registrant (Tables) | 12 Months Ended |
Sep. 30, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule of Condensed Balance Sheet | CONSTRUCTION PARTNERS, INC. PARENT COMPANY ONLY CONDENSED BALANCE SHEETS (in thousands, except share and per share data) September 30, 2018 2017 ASSETS Cash and cash equivalents $ 53,352 $ 1,330 Investment in subsidiaries 247,944 162,274 Due from subsidiaries 545 — Other assets 1,226 2,196 Total current assets 303,067 165,800 Property, plant and equipment 131 — Total assets $ 303,198 $ 165,800 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Treasury stock purchase obligation $ 569 $ 2,569 Due to subsidiaries 800 6,449 Other current liabilities 187 1,062 Total short-term liabilities 1,556 10,080 Long-term liabilities: Due to subsidiaries 2,177 2,971 Treasury stock purchase obligation — 569 Total long-term liabilities 2,177 3,540 Total liabilities 3,733 13,620 Stockholders’ Equity Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2018 and 1,000,000 shares authorized at September 30, 2017 and no shares issued and outstanding — — Class A common stock, par value $0.001; 400,000,000 shares authorized, 11,950,000 shares issued and outstanding at September 30, 2018, and no shares authorized, issued and outstanding at September 30, 2017 12 — Class B common stock, par value $0.001; 100,000,000 shares authorized, 42,387,571 shares issued and 39,464,619 shares outstanding at September 30, 2018, and no shares authorized, issued and outstanding at September 30, 2017 42 — Common stock, $.001 par value, no shares authorized, issued and outstanding at September 30, 2018, and 126,000,000 shares authorized, 44,987,575 shares issued and 41,691,541 shares outstanding at September 30, 2017 — 45 Additional paid-in capital 242,489 142,385 Treasury stock, at cost (15,603 ) (11,983 ) Retained earnings 72,525 21,733 Total stockholders’ equity 299,465 152,180 Total liabilities and stockholders’ equity $ 303,198 $ 165,800 |
Schedule of Condensed Income Statement | CONSTRUCTION PARTNERS, INC. PARENT COMPANY ONLY CONDENSED STATEMENTS OF INCOME (in thousands, except per share amounts) For the Fiscal Year Ended September 30, 2018 2017 Equity in net income of subsidiaries $ 51,515 $ 28,312 Equity-based compensation expense (975 ) (513 ) General and administrative expenses (1,542 ) (388 ) Loss on extinguishment of debt — (714 ) Interest expense, net 72 (1,338 ) Income before provision for income taxes 49,070 25,359 Income tax benefit 1,721 681 Net income $ 50,791 $ 26,040 Net income per share attributable to common stockholders: Basic $ 1.11 $ 0.63 Diluted $ 1.11 $ 0.63 Weighted average number of common shares outstanding: Basic 45,605,845 41,550,293 Diluted 45,919,648 41,550,293 |
Schedule of Condensed Cash Flow Statement | CONSTRUCTION PARTNERS, INC. PARENT COMPANY ONLY CONDENSED STATEMENTS OF CASH FLOWS (in thousands) For the Fiscal Year Ended September 30, 2018 2017 Cash flows from operating activities: Net income $ 50,791 $ 26,040 Adjustments to reconcile net income to net cash used in operating activities: Amortization of deferred debt issuance costs 6 216 Loss on extinguishment of debt — 714 Deferred income taxes — 350 Equity-based compensation expense 975 513 Equity in net income of subsidiaries (51,515 ) (28,312 ) Changes in operating assets and liabilities: Other current liabilities — 1,061 Other current assets 969 (1,603 ) Other liabilities (3,369 ) — Net cash used in operating activities (2,143 ) (1,021 ) Cash flows from investing activities: Return of investments in subsidiaries — 27,000 Purchases of property, plant and equipment (131 ) — Investment in subsidiary (34,155 ) — Net cash (used in) provided by investing activities (34,286 ) 27,000 Cash flows from financing activities: Change in amounts due to (from) subsidiaries, net (6,994 ) 20,305 Repayments of long-term debt — (12,500 ) Payment of treasury stock purchase obligation (2,569 ) (3,000 ) Proceeds from initial public offering of Class A common stock, net of offering costs 98,009 — Proceeds from sale of treasury stock 5 638 Common stock dividend paid — (31,293 ) Net cash provided by (used in) financing activities 88,451 (25,850 ) Net change in cash and cash equivalents $ 52,022 $ 129 Cash and cash equivalents: Beginning of period $ 1,330 $ 1,201 End of period $ 53,352 $ 1,330 |
Initial Public Offering (Detail
Initial Public Offering (Detail) $ / shares in Units, $ in Millions | May 24, 2018USD ($)$ / sharesshares | May 08, 2018USD ($)$ / sharesshares | Apr. 23, 2018$ / sharesshares | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares |
Class of Stock [Line Items] | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||
Common stock shares authorized (in shares) | 0 | 126,000,000 | |||
Capitalized equity issuance costs | $ | $ 2.2 | ||||
Common stock shares issued (in shares) | 0 | 44,987,575 | |||
Common stock, shares outstanding (in shares) | 0 | 41,691,541 | |||
Class B Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||
Common stock split conversion ratio | 25.2 | ||||
Conversion of stock, shares issued (in shares) | 41,817,537 | ||||
Common stock shares authorized (in shares) | 100,000,000 | 100,000,000 | 0 | ||
Common stock shares sold (in shares) | 350,000 | 2,250,000 | |||
Common stock shares issued (in shares) | 42,387,571 | 42,737,571 | 42,387,571 | 0 | |
Common stock, shares outstanding (in shares) | 39,217,537 | 39,567,537 | 39,464,619 | 0 | |
Class A Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||
Conversion of stock, shares issued (in shares) | 350,000 | 2,250,000 | |||
Common stock shares authorized (in shares) | 400,000,000 | 400,000,000 | 0 | ||
Common stock shares sold (in shares) | 350,000 | 9,000,000 | |||
Proceeds from issuance initial public offering | $ | $ 3.9 | $ 100.4 | |||
Expenses related to sale of stock | $ | $ 0.3 | ||||
Additional offering expenses | $ | $ 6.3 | ||||
Capitalized equity issuance costs | $ | $ 2.2 | ||||
Common stock shares issued (in shares) | 11,950,000 | 0 | |||
Common stock, shares outstanding (in shares) | 11,950,000 | 0 | |||
Treasury Stock | Class B Common Stock | |||||
Class of Stock [Line Items] | |||||
Conversion of stock, shares issued (in shares) | 3,170,034 | ||||
IPO | Class A Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock shares sold (in shares) | 700,000 | 11,250,000 | |||
Shares issued, price per share (in dollars per share) | $ / shares | $ 12 | $ 12 | |||
Capitalized equity issuance costs | $ | $ 6.3 | ||||
Over-Allotment Option | Class A Common Stock | |||||
Class of Stock [Line Items] | |||||
Expenses related to sale of stock | $ | $ 7.6 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Sep. 30, 2018USD ($)reporting_unit | Sep. 30, 2017USD ($) | May 31, 2018USD ($) | |
Summary Of Accounting Policies [Line Items] | |||
Revisions in estimates related to amounts recorded in prior periods for revenue | $ 6,900,000 | $ 4,600,000 | |
Capitalized equity issuance costs | $ 2,200,000 | ||
Amount reclassified from prepaid expense to additional paid-in capital | $ 6,300,000 | ||
Amount company is liable for per occurrence | $ 500,000 | ||
Number of reporting units | reporting_unit | 5 | ||
Minimum | |||
Summary Of Accounting Policies [Line Items] | |||
Amount company is liable for per occurrence | $ 100,000 | ||
Stop-loss insurance purchased | 75,000 | ||
Maximum | |||
Summary Of Accounting Policies [Line Items] | |||
Amount company is liable for per occurrence | 500,000 | ||
Stop-loss insurance purchased | $ 160,000 |
Significant Accounting Polici_5
Significant Accounting Policies - Concentration of Risks (Detail) - Revenues - Customer Concentration Risk | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Department of Transportation | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 42.90% | 41.90% |
Alabama Department of Transportation | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 15.10% | 14.90% |
North Carolina Department of Transportation | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 13.30% | 13.90% |
Significant Accounting Polici_6
Significant Accounting Policies - Property, Plant and Equipment (Details) | 12 Months Ended |
Sep. 30, 2018 | |
Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 15 years |
Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 25 years |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 39 years |
Asphalt plants | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Asphalt plants | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Construction Equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Construction Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 15 years |
Business Acquisition - Addition
Business Acquisition - Additional Information (Detail) $ in Thousands | May 15, 2018USD ($)plantmine | Sep. 22, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Business Acquisition [Line Items] | ||||
Long-term debt | $ 63,264 | $ 57,500 | ||
Senior Notes | ||||
Business Acquisition [Line Items] | ||||
Long-term debt | 57,300 | $ 47,500 | ||
Scruggs Company | ||||
Business Acquisition [Line Items] | ||||
Acuisition of common shares and voting interest | 100.00% | |||
Long-term debt | $ 1,100 | |||
Purchase price | 51,300 | |||
Cash payment to acquire business | 4,700 | |||
Revenues | 35,800 | |||
Net income | 3,500 | |||
General and administrative expenses | $ 200 | |||
Scruggs Company | Senior Notes | ||||
Business Acquisition [Line Items] | ||||
Long-term debt | $ 22,000 | |||
Sand and gravel mining operations | ||||
Business Acquisition [Line Items] | ||||
Cash payment to acquire business | $ 10,843 | |||
Purchase commitment with seller | $ 3,100 | |||
Term of purchase commitment with seller | 2 years | |||
Inventory purchased | $ 2,300 | |||
Scruggs Company | ||||
Business Acquisition [Line Items] | ||||
Hot mix asphalt plants (in plants) | plant | 3 | |||
Aggregate mines (in mines) | mine | 3 | |||
Industrial plants (in plants) | plant | 1 |
Business Acquisition - Assets A
Business Acquisition - Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | May 15, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 32,919 | $ 30,600 | $ 29,957 | |
Acquired construction backlog | ||||
Business Acquisition [Line Items] | ||||
Useful Life | 17 months | |||
Customer relationship | ||||
Business Acquisition [Line Items] | ||||
Useful Life | 8 years | |||
Scruggs Company | ||||
Business Acquisition [Line Items] | ||||
Cash payment to acquire business | $ 4,700 | |||
Contracts receivable including retainage | 9,184 | |||
Costs and estimated earnings in excess of billings on uncompleted contracts | 1,787 | |||
Inventory | 4,323 | |||
Other current assets | 731 | |||
Goodwill | 2,319 | |||
Accounts payable | (3,646) | |||
Billings in excess of costs and estimated earnings on uncompleted contracts | (4,589) | |||
Current maturities of long-term debt | (358) | |||
Other current liabilities | (1,770) | |||
Payable to seller | (4,940) | |||
Long-term debt, net of current maturities | (744) | |||
Fair value of assets acquired and liabilities assumed | 51,319 | |||
Revenues | $ 35,800 | |||
Net income | 3,500 | |||
General and administrative expenses | $ 200 | |||
Scruggs Company | Acquired construction backlog | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets | $ 594 | |||
Useful Life | 17 months | |||
Scruggs Company | Customer relationship | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets | $ 1,100 | |||
Useful Life | 8 years | |||
Scruggs Company | Equipment | ||||
Business Acquisition [Line Items] | ||||
Property, plant, and equipment | $ 17,571 | |||
Scruggs Company | Quarry reserves | ||||
Business Acquisition [Line Items] | ||||
Property, plant, and equipment | 13,986 | |||
Scruggs Company | Land and land improvements | ||||
Business Acquisition [Line Items] | ||||
Property, plant, and equipment | 7,302 | |||
Scruggs Company | Plant | ||||
Business Acquisition [Line Items] | ||||
Property, plant, and equipment | 6,917 | |||
Scruggs Company | Buildings | ||||
Business Acquisition [Line Items] | ||||
Property, plant, and equipment | $ 1,552 |
Business Acquisition - Proforma
Business Acquisition - Proforma Revenue and Net Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | May 15, 2018 | |
Business Acquisition [Line Items] | |||
Long-term debt | $ 63,264 | $ 57,500 | |
Scruggs Company | |||
Business Acquisition [Line Items] | |||
Long-term debt | $ 1,100 | ||
Pro forma revenues | 735,197 | 661,979 | |
Pro forma net income | 55,558 | 34,671 | |
General and administrative expenses | 200 | ||
Senior Notes | |||
Business Acquisition [Line Items] | |||
Long-term debt | $ 57,300 | $ 47,500 | |
Senior Notes | Scruggs Company | |||
Business Acquisition [Line Items] | |||
Long-term debt | $ 22,000 |
Business Acquisition - Sand and
Business Acquisition - Sand and Gravel Mining Operations (Detail) - USD ($) $ in Thousands | Sep. 22, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 32,919 | $ 30,600 | $ 29,957 | |
Sand and gravel mining operations | ||||
Business Acquisition [Line Items] | ||||
Inventory | $ 1,179 | |||
Quarry reserves | 4,800 | |||
Land | 1,746 | |||
Plant | 1,247 | |||
Equipment | 1,228 | |||
Goodwill | 643 | |||
Cash payment to acquire business | $ 10,843 |
Contracts Receivable Includin_3
Contracts Receivable Including Retainage, Net - Schedule of Contracts Receivable (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 |
Contractors [Abstract] | |||
Contracts receivable | $ 104,541 | $ 109,538 | |
Retainage | 16,848 | 13,180 | |
Contracts receivable including retainage, gross | 121,389 | 122,718 | |
Allowance for doubtful accounts | (1,098) | (1,734) | $ (1,039) |
Contracts receivable including retainage, net | $ 120,291 | $ 120,984 |
Contracts Receivable Includin_4
Contracts Receivable Including Retainage, Net - Rollforward of Alllowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Balance at beginning of period | $ 1,734 | $ 1,039 |
Charged to bad debt expense | 604 | 1,445 |
Write-off of contracts receivable including retainage | (1,240) | (750) |
Balance at end of period | $ 1,098 | $ 1,734 |
Costs and Estimated Earnings _3
Costs and Estimated Earnings on Uncompleted Contracts - Cost and Estimated Earnings Compared to Billings on Uncompleted Contracts (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Contractors [Abstract] | ||
Costs on uncompleted contracts | $ 743,322 | $ 489,661 |
Estimated earnings to date on uncompleted contracts | 95,155 | 62,193 |
Costs and estimated earnings to date on uncompleted contracts | 838,477 | 551,854 |
Billings to date on uncompleted contracts | (867,881) | (579,370) |
Net billings in excess of costs and estimated earnings on uncompleted contracts | $ (29,404) | $ (27,516) |
Costs and Estimated Earnings _4
Costs and Estimated Earnings on Uncompleted Contracts - Reconciliation of Net Billings in Excess of Costs and Estimated Earnings (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Contractors [Abstract] | ||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ 9,334 | $ 4,592 |
Billings in excess of costs and estimated earnings on uncompleted contracts | (38,738) | (32,108) |
Net billings in excess of costs and estimated earnings on uncompleted contracts | $ (29,404) | $ (27,516) |
Other Assets - Other Current As
Other Assets - Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Settlement receivable | $ 7,874 | $ 0 |
Prepaid expenses | 4,989 | 1,503 |
Other current assets | 1,274 | 3,017 |
Total prepaid expenses and other current assets | $ 14,137 | $ 4,520 |
Other Assets - Other Noncurrent
Other Assets - Other Noncurrent Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Settlement receivable | $ 7,224 | $ 0 |
Notes receivable | 2,561 | 1,106 |
Other assets | 485 | 1,377 |
Other Assets, Noncurrent | $ 10,270 | $ 2,483 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation, depletion and amortization expense | $ 24,800 | $ 20,800 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 338,118 | 263,983 |
Accumulated depreciation, depletion and amortization | (160,795) | (148,072) |
Construction in progress | 1,369 | 0 |
Total property, plant and equipment, net | 178,692 | 115,911 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 190,420 | 154,911 |
Asphalt plants | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 79,563 | 66,379 |
Land and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 29,624 | 20,991 |
Quarry reserves | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 20,908 | 7,219 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 12,416 | 9,848 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 4,422 | 3,870 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 765 | $ 765 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 30,600 | $ 29,957 |
Additions | 2,319 | 643 |
Ending balance | $ 32,919 | $ 30,600 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Indefinite-lived: | ||
Net Book Value | $ 2,000 | $ 2,000 |
Definite-lived: | ||
Accumulated Amortization | (1,459) | (950) |
Net Book Value | 1,735 | |
Total intangible assets, gross | 5,194 | 3,500 |
Total intangible assets, net | $ 3,735 | 2,550 |
Customer relationship | ||
Definite-lived: | ||
Useful Life | 8 years | |
Gross | $ 1,100 | 0 |
Accumulated Amortization | (52) | 0 |
Net Book Value | $ 1,048 | 0 |
Acquired construction backlog | ||
Definite-lived: | ||
Useful Life | 17 months | |
Gross | $ 594 | 0 |
Accumulated Amortization | (157) | 0 |
Net Book Value | $ 437 | 0 |
Non-compete agreements | ||
Definite-lived: | ||
Useful Life | 5 years | |
Gross | $ 1,500 | 1,500 |
Accumulated Amortization | (1,250) | (950) |
Net Book Value | $ 250 | $ 550 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Finite-lived intangible amortization expense | $ 500 | $ 300 |
2,019 | 825 | |
2,020 | 138 | |
2,021 | 138 | |
2,022 | 138 | |
2,023 | 138 | |
Thereafter | 358 | |
Net Book Value | $ 1,735 |
Liabilities - Accrued Expenses
Liabilities - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Liabilities [Abstract] | ||
Accrued payroll and benefits | $ 12,802 | $ 13,364 |
Treasury stock purchase obligation | 569 | 2,569 |
Accrued insurance costs | 1,750 | 1,198 |
Other current liabilities | 2,399 | 2,905 |
Total accrued expenses and other current liabilities | $ 17,520 | $ 20,036 |
Liabilities - Other Noncurrent
Liabilities - Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Liabilities [Abstract] | ||
Treasury stock purchase obligation | $ 0 | $ 569 |
Accrued insurance costs | 4,826 | 3,796 |
Other | 469 | 655 |
Total other long-term liabilities | $ 5,295 | $ 5,020 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 63,264 | $ 57,500 |
Deferred debt issuance costs | (362) | (364) |
Debt discount | (14) | 0 |
Current maturities of long-term debt | (14,773) | (10,000) |
Long-term debt, net of current maturities | 48,115 | 47,136 |
Compass Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 57,300 | 47,500 |
Compass Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 5,000 | $ 10,000 |
Other long-term debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 964 |
Debt - Additional Information (
Debt - Additional Information (Detail) | May 15, 2018USD ($)note | Jun. 30, 2017USD ($) | Dec. 12, 2014USD ($)institution | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 63,264,000 | $ 57,500,000 | |||
Deferred debt issuance costs | 362,000 | 364,000 | |||
Loss on extinguishment of debt | 0 | 1,638,000 | |||
Interest expense | 2,000,000 | 4,100,000 | |||
Amortization of deferred issuance costs and debt discounts | 100,000 | 700,000 | |||
Scruggs Company | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 1,100,000 | ||||
Number of interest notes payable | note | 3 | ||||
Estimated fair value of instrument | $ 400,000 | ||||
Principal balance assumed | $ 700,000 | ||||
Minimum | Scruggs Company | |||||
Debt Instrument [Line Items] | |||||
Interest rate, percentage | 4.50% | ||||
Maximum | Scruggs Company | |||||
Debt Instrument [Line Items] | |||||
Interest rate, percentage | 5.95% | ||||
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Assumed debt | $ 50,000,000 | ||||
Additional borrowing capacity | $ 22,000,000 | ||||
Quarterly installments | 3,600,000 | ||||
Long-term debt | $ 57,300,000 | 47,500,000 | |||
Outstanding principal and interest repaid | 10,100,000 | ||||
Senior Notes | Scruggs Company | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 22,000,000 | ||||
Senior Notes | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Commitment fee | 0.35% | ||||
Fixed coverage ratio | 1.20 | ||||
Leverage ratio | 2 | ||||
Senior Notes | Compass Amendment | Interest Rate Swap | |||||
Debt Instrument [Line Items] | |||||
Notional amount | 25,000,000 | ||||
Derivative, fixed interest rate | 2.015% | ||||
Senior Notes | Interest Rate Swap Agreement | Interest Rate Swap | |||||
Debt Instrument [Line Items] | |||||
Notional amount | $ 11,000,000 | $ 28,700,000 | 23,800,000 | ||
Derivative, fixed interest rate | 3.01% | ||||
Derivative assets (liabilities), at fair value | $ 300,000 | $ (200,000) | |||
Senior Notes | CIT Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 76,000,000 | ||||
Number of financial institutions | institution | 6 | ||||
Senior Notes | CIT Term Loan | |||||
Debt Instrument [Line Items] | |||||
Additional borrowing capacity | $ 27,000,000 | ||||
Long-term debt | 49,000,000 | ||||
Deferred debt issuance costs | $ 2,300,000 | ||||
Loss on extinguishment of debt | 900,000 | ||||
Quarterly aggregate gross borrowings payable | 3.125% | ||||
Outstanding principal and interest repaid | 32,000,000 | ||||
Senior Notes | Capitala Term Loan | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 12,500,000 | ||||
Interest rate, percentage | 11.50% | ||||
Deferred debt issuance costs | $ 1,400,000 | ||||
Loss on extinguishment of debt | 700,000 | ||||
Outstanding principal and interest repaid | 12,600,000 | ||||
Redemption price | 100.00% | ||||
Senior Notes | Federal Funds | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.50% | ||||
Senior Notes | Eurodollar | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
Senior Notes | LIBOR | CIT Term Loan | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 3.50% | ||||
Senior Notes | Minimum | |||||
Debt Instrument [Line Items] | |||||
Interest rate, percentage | 3.33% | ||||
Senior Notes | Minimum | Eurodollar | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.00% | ||||
Senior Notes | Minimum | LIBOR | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.00% | ||||
Senior Notes | Maximum | |||||
Debt Instrument [Line Items] | |||||
Interest rate, percentage | 11.50% | ||||
Senior Notes | Maximum | Eurodollar | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.25% | ||||
Senior Notes | Maximum | LIBOR | Compass Amendment | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.25% | ||||
Compass Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 30,000,000 | ||||
Long-term debt | $ 5,000,000 | $ 10,000,000 |
Debt - Schedule of Contractual
Debt - Schedule of Contractual Repayments (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Debt Disclosure [Abstract] | ||
2,019 | $ 14,773 | |
2,020 | 14,762 | |
2,021 | 14,555 | |
2,022 | 19,157 | |
2,023 | 17 | |
Thereafter | 0 | |
Total long-term debt | $ 63,264 | $ 57,500 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Dec. 21, 2016 | Jun. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | May 24, 2018 | May 08, 2018 | Apr. 23, 2018 |
Schedule Of Stockholders Equity [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 10,000,000 | 1,000,000 | |||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||
Preferred stock, shares issued (in shares) | 0 | 0 | |||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||||
Common stock, shares authorized (in shares) | 0 | 126,000,000 | |||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Common stock, shares issued (in shares) | 0 | 44,987,575 | |||||
Common stock, shares outstanding (in shares) | 0 | 41,691,541 | |||||
Treasury stock, shares (in shares) | 3,296,034 | ||||||
Treasury shares issued (in dollars per share) | $ 3.64 | ||||||
Dividends | $ 31.3 | ||||||
Common stock, dividends declared (in dollars per share) | $ 0.754 | ||||||
Class B Common Stock | |||||||
Schedule Of Stockholders Equity [Line Items] | |||||||
Common stock, shares authorized (in shares) | 100,000,000 | 0 | 100,000,000 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||
Common stock, shares issued (in shares) | 42,387,571 | 0 | 42,387,571 | 42,737,571 | |||
Common stock, shares outstanding (in shares) | 39,464,619 | 0 | 39,217,537 | 39,567,537 | |||
2010 non-plan stock option agreement options | Class B Common Stock | |||||||
Schedule Of Stockholders Equity [Line Items] | |||||||
Treasury shares issued (in dollars per share) | $ 3.64 | $ 3.64 | |||||
Shares granted (in shares) | 768,984 | ||||||
Exercises in period, weighted average (in dollars per share) | $ 5.70 | $ 5.70 |
Equity - Schedule of Outstandin
Equity - Schedule of Outstanding Shares of Common Stock, Treasury Shares and Additional Paid-in Capital (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ 152,181 | $ 156,283 | |
Treasury stock, shares (in shares) | 3,296,034 | ||
Equity-based compensation expense | 975 | $ 513 | |
Sale of treasury stock | 638 | ||
Initial public offering of Class A common stock, net of offering costs | 98,009 | ||
Cashless option exercise | (2,492) | ||
Ending balance | 299,469 | 152,181 | |
Additional Paid-in Capital | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | 142,385 | 141,872 | |
Equity-based compensation expense | 975 | 513 | |
Sale of treasury stock | (453) | ||
Initial public offering of Class A common stock, net of offering costs | 98,000 | ||
Cashless option exercise | 1,586 | ||
Ending balance | 242,493 | 142,385 | |
Treasury Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ (11,983) | $ (12,621) | |
Treasury stock, shares (in shares) | 2,922,952 | 3,296,034 | 3,485,085 |
Issuance of treasury shares (in shares) | 126,000 | 189,051 | |
Sale of treasury stock | $ 458 | $ 638 | |
Cashless option exercise (in shares) | 247,082 | ||
Cashless option exercise | $ (4,078) | ||
Ending balance | $ (15,603) | $ (11,983) | |
Shares of Common Stock Outstanding | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance outstanding (in shares) | 41,691,541 | 41,502,490 | |
Beginning balance | $ 45 | $ 45 | |
Issuance of treasury shares (in shares) | 126,000 | 189,051 | |
Reclassification of common stock (in shares) | 41,817,541 | ||
Ending balance outstanding (in shares) | 0 | 41,691,541 | |
Ending balance | $ 0 | $ 45 | |
Class A Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance outstanding (in shares) | 0 | 0 | |
Beginning balance | $ 0 | $ 0 | |
Initial public offering (in shares) | 2,600,000 | ||
Initial public offering of Class A common stock, net of offering costs (in shares) | 9,350,000 | ||
Initial public offering of Class A common stock, net of offering costs | $ 9 | ||
Ending balance outstanding (in shares) | 11,950,000 | 0 | |
Ending balance | $ 12 | $ 0 | |
Class B Common Stock | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance outstanding (in shares) | 0 | 0 | |
Beginning balance | $ 0 | $ 0 | |
Reclassification of common stock (in shares) | 41,817,537 | ||
Initial public offering (in shares) | 2,600,000 | ||
Cashless option exercise (in shares) | 247,082 | ||
Ending balance outstanding (in shares) | 39,464,619 | 0 | |
Ending balance | $ 42 | $ 0 |
Earnings Per Share - Basic (Det
Earnings Per Share - Basic (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Numerator | ||
Net income attributable to common shareholders | $ 50,791 | $ 26,040 |
Denominator | ||
Weighted average number of basic common shares outstanding (in shares) | 45,605,845 | 41,550,293 |
Net income per basic common share attributable to common stockholders (in dollars per share) | $ 1.11 | $ 0.63 |
Earnings Per Share - Diluted (D
Earnings Per Share - Diluted (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Numerator | ||
Net income attributable to common shareholders | $ 50,791 | $ 26,040 |
Denominator | ||
Weighted average number of basic common shares outstanding (in shares) | 45,605,845 | 41,550,293 |
Effect of dilutive securities: | ||
Weighted average number of diluted common shares outstanding (in shares) | 45,919,648 | 41,550,293 |
Net income per diluted common share attributable to common stockholders (in dollars per share) | $ 1.11 | $ 0.63 |
Options | ||
Effect of dilutive securities: | ||
Effect of dilutive securities (in shares) | 272,915 | 0 |
Restricted Stock | ||
Effect of dilutive securities: | ||
Effect of dilutive securities (in shares) | 40,888 | 0 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities (Detail) - shares | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Abstract] | ||
Common stock excluded from calculation of diluted earnings per share (in shares) | 0 | 768,984 |
Equity-based Compensation - Add
Equity-based Compensation - Additional Information (Detail) - USD ($) | Feb. 23, 2018 | Mar. 07, 2017 | Aug. 22, 2016 | Jun. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Sale of treasury stock | $ 638,000 | ||||||
Proceeds from sale of stock options | $ 600,000 | ||||||
Treasury shares issued (in dollars per share) | $ 3.64 | ||||||
Increase in number of shares (in shares) | $ 98,009,000 | ||||||
Additional Paid-in Capital | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Sale of treasury stock | (453,000) | ||||||
Increase in number of shares (in shares) | 98,000,000 | ||||||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares granted (in shares) | 126,000 | ||||||
Weighted-average exercise price (in dollars per share) | $ 0.04 | ||||||
Proceeds from sale of shares | $ 5,000 | ||||||
Sale of treasury stock | $ 500,000 | ||||||
Grant date fair value of shares (in dollars per share) | $ 7.78 | ||||||
Compensation expense | 1,000,000 | ||||||
Unrecognized compensation expense | $ 0 | ||||||
2017 Non-Plan Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 74,592 | ||||||
Options granted (in shares) | 74,592 | ||||||
Exercises in period, weighted average (in dollars per share) | $ 0.04 | ||||||
Weighted average fair value of options (in dollars per share) | $ 5.52 | ||||||
2017 Non-Plan Option | Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation expense | $ 400,000 | ||||||
Award vesting rights, percentage | 100.00% | ||||||
Share price (in dollars per share) | $ 5.56 | ||||||
2016 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 0 | 0 | 189,050 | ||||
Options granted (in shares) | 252,000 | 0 | 0 | ||||
Exercises in period, weighted average (in dollars per share) | $ 3.37 | ||||||
Weighted average fair value of options (in dollars per share) | $ 2.90 | ||||||
Aggregate intrinsic value | $ 400,000 | ||||||
Options outstanding (in shares) | 0 | 0 | 189,000 | ||||
2016 Equity Incentive Plan | Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Compensation expense | $ 0 | $ 500,000 | |||||
Unrecognized compensation expense | $ 0 | $ 0 | |||||
Share price (in dollars per share) | $ 4.97 | ||||||
2010 non-plan stock option agreement options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options forfeited (in shares) | 0 | ||||||
Adjustments related to tax withholding for share-based compensation | $ 2,500,000 | ||||||
2010 non-plan stock option agreement options | Additional Paid-in Capital | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Amount of repurchase price retained | $ 4,400,000 | ||||||
Class B Common Stock | 2010 non-plan stock option agreement options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares granted (in shares) | 768,984 | ||||||
Options granted (in shares) | 768,984 | ||||||
Exercises in period, weighted average (in dollars per share) | $ 5.70 | $ 5.70 | |||||
Treasury shares issued (in dollars per share) | $ 3.64 | $ 3.64 | |||||
Treasury stock acquired (in shares) | 521,902 | ||||||
Increase in number of shares (in shares) | $ 247,082 | ||||||
Class A Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Increase in number of shares (in shares) | $ 9,000 | ||||||
Class A Common Stock | 2010 non-plan stock option agreement options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share price (in dollars per share) | $ 13.17 |
Equity-based Compensation - Opt
Equity-based Compensation - Option Pricing Model (Details) - Options | 12 Months Ended |
Sep. 30, 2018$ / shares | |
2017 Non-Plan Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free rate | 2.04% |
Expected term (in years) | 5 years |
Expected volatility | 50.00% |
Expected dividend yield | 0.00% |
Value of underlying stock (in dollars per share) | $ 5.56 |
2016 Equity Incentive Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free rate | 1.31% |
Expected term (in years) | 6 years |
Expected volatility | 50.00% |
Expected dividend yield | 0.00% |
Value of underlying stock (in dollars per share) | $ 4.97 |
Equity-based Compensation - Sch
Equity-based Compensation - Schedule of Equity Instruments Other than Options (Details) - 2016 Equity Incentive Plan - shares | Aug. 22, 2016 | Sep. 30, 2018 | Sep. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning balance (in shares) | 0 | 189,000 | |
Granted (in shares) | 252,000 | 0 | 0 |
Vested (in shares) | 0 | (189,000) | |
Forfeited (in shares) | 0 | 0 | |
Ending balance (in shares) | 0 | 0 |
Equity-based Compensation - S_2
Equity-based Compensation - Schedule of Stock Options (Details) - 2016 Equity Incentive Plan - shares | Aug. 22, 2016 | Sep. 30, 2018 | Sep. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Beginning balance (in shares) | 0 | 189,050 | |
Granted (in shares) | 252,000 | 0 | 0 |
Exercised (in shares) | 189,050 | ||
Forfeited or expired (in shares) | 0 | ||
Ending balance (in shares) | 0 | 0 |
Provision for Income Taxes - Sc
Provision for Income Taxes - Schedule of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Current | ||
U.S. Federal | $ 9,380 | $ 11,977 |
State | 1,626 | 1,900 |
Total current | 11,006 | 13,877 |
Deferred | ||
U.S. Federal | (1,003) | 711 |
State | 522 | 154 |
Total deferred | (481) | 865 |
Provision for income taxes | $ 10,525 | $ 14,742 |
Provision for Income Taxes - _2
Provision for Income Taxes - Schedule of Deferred Tax Asset and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Deferred tax assets | ||
Allowance for bad debt | $ 444 | $ 936 |
Amortization of finite-lived intangible assets | 499 | 751 |
State net operating loss | 1,695 | 1,928 |
Employee benefits | 0 | 243 |
Accrued insurance claims | 1,202 | 1,417 |
Other | 0 | 506 |
Total deferred tax assets, net | 3,840 | 5,781 |
Deferred tax liabilities | ||
Amortization of goodwill | (3,925) | (5,022) |
Property, plant and equipment | (7,162) | (8,550) |
Other | (63) | 0 |
Total deferred tax liabilities, net | 11,150 | 13,572 |
Net deferred tax assets (liabilities) | $ (7,310) | $ (7,791) |
Provision for Income Taxes - Ad
Provision for Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Contingency [Line Items] | ||
Deferred tax assets, gross | $ 3,840,000 | $ 5,781,000 |
Fuel tax credits | 300,000 | 300,000 |
Goodwill expected to be deductible to tax purposes | 14,900,000 | 15,300,000 |
Income tax benefit related to tax act | 4,600,000 | |
Permanent tax benefit | 2,282,000 | 686,000 |
Amount resulting from deduction fair market value of options over exercise price | 1,400,000 | |
Unrecognized tax benefits | 0 | 0 |
State | ||
Income Tax Contingency [Line Items] | ||
Operating loss carryforwards | $ 38,300,000 | $ 52,500,000 |
Provision for Income Taxes - _3
Provision for Income Taxes - Schedule of Reconciliation of Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Income Tax Disclosure [Abstract] | ||
Asset: Deferred income taxes, net | $ 1,580 | $ 1,876 |
Liability: Deferred income taxes, net | (8,890) | (9,667) |
Net deferred tax assets (liabilities) | $ 7,310 | $ 7,791 |
Provision for Income Taxes - _4
Provision for Income Taxes - Schedule of Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||
Provision for income tax at federal statutory rate | $ 15,023 | $ 14,260 |
State income taxes | 1,622 | 1,268 |
Change in deferred federal income taxes due to Tax Act | (4,552) | 0 |
Permanent differences | (2,282) | (686) |
Other | 714 | (100) |
Provision for income taxes | $ 10,525 | $ 14,742 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Retirement Benefits [Abstract] | ||
Defined contribution costs | $ 2.3 | $ 1.8 |
Related Parties - Additional In
Related Parties - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | |
SunTx Capital Partners [Member] | Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Payment to related party | $ 250 | $ 250 | $ 250 | $ 250 | |
Consideration Note Receivable | |||||
Related Party Transaction [Line Items] | |||||
Note receivable as consideration for sale of the wholly-owned subsidiary | $ 800 | 800 | 1,000 | ||
Accounts Payable Note Receivable | |||||
Related Party Transaction [Line Items] | |||||
Note receivable as consideration for sale of the wholly-owned subsidiary | 900 | $ 900 | $ 900 | ||
H&A Properties LLC | Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Purchases from related party | $ 500 |
Related Parties - Schedule Of R
Related Parties - Schedule Of Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Disposed entity | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | $ 0 | $ 0 |
Austin Trucking | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (13) | (11.8) |
Construction Services | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | 1.8 | 6.3 |
Deep South Adventures, LLC | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | 0 | (0.3) |
Island Pond | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (0.3) | (0.3) |
Vehicle Rentals | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (1.2) | (1.2) |
Consulting Services | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (0.3) | (0.2) |
Legal Services | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (0.1) | (0.3) |
H&K | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (0.1) | (0.1) |
H&A | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (0.1) | (0.1) |
Subcontracting Services | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (0.2) | 0 |
SunTx | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | (1.5) | (1.3) |
Affiliated Entity | Purchaser of subsidiary | ||
Related Party Transaction [Line Items] | ||
Revenue Earned (Expense Incurred) | 0 | 0 |
Accounts Receivable (Payable) | 0.9 | 0 |
Affiliated Entity | Disposed entity | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0.8 | 0 |
Affiliated Entity | Austin Trucking | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | (0.8) | (1) |
Affiliated Entity | Construction Services | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 2.9 | 5.3 |
Affiliated Entity | Deep South Adventures, LLC | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | Island Pond | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | Vehicle Rentals | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | Consulting Services | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | Legal Services | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | H&K | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | H&A | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | 0 | 0 |
Affiliated Entity | Subcontracting Services | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | (0.1) | 0 |
Affiliated Entity | SunTx | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable (Payable) | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating lease expense | $ 11,200,000 | $ 9,100,000 | |
Debt Instrument [Line Items] | |||
Due to related parties in 2019 | 9,007,000 | ||
Due to related parties in 2020 | 6,192,000 | ||
Affiliated Entity | |||
Debt Instrument [Line Items] | |||
Due to related parties in 2019 | 200,000 | ||
Due to related parties in 2020 | 100,000 | ||
Compass Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Assumed debt | $ 30,000,000 | ||
Letters of credit outstanding | $ 11,800,000 | $ 8,700,000 |
Commitments and Contingencies_3
Commitments and Contingencies - Future Minimum Rental Payments (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,019 | $ 9,007 |
2,020 | 6,192 |
2,021 | 2,820 |
2,022 | 922 |
2,023 | 208 |
Thereafter | 188 |
Total | $ 19,337 |
Joint Venture (Detail)
Joint Venture (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Nov. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Partnership interest | 50.00% | 50.00% | |
Investment in joint venture | $ 400 | $ 0 | |
Earnings from investment in joint venture | $ 1,259 | $ 0 |
Settlement Agreement (Detail)
Settlement Agreement (Detail) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Apr. 19, 2018USD ($)installment | |
Loss Contingencies [Line Items] | |||
Settlement income | $ 14,803 | $ 0 | |
Other current assets | 14,137 | 4,520 | |
Other assets | 10,270 | $ 2,483 | |
Settlement Agreement | |||
Loss Contingencies [Line Items] | |||
Aggregate net payments to be received | $ 15,700 | ||
Number of equal installments payable | installment | 4 | ||
Settlement income | 14,800 | ||
Other current assets | 7,900 | ||
Other assets | $ 7,200 |
Condensed Financial Statement_3
Condensed Financial Statements of Registrant - Balance Sheet (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2018 | May 24, 2018 | May 08, 2018 | Apr. 23, 2018 | Sep. 30, 2017 | Sep. 30, 2016 |
ASSETS | ||||||
Cash and cash equivalents | $ 99,137 | $ 27,547 | ||||
Investment in subsidiaries | 1,659 | 0 | ||||
Total current assets | 267,455 | 175,130 | ||||
Property, plant and equipment | 178,692 | 115,911 | ||||
Total assets | 496,310 | 328,550 | ||||
Current liabilities: | ||||||
Treasury stock purchase obligation | 569 | 2,569 | ||||
Total current liabilities | 134,541 | 114,546 | ||||
Long-term liabilities: | ||||||
Treasury stock purchase obligation | 0 | 569 | ||||
Total long-term liabilities | 62,300 | 61,823 | ||||
Total liabilities | 196,841 | 176,369 | ||||
Stockholders’ Equity | ||||||
Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2018 and 1,000,000 shares authorized at September 30, 2017 and no shares issued and outstanding | 0 | 0 | ||||
Common stock, value | 0 | 45 | ||||
Additional paid-in capital | 242,493 | 142,385 | ||||
Treasury stock, at cost | (15,603) | (11,983) | ||||
Retained earnings | 72,525 | 21,734 | ||||
Total stockholders’ equity | 299,469 | 152,181 | $ 156,283 | |||
Total liabilities and stockholders’ equity | $ 496,310 | $ 328,550 | ||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Preferred stock, shares authorized (in shares) | 10,000,000 | 1,000,000 | ||||
Preferred stock, shares issued (in shares) | 0 | 0 | ||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||
Common stock, shares authorized (in shares) | 0 | 126,000,000 | ||||
Common stock, shares issued (in shares) | 0 | 44,987,575 | ||||
Common stock, shares outstanding (in shares) | 0 | 41,691,541 | ||||
Class A Common Stock | ||||||
Stockholders’ Equity | ||||||
Common stock, value | $ 12 | $ 0 | ||||
Total stockholders’ equity | $ 12 | $ 0 | 0 | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | 0 | |||
Common stock, shares issued (in shares) | 11,950,000 | 0 | ||||
Common stock, shares outstanding (in shares) | 11,950,000 | 0 | ||||
Class B Common Stock | ||||||
Stockholders’ Equity | ||||||
Common stock, value | $ 42 | $ 0 | ||||
Total stockholders’ equity | $ 42 | $ 0 | $ 0 | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 0 | |||
Common stock, shares issued (in shares) | 42,387,571 | 42,387,571 | 42,737,571 | 0 | ||
Common stock, shares outstanding (in shares) | 39,464,619 | 39,217,537 | 39,567,537 | 0 | ||
Construction Partners Inc | ||||||
ASSETS | ||||||
Cash and cash equivalents | $ 53,352 | $ 1,330 | ||||
Investment in subsidiaries | 247,944 | 162,274 | ||||
Due from subsidiaries | 545 | 0 | ||||
Other assets | 1,226 | 2,196 | ||||
Total current assets | 303,067 | 165,800 | ||||
Property, plant and equipment | 131 | 0 | ||||
Total assets | 303,198 | 165,800 | ||||
Current liabilities: | ||||||
Treasury stock purchase obligation | 569 | 2,569 | ||||
Due to subsidiaries | 800 | 6,449 | ||||
Other current liabilities | 187 | 1,062 | ||||
Total current liabilities | 1,556 | 10,080 | ||||
Long-term liabilities: | ||||||
Due to subsidiaries | 2,177 | 2,971 | ||||
Treasury stock purchase obligation | 0 | 569 | ||||
Total long-term liabilities | 2,177 | 3,540 | ||||
Total liabilities | 3,733 | 13,620 | ||||
Stockholders’ Equity | ||||||
Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2018 and 1,000,000 shares authorized at September 30, 2017 and no shares issued and outstanding | 0 | 0 | ||||
Common stock, value | 0 | 45 | ||||
Additional paid-in capital | 242,489 | 142,385 | ||||
Treasury stock, at cost | (15,603) | (11,983) | ||||
Retained earnings | 72,525 | 21,733 | ||||
Total stockholders’ equity | 299,465 | 152,180 | ||||
Total liabilities and stockholders’ equity | $ 303,198 | $ 165,800 | ||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Preferred stock, shares authorized (in shares) | 10,000,000 | 1,000,000 | ||||
Preferred stock, shares issued (in shares) | 0 | 0 | ||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Common stock, shares authorized (in shares) | 0 | 126,000,000 | ||||
Common stock, shares issued (in shares) | 0 | 44,987,575 | ||||
Common stock, shares outstanding (in shares) | 0 | 41,691,541 | ||||
Construction Partners Inc | Class A Common Stock | ||||||
Stockholders’ Equity | ||||||
Common stock, value | $ 12 | $ 0 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Common stock, shares authorized (in shares) | 400,000,000 | 0 | ||||
Common stock, shares issued (in shares) | 11,950,000 | 0 | ||||
Common stock, shares outstanding (in shares) | 11,950,000 | 0 | ||||
Construction Partners Inc | Class B Common Stock | ||||||
Stockholders’ Equity | ||||||
Common stock, value | $ 42 | $ 0 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Common stock, shares authorized (in shares) | 100,000,000 | 0 | ||||
Common stock, shares issued (in shares) | 42,387,571 | 0 | ||||
Common stock, shares outstanding (in shares) | 39,464,619 | 0 |
Condensed Financial Statement_4
Condensed Financial Statements of Registrant - Income Statement (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Financial Statements, Captions [Line Items] | ||
Equity in net income of subsidiaries | $ 1,259 | $ 0 |
General and administrative expenses | (55,303) | (47,867) |
Loss on extinguishment of debt | 0 | (1,638) |
Interest expense, net | (1,270) | (3,960) |
Income before provision for income taxes and earnings from investment in joint venture | 60,057 | 40,782 |
Income tax benefit | (10,525) | (14,742) |
Net income | $ 50,791 | $ 26,040 |
Net income per share attributable to common stockholders: | ||
Basic (in dollars per share) | $ 1.11 | $ 0.63 |
Diluted (in dollars per share) | $ 1.11 | $ 0.63 |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 45,605,845 | 41,550,293 |
Diluted (in shares) | 45,919,648 | 41,550,293 |
Construction Partners Inc | ||
Condensed Financial Statements, Captions [Line Items] | ||
Equity in net income of subsidiaries | $ 51,515 | $ 28,312 |
Equity-based compensation expense | (975) | (513) |
General and administrative expenses | (1,542) | (388) |
Loss on extinguishment of debt | 0 | (714) |
Interest expense, net | 72 | (1,338) |
Income before provision for income taxes and earnings from investment in joint venture | 49,070 | 25,359 |
Income tax benefit | 1,721 | 681 |
Net income | $ 50,791 | $ 26,040 |
Net income per share attributable to common stockholders: | ||
Basic (in dollars per share) | $ 1.11 | $ 630 |
Diluted (in dollars per share) | $ 1.11 | $ 630 |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 41,550,293,000 | |
Diluted (in shares) | 45,919,648 | 41,550,293,000 |
Condensed Financial Statement_5
Condensed Financial Statements of Registrant - Cash Flow Statement (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 50,791 | $ 26,040 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Amortization of deferred debt issuance costs | 94 | 660 |
Loss on extinguishment of debt | 0 | 1,638 |
Deferred income taxes | (481) | 865 |
Equity-based compensation expense | 975 | 513 |
Equity in net income of subsidiaries | (1,259) | 0 |
Changes in operating assets and liabilities: | ||
Other current assets | (8,886) | (2,178) |
Net cash provided by operating activities, net of acquisition | 66,121 | 46,927 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (42,804) | (24,399) |
Net cash used in investing activities | (89,592) | (30,686) |
Cash flows from financing activities: | ||
Repayments of long-term debt | (12,361) | (60,640) |
Payment of treasury stock purchase obligation | (2,569) | (3,000) |
Proceeds from initial public offering of Class A common stock, net of offering costs | 98,009 | 0 |
Proceeds from sale of treasury stock | 5 | 638 |
Common stock dividend paid | 0 | (31,293) |
Net cash provided by (used in) financing activities | 95,061 | (39,779) |
Net change in cash and cash equivalents | 71,590 | (23,538) |
Cash and cash equivalents: | ||
Beginning of Period | 27,547 | 51,085 |
End of Period | 99,137 | 27,547 |
Construction Partners Inc | ||
Cash flows from operating activities: | ||
Net income | 50,791 | 26,040 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Amortization of deferred debt issuance costs | 6 | 216 |
Loss on extinguishment of debt | 0 | 714 |
Deferred income taxes | 0 | 350 |
Equity-based compensation expense | 975 | 513 |
Equity in net income of subsidiaries | (51,515) | (28,312) |
Changes in operating assets and liabilities: | ||
Other current liabilities | 0 | 1,061 |
Other current assets | 969 | (1,603) |
Other liabilities | (3,369) | 0 |
Net cash provided by operating activities, net of acquisition | (2,143) | (1,021) |
Cash flows from investing activities: | ||
Return of investments in subsidiaries | 0 | 27,000 |
Purchases of property, plant and equipment | (131) | 0 |
Investment in subsidiary | (34,155) | 0 |
Net cash used in investing activities | (34,286) | 27,000 |
Cash flows from financing activities: | ||
Change in amounts due to (from) subsidiaries, net | (6,994) | 20,305 |
Repayments of long-term debt | 0 | (12,500) |
Payment of treasury stock purchase obligation | (2,569) | (3,000) |
Proceeds from initial public offering of Class A common stock, net of offering costs | 98,009 | 0 |
Proceeds from sale of treasury stock | 5 | 638 |
Common stock dividend paid | 0 | (31,293) |
Net cash provided by (used in) financing activities | 88,451 | (25,850) |
Net change in cash and cash equivalents | 52,022 | 129 |
Cash and cash equivalents: | ||
Beginning of Period | 1,330 | 1,201 |
End of Period | $ 53,352 | $ 1,330 |