Cover Page and DEI
Cover Page and DEI - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2021 | Jan. 14, 2022 | Jun. 30, 2021 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 1-38494 | ||
Entity Registrant Name | Arcosa, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 82-5339416 | ||
Entity Address, Address Line One | 500 N. Akard Street, Suite 400 | ||
Entity Address, City or Town | Dallas, | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75201 | ||
City Area Code | 972 | ||
Local Phone Number | 942-6500 | ||
Title of 12(b) Security | Common Stock ($0.01 par value) | ||
Trading Symbol | ACA | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2.8 | ||
Entity Common Stock, Shares Outstanding | 48,312,554 | ||
Documents Incorporated by Reference | The information required by Part III of this report, to the extent not set forth herein, is incorporated by reference from the registrant's definitive 2022 Proxy | ||
Entity Central Index Key | 0001739445 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Name | ERNST & YOUNG LLP |
Auditor Firm ID | 42 |
Auditor Location | Dallas, Texas |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Revenues | $ 2,036.4 | $ 1,935.6 | $ 1,736.9 |
Operating costs: | |||
Cost of revenues | 1,670.2 | 1,553.6 | 1,404.5 |
Selling, general, and administrative expenses | 256 | 223.1 | 179.5 |
Impairment charge | 2.9 | 7.1 | 0 |
Total operating costs | 1,929.1 | 1,783.8 | 1,584 |
Total operating profit | 107.3 | 151.8 | 152.9 |
Interest expense | 23.4 | 10.6 | 6.8 |
Other, net (income) expense | 0.3 | 3 | (0.7) |
Nonoperating (income) expense | 23.7 | 13.6 | 6.1 |
Income before income taxes | 83.6 | 138.2 | 146.8 |
Provision for income taxes: | |||
Current | 2.1 | 22 | 16.2 |
Deferred | 11.9 | 9.6 | 17.3 |
Total provision for income taxes | 14 | 31.6 | 33.5 |
Net income | $ 69.6 | $ 106.6 | $ 113.3 |
Net income per common share: | |||
Basic (in dollars per share) | $ 1.44 | $ 2.20 | $ 2.34 |
Diluted (in dollars per share) | $ 1.42 | $ 2.18 | $ 2.32 |
Weighted average number of shares outstanding: | |||
Basic (in shares) | 48.1 | 48 | 47.9 |
Diluted (in shares) | 48.6 | 48.5 | 48.4 |
Dividends declared per common share | $ 0.20 | $ 0.20 | $ 0.20 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 69.6 | $ 106.6 | $ 113.3 |
Derivative financial instruments: | |||
Unrealized gains (losses) arising during the period, net of tax expense (benefit) | 1.1 | (3.7) | (2.8) |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 1.4 | 1.6 | 0.3 |
Currency translation adjustment: | |||
Unrealized gains (losses) arising during the period, net of tax expense (benefit) | 0.3 | (0.3) | 0.5 |
Other comprehensive income (loss) | 2.8 | (2.4) | (2) |
Comprehensive income | $ 72.4 | $ 104.2 | $ 111.3 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax | $ 0.3 | $ (1) | $ (0.7) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax | (0.4) | (0.4) | (0.1) |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | $ 0 | $ (0.1) | $ 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 72.9 | $ 95.8 |
Receivables, net of allowance | 310.8 | 260.2 |
Inventories: | ||
Raw materials and supplies | 150.8 | 114.6 |
Work in process | 53.6 | 44.4 |
Finished goods | 120.1 | 117.8 |
Total inventory | 324.5 | 276.8 |
Other | 59.7 | 32.1 |
Total current assets | 767.9 | 664.9 |
Property, plant, and equipment, net | 1,201.9 | 913.3 |
Goodwill | 934.9 | 794 |
Intangibles, net | 220.3 | 212.9 |
Deferred income taxes | 13.2 | 15.4 |
Other assets | 49.9 | 46.2 |
Assets | 3,188.1 | 2,646.7 |
Current liabilities: | ||
Accounts payable | 184.7 | 144.1 |
Accrued liabilities | 145.9 | 115.2 |
Advance billings | 18.6 | 44.7 |
Current portion of long-term debt | 14.8 | 6.3 |
Total current liabilities | 364 | 310.3 |
Debt | 664.7 | 248.2 |
Deferred income taxes | 134 | 112.7 |
Other liabilities | 72.1 | 83.3 |
Total liabilities | 1,234.8 | 754.5 |
Stockholders’ equity: | ||
Common stock | 0.5 | 0.5 |
Capital in excess of par value | 1,692.6 | 1,694.1 |
Retained earnings | 279.5 | 219.7 |
Accumulated other comprehensive loss | (19.3) | (22.1) |
Treasury stock | 0 | 0 |
Total stockholders' equity | 1,953.3 | 1,892.2 |
Total liabilities and stockholders' equity | $ 3,188.1 | $ 2,646.7 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 4.2 | $ 3.4 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares, outstanding | 48,300,000 | 48,200,000 |
Common stock, shares, issued | 48,300,000 | 48,200,000 |
Treasury stock, shares | 0 | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating activities: | |||
Net income | $ 69.6 | $ 106.6 | $ 113.3 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, depletion, and amortization | 144.3 | 114.5 | 85.8 |
Impairment charge | 2.9 | 7.1 | 0 |
Stock-based compensation expense | 18 | 20 | 14.6 |
Provision for deferred income taxes | 11.9 | 9.6 | 17.3 |
Gains on disposition of property and other assets | (10.3) | (6.4) | (4) |
(Increase) decrease in other assets | 5.2 | (7.6) | (0.9) |
Increase (decrease) in other liabilities | (22.6) | 11.5 | 4.2 |
Other | (2.2) | 0.8 | (4.1) |
Changes in current assets and liabilities: | |||
(Increase) decrease in receivables | (25.9) | (13.5) | 99 |
(Increase) decrease in inventories | (24.6) | 32.6 | (22.7) |
(Increase) decrease in other current assets | (13.3) | 1.9 | (11.6) |
Increase (decrease) in accounts payable | 34.7 | 43.5 | 3.5 |
Increase (decrease) in advance billings | (26.1) | (31.6) | 49.3 |
Increase (decrease) in accrued liabilities | 4.9 | (29.1) | 15.1 |
Net cash provided by operating activities | 166.5 | 259.9 | 358.8 |
Investing activities: | |||
Proceeds from disposition of property and other assets | 20 | 9.6 | 8.9 |
Capital expenditures | (85.1) | (82.1) | (85.4) |
Acquisitions, net of cash acquired | (523.4) | (455.7) | (32.9) |
Proceeds from divestitures | 18.2 | 0 | 0 |
Net cash required by investing activities | (570.3) | (528.2) | (109.4) |
Financing activities: | |||
Payments to retire debt | (83.2) | (104.9) | (81.2) |
Proceeds from issuance of debt | 500 | 251.4 | 0 |
Shares repurchased | (9.4) | (8) | (11) |
Dividends paid to common shareholders | (9.8) | (9.8) | (9.9) |
Purchase of shares to satisfy employee tax on vested stock | (10.1) | (3.8) | (4.4) |
Debt issuance costs | (6.6) | (1.2) | 0 |
Other | 0 | 0 | (1.9) |
Net cash provided by (required by) financing activities | 380.9 | 123.7 | (108.4) |
Net increase (decrease) in cash and cash equivalents | (22.9) | (144.6) | 141 |
Cash and cash equivalents at beginning of period | 95.8 | 240.4 | 99.4 |
Cash and cash equivalents at end of period | $ 72.9 | $ 95.8 | $ 240.4 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Cash Flows [Abstract] | |||
Income tax payments | $ 2.9 | $ 36.9 | $ 18.8 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning balance at Dec. 31, 2018 | $ 1,684.5 | $ 0.5 | $ 1,685.7 | $ 19.5 | $ (17.7) | $ (3.5) |
Beginning balance, shares at Dec. 31, 2018 | 48,800,000 | 100,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 113.3 | 113.3 | ||||
Other comprehensive income (loss) | (2) | (2) | ||||
Cash dividends on common stock | (9.9) | (9.9) | ||||
Restricted shares, net, value | 10.3 | 16 | $ (5.7) | |||
Restricted shares, net, shares | 200,000 | 200,000 | ||||
Shares repurchased, value | (11) | $ (11) | ||||
Shares repurchased, shares | (400,000) | |||||
Retirement of treasury stock, value | 0 | (20.2) | $ (20.2) | |||
Retirement of treasury stock, shares | (700,000) | (700,000) | ||||
Other | 5.2 | 5.2 | ||||
Ending balance at Dec. 31, 2019 | 1,790.4 | $ 0.5 | 1,686.7 | 122.9 | (19.7) | $ 0 |
Ending balance, shares at Dec. 31, 2019 | 48,300,000 | 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 106.6 | 106.6 | ||||
Other comprehensive income (loss) | (2.4) | (2.4) | ||||
Cash dividends on common stock | (9.8) | (9.8) | ||||
Restricted shares, net, value | 16.2 | 23.3 | $ (7.1) | |||
Restricted shares, net, shares | 300,000 | 200,000 | ||||
Shares repurchased, value | $ (8) | $ (8) | ||||
Shares repurchased, shares | (184,772) | (200,000) | ||||
Retirement of treasury stock, value | $ 0 | (15.1) | $ (15.1) | |||
Retirement of treasury stock, shares | (400,000) | (400,000) | ||||
Other | (0.8) | (0.8) | ||||
Ending balance at Dec. 31, 2020 | $ 1,892.2 | $ 0.5 | 1,694.1 | 219.7 | (22.1) | $ 0 |
Ending balance, shares at Dec. 31, 2020 | 48,200,000 | 0 | ||||
Statement of Stockholders' Equity [Abstract] | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | $ 69.6 | 69.6 | ||||
Other comprehensive income (loss) | 2.8 | 2.8 | ||||
Cash dividends on common stock | (9.8) | (9.8) | ||||
Restricted shares, net, value | 7.9 | 20.8 | $ (12.9) | |||
Restricted shares, net, shares | 500,000 | 200,000 | ||||
Shares repurchased, value | $ (9.4) | $ (9.4) | ||||
Shares repurchased, shares | (170,168) | (200,000) | ||||
Retirement of treasury stock, value | $ 0 | (22.3) | $ (22.3) | |||
Retirement of treasury stock, shares | (400,000) | (400,000) | ||||
Ending balance at Dec. 31, 2021 | $ 1,953.3 | $ 0.5 | $ 1,692.6 | $ 279.5 | $ (19.3) | $ 0 |
Ending balance, shares at Dec. 31, 2021 | 48,300,000 | 0 | ||||
Statement of Stockholders' Equity [Abstract] | ||||||
Common stock, par value (in dollars per share) | $ 0.01 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Overview and Summary of Significant Accounting Policies Basis of Presentation Arcosa, Inc. and its consolidated subsidiaries (“Arcosa,” the “Company,” “we,” or “our”), headquartered in Dallas, Texas, is a provider of infrastructure-related products and solutions with leading brands serving construction, engineered structures, and transportation markets in North America. Arcosa is a Delaware corporation and was incorporated in 2018 in connection with the separation (the “Separation”) of Arcosa from Trinity Industries, Inc. (“Trinity” or “Former Parent”) on November 1, 2018 as an independent, publicly-traded company, listed on the New York Stock Exchange. The accompanying Consolidated Financial Statements present our historical financial position, results of operations, comprehensive income/loss, and cash flows in accordance with accounting principles generally accepted in the U.S. (“GAAP”). All significant intercompany accounts and transactions have been eliminated. Stockholders' Equity In December 2020, the Company’s Board of Directors (the “Board”) authorized a new $50 million share repurchase program effective January 1, 2021 through December 31, 2022 to replace a program of the same amount that expired on December 31, 2020. The Company repurchased 170,168 shares at a cost of $9.4 million during the year ended December 31, 2021. As of December 31, 2021, the Company has a remaining authorization of $40.6 million under the program. Under the previous program, the Company repurchased 184,772 shares at a cost of $8.0 million during the year ended December 31, 2020. Revenue Recognition Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The following is a description of principal activities from which the Company generates its revenue, separated by reportable segments. Payments for our products and services are generally due within normal commercial terms. For a further discussion regarding the Company’s reportable segments, see Note 4 Segment Information. Construction Products The Construction Products segment recognizes substantially all revenue when the customer has accepted the product and legal title of the product has passed to the customer. Engineered Structures Within the Engineered Structures segment, revenue is recognized for our wind tower, certain utility structure, and certain storage tank product lines over time as the products are manufactured using an input approach based on the costs incurred relative to the total estimated costs of production. We recognize revenue over time for these products as they are highly customized to the needs of an individual customer resulting in no alternative use to the Company if not purchased by the customer after the contract is executed, and we have the right to bill the customer for our work performed to date plus at least a reasonable profit margin for work performed. As of December 31, 2021 and 2020, we had a contract asset of $54.2 million and $82.8 million, respectively, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The decrease in the contract asset in 2021 is attributed to large deliveries of finished structures to customers in the first quarter. For all other products, revenue is recognized when the customer has accepted the product and legal title of the product has passed to the customer. Transportation Products The Transportation Products segment recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer. Unsatisfied Performance Obligations The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of December 31, 2021 and the percentage of the outstanding performance obligations as of December 31, 2021 expected to be delivered during 2022: Unsatisfied performance obligations at December 31, 2021 Total Percent expected to be delivered in 2022 (in millions) Engineered Structures: Utility, wind, and related structures $ 437.5 90 % Storage tanks $ 22.0 100 % Transportation Products: Inland barges $ 92.7 100 % Substantially all of the remaining unsatisfied performance obligations for utility, wind, and related structures are expected to be delivered during 2023. Income Taxes The liability method is used to account for income taxes. Deferred income taxes represent the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Valuation allowances reduce deferred tax assets to an amount that will more likely than not be realized. The Company regularly evaluates the likelihood of realization of tax benefits derived from positions it has taken in various federal and state filings after consideration of all relevant facts, circumstances, and available information. For those tax positions that are deemed more likely than not to be sustained, the Company recognizes the benefit it believes is cumulatively greater than 50% likely to be realized. To the extent the Company were to prevail in matters for which accruals have been established or be required to pay amounts in excess of recorded reserves, the effective tax rate in a given financial statement period could be materially impacted. Financial Instruments The Company considers all highly liquid debt instruments to be cash and cash equivalents if purchased with a maturity of three months or less. Financial instruments that potentially subject the Company to a concentration of credit risk are primarily cash investments and receivables. The Company places its cash investments in bank deposits and highly rated money market funds, and its investment policy limits the amount of credit exposure to any one commercial issuer. We seek to limit concentrations of credit risk with respect to receivables with control procedures that monitor the credit worthiness of customers, together with the large number of customers in the Company's customer base and their dispersion across different industries and geographic areas. As receivables are generally unsecured, the Company maintains an allowance for doubtful accounts based upon the expected credit losses. Receivable balances determined to be uncollectible are charged against the allowance. To accelerate the conversion to cash, the Company may sell a portion of its trade receivables to a third party. The Company has no continuing involvement or recourse related to these receivables once they are sold, and the impact of these transactions in the Company's Consolidated Statements of Operations for the years ended December 31, 2021, 2020, and 2019 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values. Inventories Inventories are valued at the lower of cost or net realizable value. Cost is determined principally on the first in first out method. The value of inventory is adjusted for damaged, obsolete, excess, or slow-moving inventory. Work in process and finished goods include material, labor, and overhead. Property, Plant, and Equipment Property, plant, and equipment are stated at cost and depreciated or depleted over their estimated useful lives, primarily using the straight-line method. The estimated useful lives are: buildings and improvements - 3 to 30 years; leasehold improvements - the lesser of the term of the lease or 11 years; and machinery and equipment - 2 to 15 years. Depletion of mineral reserves is calculated based on estimated proven and probable reserves using the units-of-production method on a quarry-by-quarry basis. The costs of ordinary maintenance and repair are charged to operating costs as incurred. Goodwill and Intangible Assets Goodwill is required to be tested for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The quantitative goodwill impairment test is assessed at the “reporting unit” level by comparing the reporting unit's estimated fair value with the carrying amount of its net assets. If the carrying value of the reporting unit exceeds its fair value, an impairment loss is recognized. The goodwill impairment is measured as the excess of the reporting unit's carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit. The estimates and judgments that most significantly affect the fair value calculations are assumptions, consisting of level three inputs, related to revenue and operating profit growth, discount rates, and exit multiples. As of December 31, 2021 and 2020, the Company's annual impairment test of goodwill was completed at the reporting unit level and no impairment charges were determined to be necessary. Intangible assets are recorded at fair value, using level three inputs, on the date of acquisition and evaluated to determine their estimated useful life. These assets primarily consist of customer relationships and permits and are amortized using the straight-line method. The estimated useful lives for definite-lived intangible assets are: customer relationships - 2 to 22 years; permits - 10 to 29 years; and other - 1 to 10 years. Indefinite-lived intangible assets primarily relate to an acquired trademark. These assets are not amortized but are evaluated for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The impairment test compares the fair value of each asset to its carrying value using a relief from royalty method. As of December 31, 2021 and 2020, the Company's annual impairment test was completed and no impairment charges were determined to be necessary. Long-lived Assets The Company evaluates the carrying value of long-lived assets to be held and used, including property, plant, and equipment and definite-lived intangibles, for potential impairment when events or changes in circumstances indicate the carrying amount may not be recoverable. The carrying value of long-lived assets to be held and used is considered impaired only when the carrying value is not recoverable through undiscounted future cash flows and the fair value of the assets is less than their carrying value. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risks involved or market quotes as available. Impairment losses on long-lived assets held for sale are determined in a similar manner, except that fair values are reduced by the estimated cost to dispose of the assets. The Company recorded impairment charges of $2.9 million during the year ended December 31, 2021 related to assets that were classified as held for sale as of December 31, 2021. Impairment charges of $7.1 million were recognized during the year ended December 31, 2020 related to assets that were disposed of during the year. No impairment charges were recognized during the year ended December 31, 2019. Workers ’ Compensation The Company is effectively self-insured for workers ’ compensation claims. A third-party administrator is used to process claims. We accrue our workers' compensation liability based upon independent actuarial studies. Warranties The Company provides various express, limited product warranties that generally range from 1 to 5 years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical, accepted claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. The Company provides for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assesses the adequacy of the resulting reserves on a quarterly basis. As of December 31, 2021 and 2020, the Company's accrual for warranty costs was $6.3 million and $3.1 million, respectively, which is included in accrued liabilities within the Consolidated Balance Sheets. Derivative Instruments The Company may, from time to time, use derivative instruments to mitigate the impact of changes in interest rates, commodity prices, or changes in foreign currency exchange rates. For derivative instruments designated as hedges, the Company formally documents the relationship between the derivative instrument and the hedged item, as well as the risk management objective and strategy for the use of the derivative instrument. This documentation includes linking the derivative to specific assets or liabilities on the balance sheet, commitments, or forecasted transactions. At the time a derivative instrument is entered into, and at least quarterly thereafter, the Company assesses whether the derivative instrument is effective in offsetting the changes in fair value or cash flows of the hedged item. Any change in the fair value of the hedged instrument is recorded in accumulated other comprehensive loss (“AOCL”) as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. The Company monitors its derivative positions and the credit ratings of its counterparties and does not anticipate losses due to counterparties' non-performance. Foreign Currency Translation Certain operations outside the U.S. prepare financial statements in currencies other than the U.S. dollar. The income statement amounts are translated at average exchange rates for the year, while the assets and liabilities are translated at year-end exchange rates. Translation adjustments are accumulated as a separate component of stockholders' equity and other comprehensive income. The functional currency of our Mexico operations is considered to be the U.S. dollar. The functional currency of our Canadian operations is considered to be the Canadian dollar. Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of foreign currency translation adjustments and the effective unrealized gains and losses on the Company's derivative financial instruments, the sum of which, along with net income, constitutes comprehensive net income (loss). See Note 12 Accumulated Other Comprehensive Loss. All components are shown net of tax. Recent Accounting Pronouncements Recently adopted accounting pronouncements Effective as of January 1, 2019, the Company adopted Accounting Standards Update No. 2016-02, “Leases”, (“ASU 2016-02”), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The Company elected to use the optional transition method that allows the Company to apply the provisions of the standard at the effective date without adjusting the comparative prior periods. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard which allowed us to carry forward the historical lease classification. The cumulative effect of adopting the standard on the opening balance of retained earnings was not significant. The primary impact of adopting the standard was the recognition of a right-of-use asset and corresponding lease liability for our operating leases included in other assets and other liabilities, respectively, on the Consolidated Balance Sheet. See Note 8 Leases for further discussion. The Company has implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our contracts and enable proper accounting and reporting of financial information upon adoption. Effective as of January 1, 2020, the Company adopted Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses”, (“ASU 2016-13”), which amends the existing accounting guidance for recognizing credit losses on financial assets and certain other instruments not measured at fair value through net income, including financial assets measured at amortized cost, such as trade receivables and contract assets. ASU 2016-13 replaces the existing incurred loss impairment model with an expected credit loss model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of the asset. The adoption of this guidance did not have a material effect on the Company’s Consolidated Financial Statements. Effective as of January 1, 2021, the Company adopted Accounting Standards Updated No. 2019-12, “Simplifying the Accounting for Income Taxes”, (“ASU 2019-12”), which simplifies the accounting for income taxes by removing certain exceptions to the general principles for income taxes. The adoption of the guidance did not have a material effect on the Company's Consolidated Financial Statements. Recently issued accounting pronouncements not adopted as of December 31, 2021 In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2020-04, “Reference Rate Reform”, (“ASU 2020-04”), which provides optional guidance for contract modifications, hedging accounting, and other transactions associated with the transition from reference rates that are expected to be discontinued. ASU 2020-04 is effective for all entities upon issuance through December 31, 2022. We continue to evaluate the impact of adoption, but do not expect the guidance to have a material impact on our Consolidated Financial Statements. In October 2021, the FASB issued Accounting Standards Update No. 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, (“ASU 2021-08”), which requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. ASU 2021-08 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2022, with early adoption permitted. We do not expect this standard to have a material impact on our Consolidated Financial Statements. Management's Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Certain prior year balances have been reclassified in the Consolidated Financial Statements to conform with the 2021 presentation. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures The Company's acquisition and divestiture activities are summarized below: Year Ended December 31, 2021 2020 2019 (in millions) Acquisitions: Purchase price $ 539.2 $ 474.7 $ 39.2 Net cash paid $ 523.4 $ 455.7 $ 32.9 Goodwill recorded $ 149.5 $ 172.1 $ 12.6 2021 Acquisitions Southwest Rock Products, LLC In August 2021, we completed the stock acquisition of Southwest Rock Products, LLC and affiliated entities (collectively “Southwest Rock”), a natural aggregates company serving the greater Phoenix metropolitan area, which is included in our Construction Products segment, for a total purchase price of $149.7 million. The acquisition was funded with cash on hand, $100.0 million of borrowings under our revolving credit facility, and a $15.0 million holdback payable to the seller upon the extension of a certain mineral reserve lease. The acquisition was recorded as a business combination based on a preliminary valuation of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs, defined as unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. The preliminary valuation resulted in the recognition of, among others, $65.4 million of goodwill, $51.6 million of mineral reserves, and $25.5 million of property, plant, and equipment in our Construction Products segment. The remaining assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. We expect to complete our purchase price allocation as soon as reasonably possible, not to exceed one year from the acquisition date. Adjustments to the preliminary purchase price allocation could be material, particularly with respect to our preliminary estimates of mineral reserves and property, plant, and equipment. StonePoint Ultimate Holding, LLC On April 9, 2021, we completed the stock acquisition of StonePoint Ultimate Holding, LLC and affiliated entities (collectively “StonePoint”), a top 25 U.S. construction aggregates company, which is included in our Construction Products segment. The purchase price of $372.8 million was funded with proceeds from a private offering of $400.0 million of 4.375% senior unsecured notes that closed on April 6, 2021. See Note 7 Debt for additional information. Non-recurring transaction and integration costs incurred related to the StonePoint acquisition were approximately $9.7 million during the year ended December 31, 2021. The acquisition was recorded as a business combination based on a preliminary valuation of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. We expect to complete our purchase price allocation as soon as reasonably possible, not to exceed one year from the acquisition date. Adjustments to the preliminary purchase price allocation could be material, particularly with respect to our preliminary estimates of property, plant, and equipment, mineral reserves, and deferred income taxes. The following table represents our preliminary purchase price allocation as of December 31, 2021: (in millions) Cash $ 1.0 Accounts receivable 18.8 Inventories 20.9 Property, plant, and equipment 69.0 Mineral reserves 201.3 Goodwill 81.5 Customer relationships 7.2 Other assets 10.4 Accounts payable (7.4) Accrued liabilities (10.0) Deferred income taxes (10.9) Other liabilities (9.0) Total net assets acquired $ 372.8 The goodwill acquired, none of which is tax-deductible, primarily relates to StonePoint's market position and existing workforce. The customer relationships intangible asset has a useful life of 10 years. Revenues and operating profit (loss) included in the Consolidated Statement of Operations from the date of the acquisition were approximately $123.7 million and $(0.1) million during the year ended December 31, 2021, respectively. The following table represents the unaudited pro-forma consolidated operating results of the Company as if the StonePoint acquisition had been completed on January 1, 2020. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, removes one-time transaction-related costs, and aligns the Company's debt financing with that as of the acquisition date. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2020, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended Year Ended (in millions) Revenues $ 2,082.7 $ 2,080.0 Income before income taxes $ 92.1 $ 138.9 In April 2021, we also completed the acquisition of certain assets and liabilities of a Dallas-Fort Worth, Texas based recycled aggregates business in our Construction Products segment. The purchase price of the acquisition was not significant. 2020 Acquisitions Cherry Industries, Inc. On January 6, 2020, we completed the stock acquisition of Cherry Industries, Inc. and affiliated entities (“Cherry”), a leading producer of natural and recycled aggregates in the Houston, Texas market which is included in our Construction Products segment. The purchase price of $296.8 million was funded with a combination of cash on-hand, advances under a new $150.0 million five-year term loan, and future payments to the seller for a net cash paid of $284.1 million during the year ended December 31, 2020. See Note 7 Debt for additional information on our credit facility. Non-recurring transaction and integration costs incurred related to the Cherry acquisition were approximately $3.0 million during the year ended December 31, 2020 and approximately $0.5 million during the year ended December 31, 2019. The acquisition was recorded as a business combination with valuations of the assets acquired and liabilities at their acquisition date fair value using level three inputs. The following table represents our final purchase price allocation: (in millions) Accounts receivable $ 30.5 Inventories 11.8 Property, plant, and equipment 58.8 Mineral reserves 17.2 Goodwill 133.3 Customer relationships 62.1 Permits 25.4 Other assets 4.3 Accounts payable (7.5) Accrued liabilities (4.9) Deferred income taxes (32.7) Other liabilities (1.5) Total net assets acquired $ 296.8 The goodwill acquired, none of which is tax deductible, primarily relates to Cherry's market position and existing workforce. The customer relationship intangibles and permits were assigned weighted average useful lives of 14.9 years and 19.8 years, respectively. Revenues and operating profit included in the Consolidated Statement of Operations from the date of the acquisition were approximately $173.2 million and $25.2 million, respectively, during the year ended December 31, 2020. The following table represents the unaudited pro-forma consolidated operating results of the Company as if the Cherry acquisition had been completed on January 1, 2019. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, removes one-time transaction-related costs, and aligns the Company's debt financing with that as of the acquisition date. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2019, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended Year Ended (in millions) Revenues $ 1,935.6 $ 1,916.9 Income before income taxes $ 144.5 $ 163.8 Other Acquisitions - 2020 In March 2020, we completed the acquisition of certain assets and liabilities of a traffic structures business in our Engineered Structures segment for a total purchase price of $25.5 million. The acquisition was recorded as a business combination based on a valuation of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $10.0 million of goodwill in our Engineered Structures segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In June 2020, we completed the acquisition of certain assets and liabilities of a concrete poles business in our Engineered Structures segment. The purchase price of the acquisition was not significant. In July 2020, we completed the acquisition of certain assets and liabilities of a telecommunication structures business in our Engineered Structures segment for a total purchase price of $27.8 million. The acquisition was recorded as a business combination based on a valuation of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $8.5 million of goodwill in our Engineered Structures segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In August 2020, we completed the acquisition of certain assets and liabilities of a natural aggregates business in our Construction Products segment for a total purchase price of $25.8 million. The acquisition was recorded as a business combination based on a valuation of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $8.7 million of goodwill in our Construction Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In October 2020, we completed the stock acquisition of Strata Materials, LLC (“Strata”), a leading provider of natural and recycled aggregates in the Dallas-Fort Worth, Texas area, which is included in our Construction Products segment for a total purchase price of $87.0 million. The acquisition was recorded as a business combination based on a valuation of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $51.6 million of permits with an initial weighted average useful life of 22.8 years and $3.8 million of goodwill in our Construction Products segment. The remaining assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In October 2020, we also completed the acquisition of certain assets and liabilities of a traffic structures business in our Engineered Structures segment. The purchase price of the acquisition was not significant. 2019 Acquisitions In June 2019, we completed the acquisition of certain assets and liabilities of an inland barge components business within our Transportation Products segment. We also completed the acquisition of certain assets and liabilities of a natural aggregates business in our Construction Products segment. The total purchase price for the businesses acquired was $27.6 million, a portion of which includes estimated royalties to be paid to the seller of the natural aggregates business over the next 10 years. The acquisitions were recorded as business combinations with the assets acquired and liabilities assumed recorded at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $10.4 million of goodwill in our Transportation Products segment and $1.6 million of goodwill in our Construction Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In August 2019, we completed acquisitions of certain assets and liabilities of two natural aggregates businesses in our Construction Products segment for a total purchase price of $9.4 million. The acquisitions were recorded as business combinations with the assets acquired and liabilities assumed recorded at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $1.1 million of goodwill in our Construction Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. Divestitures In November 2021, we completed the divestiture of certain assets and liabilities of an asphalt operation previously acquired as part of the StonePoint acquisition with a selling price of approximately $19.0 million. The income statement impact of the disposal was not significant as the assets were recorded at fair value as of their acquisition date in April 2021. There were no businesses divested of during the years ended December 31, 2020 or December 31, 2019. |
Fair Value Accounting
Fair Value Accounting | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Accounting | Fair Value Accounting Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement as of December 31, 2021 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ — $ — $ — $ — Total assets $ — $ — $ — $ — Liabilities: Interest rate hedge (1) $ — $ 3.9 $ — $ 3.9 Contingent consideration (2) — — 6.7 6.7 Total liabilities $ — $ 3.9 $ 6.7 $ 10.6 Fair Value Measurement as of December 31, 2020 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 27.1 $ — $ — $ 27.1 Total assets $ 27.1 $ — $ — $ 27.1 Liabilities: Interest rate hedge (1) $ — $ 7.3 $ — $ 7.3 Contingent consideration (2) — — 9.8 9.8 Total liabilities $ — $ 7.3 $ 9.8 $ 17.1 (1) Included in other liabilities on the Consolidated Balance Sheets. (2) Current portion included in accrued liabilities and non-current portion included in other liabilities on the Consolidated Balance Sheets. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to establish a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair values are listed below: Level 1 – This level is defined as quoted prices in active markets for identical assets or liabilities. The Company’s cash equivalents are instruments of the U.S. Treasury or highly rated money market mutual funds. Level 2 – This level is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Interest rate hedges are valued at exit prices obtained from each counterparty. See Note 7 Debt. Level 3 – This level is defined as unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Contingent consideration relates to estimated future payments owed to the sellers of businesses previously acquired. We estimate the fair value of the contingent consideration using a discounted cash flow model. The fair value is sensitive to changes in the forecast of sales and changes in discount rates and is reassessed quarterly based on assumptions used in our latest projections. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company reports operating results in three principal business segments: Construction Products. The Construction Products segment produces and sells construction aggregates, including natural and recycled aggregates and specialty materials, and manufactures and sells trench shields and shoring products and services for infrastructure-related projects. Engineered Structures. The Engineered Structures segment manufactures and sells engineered structures primarily for infrastructure businesses, including utility structures for electricity transmission and distribution, structural wind towers, traffic structures, and telecommunication structures. These products share similar manufacturing competencies and steel sourcing requirements and can be manufactured across our North American footprint. The segment also manufactures storage and distribution tanks. Transportation Products. The Transportation Products segment manufactures and sells products for the inland waterway and rail transportation industries including barges, barge-related products, axles, and couplers. The financial information for these segments is shown in the tables below. We operate principally in North America. Year Ended December 31, 2021 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 711.6 Construction site support 85.2 Construction Products 796.8 $ 83.2 $ 1,741.1 $ 88.7 $ 44.2 Utility, wind, and related structures 717.9 Storage tanks 216.2 Engineered Structures 934.1 88.0 1,077.9 33.1 32.0 Inland barges 215.7 Steel components 89.9 Transportation Products 305.6 6.4 267.6 17.8 8.8 Segment Totals before Eliminations and Corporate 2,036.5 177.6 3,086.6 139.6 85.0 Corporate — (70.3) 101.5 4.7 0.1 Eliminations (0.1) — — — — Consolidated Total $ 2,036.4 $ 107.3 $ 3,188.1 $ 144.3 $ 85.1 Year Ended December 31, 2020 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 529.4 Construction site support 64.2 Construction Products 593.6 $ 74.7 $ 1,207.9 $ 60.1 $ 33.8 Utility, wind, and related structures 695.2 Storage tanks 182.5 Engineered Structures 877.7 80.2 1,028.5 31.5 32.9 Inland barges 378.3 Steel components 88.2 Transportation Products 466.5 54.6 276.1 18.0 13.9 Segment Totals before Eliminations and Corporate 1,937.8 209.5 2,512.5 109.6 80.6 Corporate — (57.7) 134.2 4.9 1.5 Eliminations (2.2) — — — — Consolidated Total $ 1,935.6 $ 151.8 $ 2,646.7 $ 114.5 $ 82.1 Year Ended December 31, 2019 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 364.7 Construction site support 75.0 Construction Products 439.7 $ 52.7 $ 785.0 $ 38.0 $ 30.2 Utility, wind, and related structures 625.4 Storage tanks 211.2 Engineered Structures 836.6 100.7 934.9 27.9 25.0 Inland barges 293.9 Steel components 171.8 Transportation Products 465.7 46.8 316.5 16.3 21.8 Segment Totals before Eliminations and Corporate 1,742.0 200.2 2,036.4 82.2 77.0 Corporate — (47.3) 266.1 3.6 8.4 Eliminations (5.1) — — — — Consolidated Total $ 1,736.9 $ 152.9 $ 2,302.5 $ 85.8 $ 85.4 Corporate assets are composed of cash and cash equivalents, certain property, plant, and equipment, and other assets. Capital expenditures exclude amounts paid for business acquisitions, but include amounts paid for the acquisition of land and reserves in our Construction Products segment. Revenues from one customer included in the Engineered Structures segment constituted 9.5%, 15.3%, and 18.2% of consolidated revenues for the years ended December 31, 2021, 2020, and 2019, respectively. Revenues and operating profit for our Mexico operations for the years ended December 31, 2021, 2020, and 2019 are presented below. Our Canadian operations were not significant in relation to the Consolidated Financial Statements. Year Ended December 31, 2021 2020 2019 (in millions) Mexico: Revenues: External $ 137.5 $ 135.3 $ 110.1 Intercompany 87.7 60.6 88.0 $ 225.2 $ 195.9 $ 198.1 Operating profit (loss) $ 8.4 $ (0.4) $ 4.8 Total assets and long-lived assets for our Mexico operations as of December 31, 2021 and 2020 are presented below: Total Assets Long-Lived Assets December 31, 2021 2020 2021 2020 (in millions) Mexico $ 217.3 $ 188.6 $ 86.9 $ 89.9 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment The following table summarizes the components of property, plant, and equipment as of December 31, 2021 and 2020. December 31, December 31, (in millions) Land $ 137.3 $ 139.2 Mineral reserves 507.3 249.9 Buildings and improvements 301.0 302.3 Machinery and other 973.9 853.6 Construction in progress 45.4 49.6 1,964.9 1,594.6 Less accumulated depreciation and depletion (763.0) (681.3) $ 1,201.9 $ 913.3 We did not capitalize any interest expense as part of the construction of facilities and equipment during 2021 or 2020. We estimate the fair market value of properties not currently in use based on the location and condition of the properties, the fair market value of similar properties in the area, and the Company's experience selling similar properties in the past. As of December 31, 2021, the Company had non-operating facilities with a net book value of $18.7 million classified as property, plant, and equipment, net on our Consolidated Balance Sheet. Our estimated fair value of these assets exceeds their book value. As of December 31, 2021, the Company had property, plant, and equipment with a value of $20.4 million classified as held for sale and included in other current assets on the Consolidated Balance Sheet. These assets relate to a non-operating facility within our Engineered Structures segment. We recognized an impairment loss on these assets of $2.9 million during the year ended December 31, 2021 as the fair value less the cost to sell these assets was less than their carrying value. These assets were subsequently sold in February 2022. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Goodwill by segment is as follows: December 31, December 31, (in millions) Construction Products $ 460.3 $ 320.0 Engineered Structures 437.6 437.0 Transportation Products 37.0 37.0 $ 934.9 $ 794.0 The increase in goodwill for Construction Products during the year ended December 31, 2021 is primarily due to the acquisitions of StonePoint and Southwest Rock. The increase in the goodwill for Engineered Structures during the year ended December 31, 2021 is due to a refinement of the purchase price allocation of a recent acquisition. See Note 2 Acquisitions and Divestitures. Intangible Assets Intangibles, net consisted of the following: December 31, 2021 December 31, 2020 (in millions) Intangibles with indefinite lives - Trademarks $ 34.1 $ 34.1 Intangibles with definite lives: Customer relationships 135.4 123.8 Permits 87.5 73.6 Other 3.9 8.1 226.8 205.5 Less accumulated amortization (40.6) (26.7) 186.2 178.8 Intangible assets, net $ 220.3 $ 212.9 Total amortization expense from intangible assets was $18.1 million, $12.6 million, and $3.4 million for the years ended December 31, 2021, 2020 and 2019, respectively. Expected future amortization expense of intangibles as of December 31, 2021 is as follows: Amortization Expense (in millions) 2022 $ 16.9 2023 16.1 2024 15.4 2025 14.7 2026 12.1 Thereafter 111.0 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the components of debt as of December 31, 2021 and December 31, 2020: December 31, December 31, (in millions) Revolving credit facility $ 125.0 $ 100.0 Term loan 144.4 149.1 Senior notes 400.0 — Finance leases (see Note 8 Leases) 16.3 5.6 685.7 254.7 Less: unamortized debt issuance costs (6.2) (0.2) Total debt $ 679.5 $ 254.5 On November 1, 2018, the Company entered into a $400.0 million unsecured revolving credit facility that was scheduled to mature in November 2023. On January 2, 2020, the Company entered into an Amended and Restated Credit Agreement to increase the revolving credit facility to $500.0 million and added a term loan facility of $150.0 million, in each case with a maturity date of January 2, 2025. The entire term loan was advanced on January 2, 2020 in connection with the closing of the acquisition of Cherry. See Note 2 Acquisitions and Divestitures. As of December 31, 2021, the term loan had a remaining balance of $144.4 million. On August 4, 2021, we borrowed an additional $100.0 million under our revolving credit facility to fund, in part, the acquisition of Southwest Rock. As of December 31, 2021, we had $125.0 million of outstanding loans borrowed under the revolving credit facility, and there were approximately $28.6 million of letters of credit issued, leaving $346.4 million available. Of the outstanding letters of credit as of December 31, 2021, $28.0 million are expected to expire in 2022, with the remainder in 2023. The majority of our letters of credit obligations support the Company’s various insurance programs and generally renew by their terms each year. The interest rates under the revolving credit facility and term loan are variable based on LIBOR or an alternate base rate plus a margin. A commitment fee accrues on the average daily unused portion of the revolving facility. The margin for borrowing and commitment fee rate are determined based on Arcosa’s leverage as measured by a consolidated total indebtedness to consolidated EBITDA ratio. The margin for borrowing ranges from 1.25% to 2.00% and was set at LIBOR plus 1.75% as of December 31, 2021. The commitment fee rate ranges from 0.20% to 0.35% and was set at 0.30% at December 31, 2021. The Company's revolving credit and term loan facilities require the maintenance of certain ratios related to leverage and interest coverage. As of December 31, 2021, we were in compliance with all such financial covenants. Borrowings under the credit agreement are guaranteed by certain wholly owned subsidiaries of the Company. In order to increase liquidity in anticipation of the acquisition of StonePoint, the Company entered into an unsecured 364-Day Credit Agreement on March 26, 2021 providing for a revolving line of credit of $150.0 million, with an outside maturity date of March 25, 2022. Pricing, covenants, and guarantees were substantially similar to the Company’s existing revolving credit and term loan facilities. Per the terms of the facility, it terminated on April 6, 2021 upon the closing of the Company’s private offering of $400.0 million in senior notes. The carrying value of borrowings under our revolving credit and term loan facilities approximate fair value because the interest rate adjusts to the market interest rate (Level 3 input). See Note 3 Fair Value Accounting. As of December 31, 2021, the Company had $1.2 million of unamortized debt issuance costs related to the revolving credit facility, which are included in other assets on the Consolidated Balance Sheet. Senior Notes On April 6, 2021, the Company issued $400.0 million aggregate principal amount of 4.375% senior notes (the “Notes”) that mature in April 2029. Interest on the Notes is payable semiannually commencing October 2021. The Notes are senior unsecured obligations of the Company and are guaranteed on a senior unsecured basis by each of the Company’s domestic subsidiaries that is a guarantor under our revolving credit and term loan facilities. The terms of the indenture governing the Notes, among other things, limit the ability of the Company and each of its subsidiaries to create liens on assets, enter into sale and leaseback transactions, and consolidate, merge or transfer all or substantially all of its assets and the assets of its subsidiaries. The terms of the indenture also limit the ability of the Company’s non-guarantor subsidiaries to incur certain types of debt. At any time prior to April 15, 2024, the Company may redeem all or a portion of the Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus an applicable make-whole premium and accrued and unpaid interest to the redemption date. On and after April 15, 2024, the Company may redeem all or a portion of the Notes at redemption prices set forth in the indenture, plus accrued and unpaid interest to the redemption date. If a Change of Control Triggering Event (as defined in the indenture) occurs, the Company must offer to repurchase the Notes at a price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest to the date of repurchase. The estimated fair value of the Notes as of December 31, 2021 was $404.6 million based on a quoted market price in a market with little activity (Level 2 input). In connection with the issuance of the Notes, the Company paid $6.6 million of debt issuance costs. The remaining principal payments under existing debt agreements as of December 31, 2021 are as follows: 2022 2023 2024 2025 2026 Thereafter (in millions) Revolving credit facility $ — $ — $ — $ 125.0 $ — $ — Term loan 7.5 8.5 8.4 120.0 — — Senior notes — — — — — 400.0 Interest rate hedges In December 2018, the Company entered into an interest rate swap instrument, effective as of January 2, 2019 and expiring in 2023, to reduce the effect of changes in the variable interest rates associated with borrowings under the Amended and Restated Credit Agreement. The instrument carried an initial notional amount of $100 million, thereby hedging the first $100 million of borrowings. The instrument effectively fixes the LIBOR component of borrowings at a monthly rate of 2.71%. As of December 31, 2021, the Company has recorded a liability of $3.9 million for the fair value of the instrument, all of which is recorded in accumulated other comprehensive loss. See Note 3 Fair Value Accounting. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases We have various leases primarily for office space and certain equipment. At inception, we determine if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. For leases that contain options to purchase, terminate, or extend, such options are included in the lease term when it is reasonably certain that the option will be exercised. Some of our lease arrangements contain lease components and non-lease components which are accounted for as a single lease component as we have elected the practical expedient to group lease and non-lease components for all leases. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on information available at commencement date in determining the present value of lease payments. Future minimum lease payments for operating and finance lease obligations as of December 31, 2021 consisted of the following: Operating Leases Finance Leases (in millions) 2022 $ 5.9 $ 6.9 2023 4.6 4.1 2024 4.0 4.1 2025 3.3 2.3 2026 2.2 — Thereafter 8.1 — Total undiscounted future minimum obligations 28.1 17.4 Less imputed interest (4.2) (1.1) Present value of net minimum lease obligations $ 23.9 $ 16.3 The following table summarizes our operating and finance leases and their classification within the Consolidated Balance Sheet. December 31, December 31, (in millions) Assets Operating - Other assets $ 20.9 $ 17.9 Finance - Property, plant, and equipment, net 16.9 4.6 Total lease assets 37.8 22.5 Liabilities Current Operating - Accrued liabilities 4.8 4.8 Finance - Current portion of long-term debt 6.3 1.6 Non-current Operating - Other liabilities 19.1 16.4 Finance - Debt 10.0 4.0 Total lease liabilities $ 40.2 $ 26.8 Operating lease costs were $6.1 million and $7.4 million during the years ended December 31, 2021 and 2020, respectively, and is included in cost of revenues and selling, general, and administrative expenses on the Consolidated Statements of Operations. Costs related to variable lease rates or leases with terms less than twelve months were not significant. Amortization of finance lease assets was $2.5 million and $0.9 million during the years ended December 31, 2021 and 2020, respectively, and is included in amortization expense on the Consolidated Statements of Operations. Interest expense on finance lease liabilities was not significant during the years ended December 31, 2021 and 2020. The following table includes supplemental cash flow and non-cash information related to leases: December 31, December 31, Cash paid for amounts included in the measurement of lease liabilities Cash paid for operating leases $ 6.0 $ 7.2 Cash paid for finance leases $ 3.2 $ 0.3 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1.9 $ 6.4 Finance leases $ 14.6 $ 1.4 Other information about lease amounts recognized in our Consolidated Financial Statements is as follows: December 31, December 31, Weighted average remaining lease term - operating leases 7.7 years 7.9 years Weighted average remaining lease term - finance leases 3.2 years 2.4 years Weighted average discount rate - operating leases 4.8 % 4.8 % Weighted average discount rate - finance leases 4.6 % 11.5 % |
Other, Net
Other, Net | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, Net Other, net (income) expense consists of the following items: Year Ended December 31, 2021 2020 2019 (in millions) Interest income $ — $ (0.4) $ (1.4) Foreign currency exchange transactions 0.6 3.6 1.5 Other (0.3) (0.2) (0.8) Other, net (income) expense $ 0.3 $ 3.0 $ (0.7) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the provision for income taxes are as follows: Year Ended December 31, 2021 2020 2019 (in millions) Current: Federal $ 0.8 $ 16.6 $ 7.6 State 0.7 6.9 3.0 Foreign 0.6 (1.5) 5.6 Total current 2.1 22.0 16.2 Deferred: Federal 12.6 11.3 22.6 State (2.3) (0.9) (0.6) Foreign 1.6 (0.8) (4.7) Total deferred 11.9 9.6 17.3 Provision $ 14.0 $ 31.6 $ 33.5 The provision for income taxes results in effective tax rates that differ from the statutory rates. The following is a reconciliation between the statutory U.S. federal income tax rate and the Company’s effective income tax rate on income before income taxes: Year Ended December 31, 2021 2020 2019 Statutory rate 21.0 % 21.0 % 21.0 % State taxes, including prior year true-ups (2.3) 3.3 2.7 Changes in valuation allowances and reserves 0.1 (0.1) (1.3) Changes in tax reserves — — (0.3) Statutory depletion (3.0) (1.3) (0.3) Prior year true-ups (3.2) (0.2) — Foreign adjustments 1.3 0.3 1.6 Currency adjustments (0.4) (1.2) (1.2) Compensation related items 1.1 1.0 0.6 Disallowed transaction costs 0.9 0.1 — Other, net 1.2 — — Effective rate 16.7 % 22.9 % 22.8 % In response to the COVID-19 pandemic, on March 27, 2020 the U.S. Congress passed the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which includes certain tax relief and benefits that may impact the Company. As of December 31, 2021, the Company has deferred $5.4 million in payroll-related taxes in accordance with the provisions of the CARES Act. Income (loss) before income taxes for the December 31, 2021, 2020, and 2019 was $76.6 million, $143.0 million, and $143.6 million, respectively, for U.S. operations, and $7.0 million, $(4.8) million, and $3.2 million, respectively, for foreign operations, principally Mexico and Canada. The Company provides deferred income taxes on the unrepatriated earnings of its foreign operations where it results in a deferred tax liability. Deferred income taxes represent the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The components of deferred tax liabilities and assets are as follows: December 31, 2021 2020 (in millions) Deferred tax liabilities: Depreciation, depletion, and amortization $ 203.7 $ 160.4 Total deferred tax liabilities 203.7 160.4 Deferred tax assets: Workers compensation and other benefits 17.8 20.3 Warranties and reserves 3.2 1.1 Tax loss carryforwards and credits 47.0 16.8 Inventory 13.8 26.1 Accrued liabilities and other 6.5 5.1 Total deferred tax assets 88.3 69.4 Net deferred tax assets (liabilities) before valuation allowances (115.4) (91.0) Valuation allowances 5.4 6.3 Adjusted net deferred tax assets (liabilities) $ (120.8) $ (97.3) At December 31, 2021, the Company had $156.7 million of federal consolidated net operating loss carryforwards, primarily from businesses acquired, and $6.1 million of tax-effected state loss carryforwards remaining. In addition, the Company had $35.6 million of foreign net operating loss carryforwards that will begin to expire in the year 2022. We have established a valuation allowance for state and foreign tax operating losses and credits that we have estimated may not be realizable. Income tax has not been recognized on the excess of the amount for financial reporting over the tax basis of investments in foreign subsidiaries that is indefinitely reinvested outside the United States. This amount becomes taxable upon a repatriation of assets from the subsidiary or a sale or liquidation of the subsidiary. The amount of such temporary differences totaled approximately $99.1 million as of December 31, 2021. Determination of the amount of any unrecognized deferred income tax liability on this temporary difference is not practicable because of the complexities of the hypothetical calculation. Taxing authority examinations We have multiple federal tax return filings that are subject to examination by the Internal Revenue Service (“IRS”). The 2018-2020 tax years are open for the Arcosa, Inc. federal return. During the year ended December 31, 2021, the IRS formally commenced an audit of the 2018 tax return for one of our subsidiaries. The remaining entities are generally open for their 2018 tax years and forward. We have various subsidiaries that file separate state tax returns and are subject to examination by taxing authorities at different times, generally open for their 2018 tax years and forward. We have various subsidiaries in Mexico that file separate tax returns and are subject to examination by taxing authorities at different times. The entities are generally open for their 2014 tax years and forward. Unrecognized tax benefits The change in unrecognized tax benefits for the years ended December 31, 2021, 2020, and 2019 was as follows: December 31, 2021 2020 2019 (in millions) Beginning balance $ — $ — $ 0.5 Additions for tax positions of prior years — — — Expiration of statute of limitations — — (0.5) Ending balance $ — $ — $ — Expiration of statutes of limitations during the year ended December 31, 2019 relate to state and foreign tax returns. The total amount of tax benefit including interest and penalties recognized during the year ended December 31, 2019 was due to lapses in statutes of limitations was $0.5 million. Arcosa accounts for interest expense and penalties related to income tax issues as income tax expense. Accordingly, interest expense and penalties associated with an uncertain tax position are included in the income tax provision. There were no accrued interest and penalties as of December 31, 2021, 2020, and 2019. |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans The Company sponsors defined contribution plans and defined benefit plans that provide retirement income for eligible employees and retirees of the Company. Total employee retirement plan expense, which includes related administrative expenses, is as follows: Year Ended December 31, 2021 2020 2019 (in millions) Defined contribution plans $ 11.9 $ 10.6 $ 8.5 Multiemployer plan 1.8 1.7 1.8 $ 13.7 $ 12.3 $ 10.3 Defined Contribution Plans Established under Internal Revenue Code Section 401(k), the Arcosa, Inc. 401(k) Plan (“401(k) Plan”) is a defined contribution plan available to all eligible employees. Participants in the 401(k) Plan are eligible to receive future retirement benefits through elected contributions and a company-funded match with the investment of the funds directed by the participants. The Company also sponsors a fully‑funded, non-qualified deferred compensation plan. The invested assets and related liabilities of these participants were approximately $5.3 million at December 31, 2021 and $4.9 million at December 31, 2020, which are included in other assets and other liabilities on the Consolidated Balance Sheets. Distributions from the Company’s non-qualified deferred compensation plan to participants were approximately $1.0 million for the year ended December 31, 2021 and were not significant for the year ended December 31, 2020. Multiemployer Plan The Company contributes to a multiemployer defined benefit pension plan under the terms of a collective-bargaining agreement that covers certain union-represented employees at one of the facilities of Meyer Utility Structures, a subsidiary of Arcosa. The risks of participating in a multiemployer plan are different from a single-employer plan in the following aspects: • Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. • If a participating employer stops contributing to a multiemployer plan, the unfunded obligations of the plan may be borne by the remaining participating employers. • If the Company chooses to stop participating in the multiemployer plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. Our participation in the multiemployer plan for the year ended December 31, 2021 is outlined in the table below. The Pension Protection Act (“PPA”) zone status at December 31, 2021 and 2020 is as of the plan years beginning January 1, 2021 and 2020, respectively, and is obtained from the multiemployer plan's regulatory filings available in the public domain and certified by the plan's actuary. Among other factors, plans in the yellow zone are less than 80% funded while plans in the red zone are less than 65% funded. Federal law requires that plans classified in the yellow or red zones adopt a funding improvement plan or a rehabilitation plan in order to improve the financial health of the plan. The Company's contributions to the multiemployer plan were less than 5% of total contributions to the plan. The last column in the table lists the expiration date of the collective bargaining agreement to which the plan is subject. PPA Zone Status Contributions for Year Ended December 31, Pension Fund Employer Identification Number 2021 2020 Rehabilitation plan status 2021 2020 2019 Surcharge imposed Expiration date of collective bargaining agreement (in millions) Boilermaker-Blacksmith National Pension Trust 48-6168020 Yellow Yellow Implemented $ 1.7 $ 1.7 $ 1.8 No 06/30/2022 Employer contributions to the multiemployer plan for the year ending December 31, 2022 are expected to be $1.8 million. ACG Pension Plan In connection with the acquisition of ACG in December 2018, the Company assumed the assets and liabilities related to a defined benefit pension plan. As of December 31, 2021, the plan assets totaled $3.7 million and the projected benefit obligation totaled $3.4 million, for a net over funded status of $0.3 million, which is included in other assets on the Consolidated Balance Sheet. The net pension expense for the year ended December 31, 2021 was not significant. Employer contributions for the ACG pension plan for the year ending December 31, 2022 are not expected to be significant. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss for the years ended December 31, 2021, December 31, 2020, and December 31, 2019 are as follows: Currency translation adjustments Unrealized loss on derivative financial instruments Accumulated other comprehensive loss (in millions) Balances at December 31, 2018 $ (16.8) $ (0.9) $ (17.7) Other comprehensive income (loss), net of tax, before reclassifications 0.5 (2.8) (2.3) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.1), and ($0.1) — 0.3 0.3 Other comprehensive income (loss) 0.5 (2.5) (2.0) Balances at December 31, 2019 (16.3) (3.4) (19.7) Other comprehensive income (loss), net of tax, before reclassifications (0.3) (3.7) (4.0) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.4), and ($0.4) — 1.6 1.6 Other comprehensive income (loss) (0.3) (2.1) (2.4) Balances at December 31, 2020 (16.6) (5.5) (22.1) Other comprehensive income (loss), net of tax, before reclassifications 0.3 1.1 1.4 Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.4), and ($0.4) — 1.4 1.4 Other comprehensive income (loss) 0.3 2.5 2.8 Balances at December 31, 2021 $ (16.3) $ (3.0) $ (19.3) |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Prior to the Separation, Arcosa employees participated in Trinity's equity incentive plans, including equity awards of restricted stock, restricted stock units, and performance-based restricted stock units in respect of Trinity common shares. Following the Separation, outstanding awards granted to Arcosa employees under Trinity's equity incentive plans were converted based on either the shareholder method or the concentration method. The shares or units converted using the shareholder method resulted in employees retaining their restricted shares or units in Trinity common stock and receiving one restricted Arcosa share or unit for every three restricted Trinity shares or units. The units converted using the concentration method were fully converted into Arcosa units using a conversion ratio based on the Volume Weighted Average Prices (“VWAP”) of Trinity common stock for the 5 days prior to the Separation divided by the VWAP of Arcosa common stock for the 5 days following the Separation. The Arcosa units continue to vest in accordance with their original vesting schedules. There was no significant incremental stock-based compensation expense recorded as a result of the equity award conversions. In connection with the Separation, effective November 1, 2018, the Board adopted and Trinity, in its capacity as sole shareholder of Arcosa prior to the Separation, approved, the Arcosa Inc. 2018 Stock Option and Incentive Plan (the “Plan”). The Plan provides for the grant of equity awards, including stock options, restricted stock, restricted stock units, performance shares, and other performance-based awards, to our directors, officers, and employees. The maximum number of shares of Arcosa common stock that may be issued under the Plan is 4.8 million shares, which includes the shares granted under the Trinity equity incentive plans that were converted and assumed by Arcosa as a result of the Separation. At December 31, 2021, we had 1.8 million shares available for grant. Any equity awards that have been granted under the Plan that are subsequently forfeited, canceled, or tendered to satisfy tax withholding obligations are added back to the shares available for grant. The cost of employee services received in exchange for awards of equity instruments is referred to as share-based payments and is based on the grant date fair-value of those awards. Stock-based compensation includes compensation expense, recognized over the applicable vesting periods, for share-based awards. The Company recognizes compensation expense for both the Arcosa awards and Trinity awards held by our employees. Stock-based compensation totaled $18.0 million, $20.0 million, and $14.6 million for the years ended December 31, 2021, 2020, and 2019, respectively. The income tax benefit related to stock-based compensation expense was $4.6 million, $2.6 million, and $2.7 million for the years ended December 31, 2021, 2020, and 2019, respectively. Equity Awards Equity awards outstanding as of December 31, 2021 consist of restricted stock, restricted stock units, and performance units and generally vest for periods ranging from 1 to 15 years from the date of grant. Certain equity awards vest in their entirety upon the employee's retirement from the Company and may take into consideration the employee's age and years of service to the Company, as defined more specifically in the Company's award agreements. Equity awards granted to non-employee directors under the Plan generally vest one year from the grant date and are released at that time, in the case of restricted stock, or upon completion of the directors' service to the Company, in the case of restricted stock units. Expense related to equity awards issued to eligible employees and directors under the Plan is recognized ratably over the vesting period or to the date on which retirement eligibility is achieved, if shorter. Performance units vest and settle in shares of our common stock following the end of a three-year performance period contingent upon the achievement of specific performance goals during the performance period and certification by the Human Resources Committee of the Board of the achievement of the performance goals. Performance units are granted to employees based upon a target level of performance; however, depending upon the achievement of the performance goals during the performance period, performance units may be issued at an amount between 0% and 200% of the target level. Expense related to performance units is recognized ratably over the vesting period. Forfeitures are recognized as reduction to expense in the period in which they occur. The activity for equity awards held by Arcosa employees for the year ended December 31, 2021 was as follows: Arcosa Equity Awards Held by Arcosa Employees Trinity Equity Awards Held by Arcosa Employees Weighted Average Grant-Date Fair Value per Award Equity awards outstanding at December 31, 2020 1,412,790 653,831 $ 26.53 Granted 397,532 — 57.73 Vested (465,632) (125,474) 30.94 Forfeited (89,107) (11,182) 39.70 Equity awards outstanding at December 31, 2021 1,255,583 517,175 $ 31.31 At December 31, 2021, unrecognized compensation expense related to equity awards totaled $24.5 million, which will be recognized over a weighted average period of 2.6 years. The total vesting-date fair value of shares vested and released was $32.0 million, $11.3 million, and $13.3 million for the years ended December 31, 2021, 2020, and 2019, respectively. |
Earnings Per Common Share
Earnings Per Common Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common ShareBasic earnings per common share is computed by dividing net income remaining after allocation to unvested restricted shares, which includes unvested restricted shares of Arcosa stock held by employees of the Former Parent, by the weighted average number of basic common shares outstanding for the period. Except when the effect would be antidilutive, the calculation of diluted earnings per common share includes the weighted average net impact of nonparticipating unvested restricted shares. Total weighted average restricted shares were 1.7 million shares, 1.7 million shares, and 1.6 million shares, for the years ended December 31, 2021, 2020, and 2019, respectively. The computation of basic and diluted earnings per share follows. Year Ended December 31, 2021 (in millions, except per share amounts) Income Average EPS Net income $ 69.6 Unvested restricted share participation (0.4) Net income per common share – basic 69.2 48.1 $ 1.44 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 69.2 48.6 $ 1.42 Year Ended December 31, 2020 (in millions, except per share amounts) Income Average EPS Net income $ 106.6 Unvested restricted share participation (0.8) Net income per common share – basic 105.8 48.0 $ 2.20 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 105.8 48.5 $ 2.18 Year Ended December 31, 2019 (in millions, except per share amounts) Income Average EPS Net income $ 113.3 Unvested restricted share participation (1.1) Net income per common share – basic 112.2 47.9 $ 2.34 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 112.2 48.4 $ 2.32 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is involved in claims and lawsuits incidental to our business arising from various matters including commercial disputes, alleged product defect and/or warranty claims, intellectual property matters, personal injury claims, environmental issues, employment and/or workplace-related matters, and various governmental regulations. At December 31, 2021, the range of reasonably possible losses for such matters, taking into consideration our rights in indemnity and recourse to third parties is $9.1 million to $9.5 million. The Company evaluates its exposure to such claims and suits periodically and establishes accruals for these contingencies when probable losses can be reasonably estimated. At December 31, 2021, total accruals of $9.9 million are included in accrued liabilities in the accompanying Consolidated Balance Sheet. The Company believes any additional liability from such claims and suits would not be material to its financial position or results of operations. Arcosa is subject to remedial orders and federal, state, local, and foreign laws and regulations relating to the environment. The Company has accrued $1.0 million as of December 31, 2021, included in our total accruals of $9.9 million discussed above, to cover our probable and estimable liabilities with respect to the investigations, assessments, and remedial responses to such matters, taking into account currently available information and our contractual rights to indemnification and recourse to third parties. On July 22, 2019, the Company was served with a breach of contract lawsuit filed by Thomas & Betts Corporation (“T&B”) against the Company and its wholly-owned subsidiary, Trinity Meyer Utility Structures, LLC, now known as Meyer Utility Structures, LLC (“Meyer”), in the Supreme Court of the State of New York, New York County. T&B’s claims relate to responsibility for alleged product warranty claims pursuant to the terms of the Asset Purchase Agreement, dated June 24, 2014, entered into by and between T&B and Meyer with respect to Meyer’s purchase of certain assets of T&B’s utility structure business. The Company and Meyer subsequently removed the litigation to federal court. The case is filed under Case No. 1:19-cv-07829-PAE; Thomas & Betts Corporation, now known as, ABB Installation Products, Inc., Plaintiff, v. Trinity Meyer Utility Structures, LLC, formerly known as McKinley 2014 Acquisition, LLC, and Arcosa, Inc., Defendants; In the United States District Court for the Southern District of New York (the “Trial Court”). The Company and Meyer have filed a motion to dismiss T&B’s claims, and an Answer and Counterclaims against T&B. On July 30, 2020, the Court granted the Company's and Meyer's motion and dismissed T&B's claims. In its ruling, the Court likewise dismissed Meyer's counterclaims. On August 28, 2020, T&B filed its Notice of Appeal to the United States Court of Appeals for the Second Circuit (the “Appellate Court”). On November 9, 2020, T&B filed its Appellant’s Brief with the Appellate Court. The Company and Meyer filed its Appellees’ Brief on February 8, 2021. T&B filed its Reply Brief on April 9, 2021. On August 26, 2021, oral argument was held, and, on September 22, 2021, the Appellate Court issued a Summary Order reversing the dismissal and remanding the case to the Trial Court for further proceedings. On February 13, 2022, the parties reached an agreement to settle all claims in this case without admission of liability or fault. On February 18, 2022 the parties filed a stipulation of dismissal of each party's respective claims. On February 22, 2022, the Trial Court issued its Order on Joint Stipulation of Dismissal which fully and finally resolved the litigation. Estimates of liability arising from future proceedings, assessments, or remediation are inherently imprecise. Accordingly, there can be no assurance that we will not become involved in future litigation or other proceedings, including those related to the environment or, if we are found to be responsible or liable in any such litigation or proceeding, that such costs would not be material to the Company. Other commitments Non-cancelable purchase obligations amounted to $183.5 million as of December 31, 2021, of which $140.6 million is for the purchase of raw materials and components, primarily by the Engineered Structures and Transportation Products segments. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Arcosa, Inc. and its consolidated subsidiaries (“Arcosa,” the “Company,” “we,” or “our”), headquartered in Dallas, Texas, is a provider of infrastructure-related products and solutions with leading brands serving construction, engineered structures, and transportation markets in North America. Arcosa is a Delaware corporation and was incorporated in 2018 in connection with the separation (the “Separation”) of Arcosa from Trinity Industries, Inc. (“Trinity” or “Former Parent”) on November 1, 2018 as an independent, publicly-traded company, listed on the New York Stock Exchange. |
Stockholders' Equity | Stockholders' Equity In December 2020, the Company’s Board of Directors (the “Board”) authorized a new $50 million share repurchase program effective January 1, 2021 through December 31, 2022 to replace a program of the same amount that expired on December 31, 2020. The Company repurchased 170,168 shares at a cost of $9.4 million during the year ended December 31, 2021. As of December 31, 2021, the Company has a remaining authorization of $40.6 million under the program. Under the previous program, the Company repurchased 184,772 shares at a cost of $8.0 million during the year ended December 31, 2020. |
Revenue Recognition | Revenue Recognition Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The following is a description of principal activities from which the Company generates its revenue, separated by reportable segments. Payments for our products and services are generally due within normal commercial terms. For a further discussion regarding the Company’s reportable segments, see Note 4 Segment Information. Construction Products The Construction Products segment recognizes substantially all revenue when the customer has accepted the product and legal title of the product has passed to the customer. Engineered Structures Within the Engineered Structures segment, revenue is recognized for our wind tower, certain utility structure, and certain storage tank product lines over time as the products are manufactured using an input approach based on the costs incurred relative to the total estimated costs of production. We recognize revenue over time for these products as they are highly customized to the needs of an individual customer resulting in no alternative use to the Company if not purchased by the customer after the contract is executed, and we have the right to bill the customer for our work performed to date plus at least a reasonable profit margin for work performed. As of December 31, 2021 and 2020, we had a contract asset of $54.2 million and $82.8 million, respectively, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The decrease in the contract asset in 2021 is attributed to large deliveries of finished structures to customers in the first quarter. For all other products, revenue is recognized when the customer has accepted the product and legal title of the product has passed to the customer. Transportation Products The Transportation Products segment recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer. Unsatisfied Performance Obligations The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of December 31, 2021 and the percentage of the outstanding performance obligations as of December 31, 2021 expected to be delivered during 2022: Unsatisfied performance obligations at December 31, 2021 Total Percent expected to be delivered in 2022 (in millions) Engineered Structures: Utility, wind, and related structures $ 437.5 90 % Storage tanks $ 22.0 100 % Transportation Products: Inland barges $ 92.7 100 % |
Income Taxes | Income Taxes The liability method is used to account for income taxes. Deferred income taxes represent the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Valuation allowances reduce deferred tax assets to an amount that will more likely than not be realized. The Company regularly evaluates the likelihood of realization of tax benefits derived from positions it has taken in various federal and state filings after consideration of all relevant facts, circumstances, and available information. For those tax positions that are deemed more likely than not to be sustained, the Company recognizes the benefit it believes is cumulatively greater than 50% likely to be realized. To the extent the Company were to prevail in matters for which accruals have been established or be required to pay amounts in excess of recorded reserves, the effective tax rate in a given financial statement period could be materially impacted. |
Financial Instruments, Cash and Cash Equivalents | Financial InstrumentsThe Company considers all highly liquid debt instruments to be cash and cash equivalents if purchased with a maturity of three months or less. |
Financial Instruments, Concentration of Credit Risk | Financial instruments that potentially subject the Company to a concentration of credit risk are primarily cash investments and receivables. The Company places its cash investments in bank deposits and highly rated money market funds, and its investment policy limits the amount of credit exposure to any one commercial issuer. We seek to limit concentrations of credit risk with respect to receivables with control procedures that monitor the credit worthiness of customers, together with the large number of customers in the Company's customer base and their dispersion across different industries and geographic areas. As receivables are generally unsecured, the Company maintains an allowance for doubtful accounts based upon the expected credit losses. Receivable balances determined to be uncollectible are charged against the allowance. To accelerate the conversion to cash, the Company may sell a portion of its trade receivables to a third party. The Company has no continuing involvement or recourse related to these receivables once they are sold, and the impact of these transactions in the Company's Consolidated Statements of Operations for the years ended December 31, 2021, 2020, and 2019 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values. |
Inventories | InventoriesInventories are valued at the lower of cost or net realizable value. Cost is determined principally on the first in first out method. The value of inventory is adjusted for damaged, obsolete, excess, or slow-moving inventory. Work in process and finished goods include material, labor, and overhead. |
Property, Plant, and Equipment | Property, Plant, and EquipmentProperty, plant, and equipment are stated at cost and depreciated or depleted over their estimated useful lives, primarily using the straight-line method. The estimated useful lives are: buildings and improvements - 3 to 30 years; leasehold improvements - the lesser of the term of the lease or 11 years; and machinery and equipment - 2 to 15 years. Depletion of mineral reserves is calculated based on estimated proven and probable reserves using the units-of-production method on a quarry-by-quarry basis. The costs of ordinary maintenance and repair are charged to operating costs as incurred. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is required to be tested for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The quantitative goodwill impairment test is assessed at the “reporting unit” level by comparing the reporting unit's estimated fair value with the carrying amount of its net assets. If the carrying value of the reporting unit exceeds its fair value, an impairment loss is recognized. The goodwill impairment is measured as the excess of the reporting unit's carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit. The estimates and judgments that most significantly affect the fair value calculations are assumptions, consisting of level three inputs, related to revenue and operating profit growth, discount rates, and exit multiples. As of December 31, 2021 and 2020, the Company's annual impairment test of goodwill was completed at the reporting unit level and no impairment charges were determined to be necessary. Intangible assets are recorded at fair value, using level three inputs, on the date of acquisition and evaluated to determine their estimated useful life. These assets primarily consist of customer relationships and permits and are amortized using the straight-line method. The estimated useful lives for definite-lived intangible assets are: customer relationships - 2 to 22 years; permits - 10 to 29 years; and other - 1 to 10 years. Indefinite-lived intangible assets primarily relate to an acquired trademark. These assets are not amortized but are evaluated for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The impairment test compares the fair value of each asset to its carrying value using a relief from royalty method. As of December 31, 2021 and 2020, the Company's annual impairment test was completed and no impairment charges were determined to be necessary. |
Long-lived Assets | Long-lived Assets The Company evaluates the carrying value of long-lived assets to be held and used, including property, plant, and equipment and definite-lived intangibles, for potential impairment when events or changes in circumstances indicate the carrying amount may not be recoverable. The carrying value of long-lived assets to be held and used is considered impaired only when the carrying value is not recoverable through undiscounted future cash flows and the fair value of the assets is less than their carrying value. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risks involved or market quotes as available. Impairment losses on long-lived assets held for sale are determined in a similar manner, except that fair values are reduced by the estimated cost to dispose of the assets. |
Workers' Compensation | Workers ’ Compensation The Company is effectively self-insured for workers ’ compensation claims. A third-party administrator is used to process claims. We accrue our workers' compensation liability based upon independent actuarial studies. |
Warranties | Warranties The Company provides various express, limited product warranties that generally range from 1 to 5 years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical, accepted claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. The Company provides for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assesses the adequacy of the resulting reserves on a quarterly basis. As of December 31, 2021 and 2020, the Company's accrual for warranty costs was $6.3 million and $3.1 million, respectively, which is included in accrued liabilities within the Consolidated Balance Sheets. |
Derivatives Instruments | Derivative InstrumentsThe Company may, from time to time, use derivative instruments to mitigate the impact of changes in interest rates, commodity prices, or changes in foreign currency exchange rates. For derivative instruments designated as hedges, the Company formally documents the relationship between the derivative instrument and the hedged item, as well as the risk management objective and strategy for the use of the derivative instrument. This documentation includes linking the derivative to specific assets or liabilities on the balance sheet, commitments, or forecasted transactions. At the time a derivative instrument is entered into, and at least quarterly thereafter, the Company assesses whether the derivative instrument is effective in offsetting the changes in fair value or cash flows of the hedged item. Any change in the fair value of the hedged instrument is recorded in accumulated other comprehensive loss (“AOCL”) as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. The Company monitors its derivative positions and the credit ratings of its counterparties and does not anticipate losses due to counterparties' non-performance. |
Foreign Currency Translation | Foreign Currency Translation Certain operations outside the U.S. prepare financial statements in currencies other than the U.S. dollar. The income statement amounts are translated at average exchange rates for the year, while the assets and liabilities are translated at year-end exchange rates. Translation adjustments are accumulated as a separate component of stockholders' equity and other comprehensive income. The functional currency of our Mexico operations is considered to be the U.S. dollar. The functional currency of our Canadian operations is considered to be the Canadian dollar. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of foreign currency translation adjustments and the effective unrealized gains and losses on the Company's derivative financial instruments, the sum of which, along with net income, constitutes comprehensive net income (loss). See Note 12 Accumulated Other Comprehensive Loss. All components are shown net of tax. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently adopted accounting pronouncements Effective as of January 1, 2019, the Company adopted Accounting Standards Update No. 2016-02, “Leases”, (“ASU 2016-02”), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The Company elected to use the optional transition method that allows the Company to apply the provisions of the standard at the effective date without adjusting the comparative prior periods. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard which allowed us to carry forward the historical lease classification. The cumulative effect of adopting the standard on the opening balance of retained earnings was not significant. The primary impact of adopting the standard was the recognition of a right-of-use asset and corresponding lease liability for our operating leases included in other assets and other liabilities, respectively, on the Consolidated Balance Sheet. See Note 8 Leases for further discussion. The Company has implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our contracts and enable proper accounting and reporting of financial information upon adoption. Effective as of January 1, 2020, the Company adopted Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses”, (“ASU 2016-13”), which amends the existing accounting guidance for recognizing credit losses on financial assets and certain other instruments not measured at fair value through net income, including financial assets measured at amortized cost, such as trade receivables and contract assets. ASU 2016-13 replaces the existing incurred loss impairment model with an expected credit loss model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of the asset. The adoption of this guidance did not have a material effect on the Company’s Consolidated Financial Statements. Effective as of January 1, 2021, the Company adopted Accounting Standards Updated No. 2019-12, “Simplifying the Accounting for Income Taxes”, (“ASU 2019-12”), which simplifies the accounting for income taxes by removing certain exceptions to the general principles for income taxes. The adoption of the guidance did not have a material effect on the Company's Consolidated Financial Statements. Recently issued accounting pronouncements not adopted as of December 31, 2021 In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2020-04, “Reference Rate Reform”, (“ASU 2020-04”), which provides optional guidance for contract modifications, hedging accounting, and other transactions associated with the transition from reference rates that are expected to be discontinued. ASU 2020-04 is effective for all entities upon issuance through December 31, 2022. We continue to evaluate the impact of adoption, but do not expect the guidance to have a material impact on our Consolidated Financial Statements. In October 2021, the FASB issued Accounting Standards Update No. 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, (“ASU 2021-08”), which requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. ASU 2021-08 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2022, with early adoption permitted. We do not expect this standard to have a material impact on our Consolidated Financial Statements. |
Management's Estimates | Management's Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassifications | Reclassifications Certain prior year balances have been reclassified in the Consolidated Financial Statements to conform with the 2021 presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Unsatisfied Performance Obligations | Unsatisfied Performance Obligations The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of December 31, 2021 and the percentage of the outstanding performance obligations as of December 31, 2021 expected to be delivered during 2022: Unsatisfied performance obligations at December 31, 2021 Total Percent expected to be delivered in 2022 (in millions) Engineered Structures: Utility, wind, and related structures $ 437.5 90 % Storage tanks $ 22.0 100 % Transportation Products: Inland barges $ 92.7 100 % |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Acquisition [Line Items] | |
Acquisition and divestiture activity | The Company's acquisition and divestiture activities are summarized below: Year Ended December 31, 2021 2020 2019 (in millions) Acquisitions: Purchase price $ 539.2 $ 474.7 $ 39.2 Net cash paid $ 523.4 $ 455.7 $ 32.9 Goodwill recorded $ 149.5 $ 172.1 $ 12.6 |
StonePoint | Construction Products | |
Business Acquisition [Line Items] | |
Purchase price allocation | The following table represents our preliminary purchase price allocation as of December 31, 2021: (in millions) Cash $ 1.0 Accounts receivable 18.8 Inventories 20.9 Property, plant, and equipment 69.0 Mineral reserves 201.3 Goodwill 81.5 Customer relationships 7.2 Other assets 10.4 Accounts payable (7.4) Accrued liabilities (10.0) Deferred income taxes (10.9) Other liabilities (9.0) Total net assets acquired $ 372.8 |
Pro forma information | The following table represents the unaudited pro-forma consolidated operating results of the Company as if the StonePoint acquisition had been completed on January 1, 2020. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, removes one-time transaction-related costs, and aligns the Company's debt financing with that as of the acquisition date. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2020, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended Year Ended (in millions) Revenues $ 2,082.7 $ 2,080.0 Income before income taxes $ 92.1 $ 138.9 |
Cherry Industries | Construction Products | |
Business Acquisition [Line Items] | |
Purchase price allocation | The following table represents our final purchase price allocation: (in millions) Accounts receivable $ 30.5 Inventories 11.8 Property, plant, and equipment 58.8 Mineral reserves 17.2 Goodwill 133.3 Customer relationships 62.1 Permits 25.4 Other assets 4.3 Accounts payable (7.5) Accrued liabilities (4.9) Deferred income taxes (32.7) Other liabilities (1.5) Total net assets acquired $ 296.8 |
Pro forma information | The following table represents the unaudited pro-forma consolidated operating results of the Company as if the Cherry acquisition had been completed on January 1, 2019. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, removes one-time transaction-related costs, and aligns the Company's debt financing with that as of the acquisition date. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2019, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended Year Ended (in millions) Revenues $ 1,935.6 $ 1,916.9 Income before income taxes $ 144.5 $ 163.8 |
Fair Value Accounting (Tables)
Fair Value Accounting (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on recurring basis | Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement as of December 31, 2021 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ — $ — $ — $ — Total assets $ — $ — $ — $ — Liabilities: Interest rate hedge (1) $ — $ 3.9 $ — $ 3.9 Contingent consideration (2) — — 6.7 6.7 Total liabilities $ — $ 3.9 $ 6.7 $ 10.6 Fair Value Measurement as of December 31, 2020 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 27.1 $ — $ — $ 27.1 Total assets $ 27.1 $ — $ — $ 27.1 Liabilities: Interest rate hedge (1) $ — $ 7.3 $ — $ 7.3 Contingent consideration (2) — — 9.8 9.8 Total liabilities $ — $ 7.3 $ 9.8 $ 17.1 (1) Included in other liabilities on the Consolidated Balance Sheets. (2) Current portion included in accrued liabilities and non-current portion included in other liabilities on the Consolidated Balance Sheets. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Financial information for segments | The financial information for these segments is shown in the tables below. We operate principally in North America. Year Ended December 31, 2021 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 711.6 Construction site support 85.2 Construction Products 796.8 $ 83.2 $ 1,741.1 $ 88.7 $ 44.2 Utility, wind, and related structures 717.9 Storage tanks 216.2 Engineered Structures 934.1 88.0 1,077.9 33.1 32.0 Inland barges 215.7 Steel components 89.9 Transportation Products 305.6 6.4 267.6 17.8 8.8 Segment Totals before Eliminations and Corporate 2,036.5 177.6 3,086.6 139.6 85.0 Corporate — (70.3) 101.5 4.7 0.1 Eliminations (0.1) — — — — Consolidated Total $ 2,036.4 $ 107.3 $ 3,188.1 $ 144.3 $ 85.1 Year Ended December 31, 2020 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 529.4 Construction site support 64.2 Construction Products 593.6 $ 74.7 $ 1,207.9 $ 60.1 $ 33.8 Utility, wind, and related structures 695.2 Storage tanks 182.5 Engineered Structures 877.7 80.2 1,028.5 31.5 32.9 Inland barges 378.3 Steel components 88.2 Transportation Products 466.5 54.6 276.1 18.0 13.9 Segment Totals before Eliminations and Corporate 1,937.8 209.5 2,512.5 109.6 80.6 Corporate — (57.7) 134.2 4.9 1.5 Eliminations (2.2) — — — — Consolidated Total $ 1,935.6 $ 151.8 $ 2,646.7 $ 114.5 $ 82.1 Year Ended December 31, 2019 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 364.7 Construction site support 75.0 Construction Products 439.7 $ 52.7 $ 785.0 $ 38.0 $ 30.2 Utility, wind, and related structures 625.4 Storage tanks 211.2 Engineered Structures 836.6 100.7 934.9 27.9 25.0 Inland barges 293.9 Steel components 171.8 Transportation Products 465.7 46.8 316.5 16.3 21.8 Segment Totals before Eliminations and Corporate 1,742.0 200.2 2,036.4 82.2 77.0 Corporate — (47.3) 266.1 3.6 8.4 Eliminations (5.1) — — — — Consolidated Total $ 1,736.9 $ 152.9 $ 2,302.5 $ 85.8 $ 85.4 |
Revenues, operating profit, total assets, and long-lived assets for Mexico operations | Revenues and operating profit for our Mexico operations for the years ended December 31, 2021, 2020, and 2019 are presented below. Our Canadian operations were not significant in relation to the Consolidated Financial Statements. Year Ended December 31, 2021 2020 2019 (in millions) Mexico: Revenues: External $ 137.5 $ 135.3 $ 110.1 Intercompany 87.7 60.6 88.0 $ 225.2 $ 195.9 $ 198.1 Operating profit (loss) $ 8.4 $ (0.4) $ 4.8 Total assets and long-lived assets for our Mexico operations as of December 31, 2021 and 2020 are presented below: Total Assets Long-Lived Assets December 31, 2021 2020 2021 2020 (in millions) Mexico $ 217.3 $ 188.6 $ 86.9 $ 89.9 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant, and equipment | The following table summarizes the components of property, plant, and equipment as of December 31, 2021 and 2020. December 31, December 31, (in millions) Land $ 137.3 $ 139.2 Mineral reserves 507.3 249.9 Buildings and improvements 301.0 302.3 Machinery and other 973.9 853.6 Construction in progress 45.4 49.6 1,964.9 1,594.6 Less accumulated depreciation and depletion (763.0) (681.3) $ 1,201.9 $ 913.3 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by segment | Goodwill by segment is as follows: December 31, December 31, (in millions) Construction Products $ 460.3 $ 320.0 Engineered Structures 437.6 437.0 Transportation Products 37.0 37.0 $ 934.9 $ 794.0 |
Intangible assets, net | Intangibles, net consisted of the following: December 31, 2021 December 31, 2020 (in millions) Intangibles with indefinite lives - Trademarks $ 34.1 $ 34.1 Intangibles with definite lives: Customer relationships 135.4 123.8 Permits 87.5 73.6 Other 3.9 8.1 226.8 205.5 Less accumulated amortization (40.6) (26.7) 186.2 178.8 Intangible assets, net $ 220.3 $ 212.9 |
Expected future amortization expense of intangibles | Expected future amortization expense of intangibles as of December 31, 2021 is as follows: Amortization Expense (in millions) 2022 $ 16.9 2023 16.1 2024 15.4 2025 14.7 2026 12.1 Thereafter 111.0 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Components of debt | The following table summarizes the components of debt as of December 31, 2021 and December 31, 2020: December 31, December 31, (in millions) Revolving credit facility $ 125.0 $ 100.0 Term loan 144.4 149.1 Senior notes 400.0 — Finance leases (see Note 8 Leases) 16.3 5.6 685.7 254.7 Less: unamortized debt issuance costs (6.2) (0.2) Total debt $ 679.5 $ 254.5 |
Remaining principal payments under existing debt agreements | The remaining principal payments under existing debt agreements as of December 31, 2021 are as follows: 2022 2023 2024 2025 2026 Thereafter (in millions) Revolving credit facility $ — $ — $ — $ 125.0 $ — $ — Term loan 7.5 8.5 8.4 120.0 — — Senior notes — — — — — 400.0 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Future minimum lease payments | Future minimum lease payments for operating and finance lease obligations as of December 31, 2021 consisted of the following: Operating Leases Finance Leases (in millions) 2022 $ 5.9 $ 6.9 2023 4.6 4.1 2024 4.0 4.1 2025 3.3 2.3 2026 2.2 — Thereafter 8.1 — Total undiscounted future minimum obligations 28.1 17.4 Less imputed interest (4.2) (1.1) Present value of net minimum lease obligations $ 23.9 $ 16.3 |
Balance sheet classification | The following table summarizes our operating and finance leases and their classification within the Consolidated Balance Sheet. December 31, December 31, (in millions) Assets Operating - Other assets $ 20.9 $ 17.9 Finance - Property, plant, and equipment, net 16.9 4.6 Total lease assets 37.8 22.5 Liabilities Current Operating - Accrued liabilities 4.8 4.8 Finance - Current portion of long-term debt 6.3 1.6 Non-current Operating - Other liabilities 19.1 16.4 Finance - Debt 10.0 4.0 Total lease liabilities $ 40.2 $ 26.8 |
Cash flow information | The following table includes supplemental cash flow and non-cash information related to leases: December 31, December 31, Cash paid for amounts included in the measurement of lease liabilities Cash paid for operating leases $ 6.0 $ 7.2 Cash paid for finance leases $ 3.2 $ 0.3 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1.9 $ 6.4 Finance leases $ 14.6 $ 1.4 |
Other information | Other information about lease amounts recognized in our Consolidated Financial Statements is as follows: December 31, December 31, Weighted average remaining lease term - operating leases 7.7 years 7.9 years Weighted average remaining lease term - finance leases 3.2 years 2.4 years Weighted average discount rate - operating leases 4.8 % 4.8 % Weighted average discount rate - finance leases 4.6 % 11.5 % |
Other, Net (Tables)
Other, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Other, net (income) expense | Other, net (income) expense consists of the following items: Year Ended December 31, 2021 2020 2019 (in millions) Interest income $ — $ (0.4) $ (1.4) Foreign currency exchange transactions 0.6 3.6 1.5 Other (0.3) (0.2) (0.8) Other, net (income) expense $ 0.3 $ 3.0 $ (0.7) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Components of the provision for income taxes | The components of the provision for income taxes are as follows: Year Ended December 31, 2021 2020 2019 (in millions) Current: Federal $ 0.8 $ 16.6 $ 7.6 State 0.7 6.9 3.0 Foreign 0.6 (1.5) 5.6 Total current 2.1 22.0 16.2 Deferred: Federal 12.6 11.3 22.6 State (2.3) (0.9) (0.6) Foreign 1.6 (0.8) (4.7) Total deferred 11.9 9.6 17.3 Provision $ 14.0 $ 31.6 $ 33.5 |
Reconciliation between the statutory U.S. federal income tax rate and the Company's effective income tax rate | The following is a reconciliation between the statutory U.S. federal income tax rate and the Company’s effective income tax rate on income before income taxes: Year Ended December 31, 2021 2020 2019 Statutory rate 21.0 % 21.0 % 21.0 % State taxes, including prior year true-ups (2.3) 3.3 2.7 Changes in valuation allowances and reserves 0.1 (0.1) (1.3) Changes in tax reserves — — (0.3) Statutory depletion (3.0) (1.3) (0.3) Prior year true-ups (3.2) (0.2) — Foreign adjustments 1.3 0.3 1.6 Currency adjustments (0.4) (1.2) (1.2) Compensation related items 1.1 1.0 0.6 Disallowed transaction costs 0.9 0.1 — Other, net 1.2 — — Effective rate 16.7 % 22.9 % 22.8 % |
Components of deferred tax liabilities and assets | The components of deferred tax liabilities and assets are as follows: December 31, 2021 2020 (in millions) Deferred tax liabilities: Depreciation, depletion, and amortization $ 203.7 $ 160.4 Total deferred tax liabilities 203.7 160.4 Deferred tax assets: Workers compensation and other benefits 17.8 20.3 Warranties and reserves 3.2 1.1 Tax loss carryforwards and credits 47.0 16.8 Inventory 13.8 26.1 Accrued liabilities and other 6.5 5.1 Total deferred tax assets 88.3 69.4 Net deferred tax assets (liabilities) before valuation allowances (115.4) (91.0) Valuation allowances 5.4 6.3 Adjusted net deferred tax assets (liabilities) $ (120.8) $ (97.3) |
Change in unrecognized tax benefits | The change in unrecognized tax benefits for the years ended December 31, 2021, 2020, and 2019 was as follows: December 31, 2021 2020 2019 (in millions) Beginning balance $ — $ — $ 0.5 Additions for tax positions of prior years — — — Expiration of statute of limitations — — (0.5) Ending balance $ — $ — $ — |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Total employee retirement plan expense | Total employee retirement plan expense, which includes related administrative expenses, is as follows: Year Ended December 31, 2021 2020 2019 (in millions) Defined contribution plans $ 11.9 $ 10.6 $ 8.5 Multiemployer plan 1.8 1.7 1.8 $ 13.7 $ 12.3 $ 10.3 |
Details of multiemployer plan | Our participation in the multiemployer plan for the year ended December 31, 2021 is outlined in the table below. The Pension Protection Act (“PPA”) zone status at December 31, 2021 and 2020 is as of the plan years beginning January 1, 2021 and 2020, respectively, and is obtained from the multiemployer plan's regulatory filings available in the public domain and certified by the plan's actuary. Among other factors, plans in the yellow zone are less than 80% funded while plans in the red zone are less than 65% funded. Federal law requires that plans classified in the yellow or red zones adopt a funding improvement plan or a rehabilitation plan in order to improve the financial health of the plan. The Company's contributions to the multiemployer plan were less than 5% of total contributions to the plan. The last column in the table lists the expiration date of the collective bargaining agreement to which the plan is subject. PPA Zone Status Contributions for Year Ended December 31, Pension Fund Employer Identification Number 2021 2020 Rehabilitation plan status 2021 2020 2019 Surcharge imposed Expiration date of collective bargaining agreement (in millions) Boilermaker-Blacksmith National Pension Trust 48-6168020 Yellow Yellow Implemented $ 1.7 $ 1.7 $ 1.8 No 06/30/2022 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Changes in accumulated other comprehensive loss | Changes in accumulated other comprehensive loss for the years ended December 31, 2021, December 31, 2020, and December 31, 2019 are as follows: Currency translation adjustments Unrealized loss on derivative financial instruments Accumulated other comprehensive loss (in millions) Balances at December 31, 2018 $ (16.8) $ (0.9) $ (17.7) Other comprehensive income (loss), net of tax, before reclassifications 0.5 (2.8) (2.3) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.1), and ($0.1) — 0.3 0.3 Other comprehensive income (loss) 0.5 (2.5) (2.0) Balances at December 31, 2019 (16.3) (3.4) (19.7) Other comprehensive income (loss), net of tax, before reclassifications (0.3) (3.7) (4.0) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.4), and ($0.4) — 1.6 1.6 Other comprehensive income (loss) (0.3) (2.1) (2.4) Balances at December 31, 2020 (16.6) (5.5) (22.1) Other comprehensive income (loss), net of tax, before reclassifications 0.3 1.1 1.4 Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.4), and ($0.4) — 1.4 1.4 Other comprehensive income (loss) 0.3 2.5 2.8 Balances at December 31, 2021 $ (16.3) $ (3.0) $ (19.3) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of restricted stock activity | The activity for equity awards held by Arcosa employees for the year ended December 31, 2021 was as follows: Arcosa Equity Awards Held by Arcosa Employees Trinity Equity Awards Held by Arcosa Employees Weighted Average Grant-Date Fair Value per Award Equity awards outstanding at December 31, 2020 1,412,790 653,831 $ 26.53 Granted 397,532 — 57.73 Vested (465,632) (125,474) 30.94 Forfeited (89,107) (11,182) 39.70 Equity awards outstanding at December 31, 2021 1,255,583 517,175 $ 31.31 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings per share | The computation of basic and diluted earnings per share follows. Year Ended December 31, 2021 (in millions, except per share amounts) Income Average EPS Net income $ 69.6 Unvested restricted share participation (0.4) Net income per common share – basic 69.2 48.1 $ 1.44 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 69.2 48.6 $ 1.42 Year Ended December 31, 2020 (in millions, except per share amounts) Income Average EPS Net income $ 106.6 Unvested restricted share participation (0.8) Net income per common share – basic 105.8 48.0 $ 2.20 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 105.8 48.5 $ 2.18 Year Ended December 31, 2019 (in millions, except per share amounts) Income Average EPS Net income $ 113.3 Unvested restricted share participation (1.1) Net income per common share – basic 112.2 47.9 $ 2.34 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 112.2 48.4 $ 2.32 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Stockholder's Equity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | |||
Authorized stock repurchase amount | $ 50,000,000 | ||
Number of shares repurchased | 170,168 | 184,772 | |
Cost of shares repurchased | $ 9,400,000 | $ 8,000,000 | $ 11,000,000 |
Remaining authorized repurchase amount | $ 40,600,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Contract asset with customer | $ 54.2 | $ 82.8 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Unsatisfied Performance Obligations (Details) $ in Millions | Dec. 31, 2021USD ($) |
Utility, wind, and related structures | Engineered Structures | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 437.5 |
Unsatisfied performance obligations, Percent expected to be delivered in next year | 90.00% |
Storage tanks | Engineered Structures | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 22 |
Unsatisfied performance obligations, Percent expected to be delivered in next year | 100.00% |
Inland barges | Transportation Products | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 92.7 |
Unsatisfied performance obligations, Percent expected to be delivered in next year | 100.00% |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property, Plant, and Equipment (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Buildings and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Buildings and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 30 years |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 11 years |
Machinery and other | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Machinery and other | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Goodwill and Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill impairment charges | $ 0 | $ 0 |
Indefinite-lived intangible asset impairment charges | $ 0 | $ 0 |
Minimum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 2 years | |
Minimum | Permits | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 10 years | |
Minimum | Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 1 year | |
Maximum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 22 years | |
Maximum | Permits | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 29 years | |
Maximum | Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 10 years |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Long-lived Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | |||
Impairment charge | $ 2.9 | $ 7.1 | $ 0 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Warranties (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Product Warranty Liability [Line Items] | ||
Warranty accrual | $ 6.3 | $ 3.1 |
Minimum | ||
Product Warranty Liability [Line Items] | ||
Product warranty period against materials and manufacturing defects | 1 year | |
Maximum | ||
Product Warranty Liability [Line Items] | ||
Product warranty period against materials and manufacturing defects | 5 years |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Acquisition and divestiture activity (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Business Combinations [Abstract] | |||
Purchase price | $ 539.2 | $ 474.7 | $ 39.2 |
Net cash paid | 523.4 | 455.7 | 32.9 |
Goodwill recorded | $ 149.5 | $ 172.1 | $ 12.6 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Purchase price allocation (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||
Goodwill | $ 934.9 | $ 794 |
Construction Products | ||
Business Acquisition [Line Items] | ||
Goodwill | 460.3 | $ 320 |
StonePoint | Construction Products | ||
Business Acquisition [Line Items] | ||
Cash | 1 | |
Accounts receivable | 18.8 | |
Inventories | 20.9 | |
Property, plant, and equipment | 69 | |
Mineral reserves | 201.3 | |
Goodwill | 81.5 | |
Other assets | 10.4 | |
Accounts payable | 7.4 | |
Accrued liabilities | 10 | |
Deferred income taxes | 10.9 | |
Other liabilities | 9 | |
StonePoint | Construction Products | Customer relationships | ||
Business Acquisition [Line Items] | ||
Intangible asset | 7.2 | |
Cherry Industries | Construction Products | ||
Business Acquisition [Line Items] | ||
Accounts receivable | 30.5 | |
Inventories | 11.8 | |
Property, plant, and equipment | 58.8 | |
Mineral reserves | 17.2 | |
Goodwill | 133.3 | |
Other assets | 4.3 | |
Accounts payable | (7.5) | |
Accrued liabilities | (4.9) | |
Deferred income taxes | (32.7) | |
Other liabilities | (1.5) | |
Total net assets acquired | 296.8 | |
Cherry Industries | Construction Products | Customer relationships | ||
Business Acquisition [Line Items] | ||
Intangible asset | 62.1 | |
Cherry Industries | Construction Products | Permits | ||
Business Acquisition [Line Items] | ||
Intangible asset | $ 25.4 |
Acquisitions and Divestitures_3
Acquisitions and Divestitures - Pro forma information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
StonePoint | Construction Products | |||
Business Acquisition [Line Items] | |||
Revenues | $ 2,082.7 | $ 2,080 | |
Income before income taxes | $ 92.1 | 138.9 | |
Cherry Industries | |||
Business Acquisition [Line Items] | |||
Revenues | 1,935.6 | $ 1,916.9 | |
Income before income taxes | $ 144.5 | $ 163.8 |
Acquisitions and Divestitures_4
Acquisitions and Divestitures - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Apr. 06, 2021 | Jan. 02, 2020 | |
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 539.2 | $ 474.7 | $ 39.2 | ||||
Goodwill recorded | 149.5 | 172.1 | 12.6 | ||||
Revenues | 2,036.4 | 1,935.6 | 1,736.9 | ||||
Operating profit (loss) | 107.3 | 151.8 | 152.9 | ||||
Selling price of business | 19 | ||||||
Senior notes | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-term Debt, Gross | 400 | 0 | $ 400 | ||||
Interest rate | 4.375% | ||||||
Revolving credit facility | Revolving credit facility | |||||||
Segment Reporting Information [Line Items] | |||||||
Borrowings from revolving credit facility | 100 | ||||||
Long-term Debt, Gross | 125 | 100 | |||||
Term loan | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-term Debt, Gross | 144.4 | 149.1 | $ 150 | ||||
Unsecured Debt | Senior notes | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-term Debt, Gross | $ 400 | ||||||
Interest rate | 4.375% | ||||||
Southwest Rock | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 149.7 | ||||||
Contingent consideration liability | 15 | ||||||
Goodwill recorded | 65.4 | ||||||
Mineral reserves | 51.6 | ||||||
Property, plant, and equipment | 25.5 | ||||||
StonePoint | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 372.8 | ||||||
Mineral reserves | 201.3 | ||||||
Property, plant, and equipment | 69 | ||||||
Non-recurring transaction and integration costs | 9.7 | ||||||
Revenues | 123.7 | ||||||
Operating profit (loss) | $ (0.1) | ||||||
StonePoint | Construction Products | Customer relationships | |||||||
Segment Reporting Information [Line Items] | |||||||
Useful life of acquired intangible asset | 10 years | ||||||
Intangible asset | $ 7.2 | ||||||
Cherry Industries | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | 173.2 | ||||||
Operating profit (loss) | $ 25.2 | ||||||
Cherry Industries | Customer relationships | |||||||
Segment Reporting Information [Line Items] | |||||||
Useful life of acquired intangible asset | 14 years 10 months 24 days | ||||||
Cherry Industries | Permits | |||||||
Segment Reporting Information [Line Items] | |||||||
Useful life of acquired intangible asset | 19 years 9 months 18 days | ||||||
Cherry Industries | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 296.8 | ||||||
Mineral reserves | 17.2 | ||||||
Property, plant, and equipment | 58.8 | ||||||
Total net assets acquired | 296.8 | ||||||
Non-recurring transaction and integration costs | 3 | $ 0.5 | |||||
Net cash paid for acquisition | 284.1 | ||||||
Cherry Industries | Construction Products | Customer relationships | |||||||
Segment Reporting Information [Line Items] | |||||||
Intangible asset | 62.1 | ||||||
Cherry Industries | Construction Products | Permits | |||||||
Segment Reporting Information [Line Items] | |||||||
Intangible asset | 25.4 | ||||||
Traffic structures | Engineered Structures | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 25.5 | ||||||
Goodwill recorded | $ 10 | ||||||
Telecom structures | Engineered Structures | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 27.8 | ||||||
Goodwill recorded | 8.5 | ||||||
Aggregates and specialty materials | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 9.4 | 25.8 | |||||
Goodwill recorded | $ 1.1 | $ 1.6 | 8.7 | ||||
Recycled aggregates | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 87 | ||||||
Goodwill recorded | $ 3.8 | ||||||
Recycled aggregates | Construction Products | Permits | |||||||
Segment Reporting Information [Line Items] | |||||||
Useful life of acquired intangible asset | 22 years 9 months 18 days | ||||||
Intangible asset | $ 51.6 | ||||||
Inland barge and construction aggregates businesses | Transportation Products and Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 27.6 | ||||||
Inland barge business | Transportation Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Goodwill recorded | $ 10.4 |
Fair Value Accounting - Assets
Fair Value Accounting - Assets and liabilities measured at fair value on recurring basis (Details) - Fair value measurements, recurring - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Assets: | |||
Cash equivalents | $ 0 | $ 27.1 | |
Total assets | 0 | 27.1 | |
Liabilities: | |||
Contingent consideration liability | [1] | 6.7 | 9.8 |
Total liabilities | 10.6 | 17.1 | |
Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | 3.9 | 7.3 |
Level 1 | |||
Assets: | |||
Cash equivalents | 0 | 27.1 | |
Total assets | 0 | 27.1 | |
Liabilities: | |||
Contingent consideration liability | [1] | 0 | 0 |
Total liabilities | 0 | 0 | |
Level 1 | Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | 0 | 0 |
Level 2 | |||
Assets: | |||
Cash equivalents | 0 | 0 | |
Total assets | 0 | 0 | |
Liabilities: | |||
Contingent consideration liability | [1] | 0 | 0 |
Total liabilities | 3.9 | 7.3 | |
Level 2 | Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | 3.9 | 7.3 |
Level 3 | |||
Assets: | |||
Cash equivalents | 0 | 0 | |
Total assets | 0 | 0 | |
Liabilities: | |||
Contingent consideration liability | [1] | 6.7 | 9.8 |
Total liabilities | 6.7 | 9.8 | |
Level 3 | Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | $ 0 | $ 0 |
[1] | Current portion included in accrued liabilities and non-current portion included in other liabilities on the Consolidated Balance Sheets. | ||
[2] | Included in other liabilities on the Consolidated Balance Sheets. |
Segment Information - Financial
Segment Information - Financial information for segments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 2,036.4 | $ 1,935.6 | $ 1,736.9 |
Operating profit (loss) | 107.3 | 151.8 | 152.9 |
Assets | 3,188.1 | 2,646.7 | 2,302.5 |
Depreciation, Depletion, & Amortization | 144.3 | 114.5 | 85.8 |
Capital Expenditures | 85.1 | 82.1 | 85.4 |
Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 2,036.5 | 1,937.8 | 1,742 |
Operating profit (loss) | 177.6 | 209.5 | 200.2 |
Assets | 3,086.6 | 2,512.5 | 2,036.4 |
Depreciation, Depletion, & Amortization | 139.6 | 109.6 | 82.2 |
Capital Expenditures | 85 | 80.6 | 77 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Operating profit (loss) | (70.3) | (57.7) | (47.3) |
Assets | 101.5 | 134.2 | 266.1 |
Depreciation, Depletion, & Amortization | 4.7 | 4.9 | 3.6 |
Capital Expenditures | 0.1 | 1.5 | 8.4 |
Construction Products | |||
Segment Reporting Information [Line Items] | |||
Assets | 1,741.1 | 1,207.9 | 785 |
Depreciation, Depletion, & Amortization | 88.7 | 60.1 | 38 |
Capital Expenditures | 44.2 | 33.8 | 30.2 |
Construction Products | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 796.8 | 593.6 | 439.7 |
Operating profit (loss) | 83.2 | 74.7 | 52.7 |
Engineered Structures | |||
Segment Reporting Information [Line Items] | |||
Assets | 1,077.9 | 1,028.5 | 934.9 |
Depreciation, Depletion, & Amortization | 33.1 | 31.5 | 27.9 |
Capital Expenditures | 32 | 32.9 | 25 |
Engineered Structures | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 934.1 | 877.7 | 836.6 |
Operating profit (loss) | 88 | 80.2 | 100.7 |
Transportation Products | |||
Segment Reporting Information [Line Items] | |||
Assets | 267.6 | 276.1 | 316.5 |
Depreciation, Depletion, & Amortization | 17.8 | 18 | 16.3 |
Capital Expenditures | 8.8 | 13.9 | 21.8 |
Transportation Products | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 305.6 | 466.5 | 465.7 |
Operating profit (loss) | 6.4 | 54.6 | 46.8 |
Aggregates and specialty materials | Construction Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 711.6 | 529.4 | 364.7 |
Construction site support | Construction Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 85.2 | 64.2 | 75 |
Utility, wind, and related structures | Engineered Structures | |||
Segment Reporting Information [Line Items] | |||
Revenues | 717.9 | 695.2 | 625.4 |
Storage tanks | Engineered Structures | |||
Segment Reporting Information [Line Items] | |||
Revenues | 216.2 | 182.5 | 211.2 |
Inland barges | Transportation Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 215.7 | 378.3 | 293.9 |
Steel components | Transportation Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 89.9 | 88.2 | 171.8 |
Eliminations | Intersegment | |||
Segment Reporting Information [Line Items] | |||
Revenues | (0.1) | (2.2) | (5.1) |
Operating profit (loss) | 0 | 0 | 0 |
Assets | 0 | 0 | 0 |
Depreciation, Depletion, & Amortization | 0 | 0 | 0 |
Capital Expenditures | $ 0 | $ 0 | $ 0 |
Segment Information - Revenues,
Segment Information - Revenues, operating profit, total assets, and long-lived assets for Mexico operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | $ 2,036.4 | $ 1,935.6 | $ 1,736.9 |
Operating profit (loss) | 107.3 | 151.8 | 152.9 |
Total Assets | 3,188.1 | 2,646.7 | 2,302.5 |
MEXICO | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 225.2 | 195.9 | 198.1 |
Operating profit (loss) | 8.4 | (0.4) | 4.8 |
Total Assets | 217.3 | 188.6 | |
Long-Lived Assets | 86.9 | 89.9 | |
MEXICO | External | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 137.5 | 135.3 | 110.1 |
MEXICO | Intercompany | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | $ 87.7 | $ 60.6 | $ 88 |
Segment Information - Narrative
Segment Information - Narrative (Details) - segment | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Product Information [Line Items] | |||
Number of reportable segments | 3 | ||
Engineered Structures | Customer Concentration Risk | Revenue Benchmark | |||
Product Information [Line Items] | |||
Revenue concentration risk, percentage | 9.50% | 15.30% | 18.20% |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Components of property, plant, and equipment (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 1,964.9 | $ 1,594.6 |
Accumulated depreciation and depletion | (763) | (681.3) |
Property, plant, and equipment, net | 1,201.9 | 913.3 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 137.3 | 139.2 |
Mineral reserves | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 507.3 | 249.9 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 301 | 302.3 |
Machinery and other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 973.9 | 853.6 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 45.4 | $ 49.6 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, net | $ 1,201.9 | $ 913.3 | |
Impairment charge | 2.9 | $ 7.1 | $ 0 |
Engineered Structures | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment classified as held for sale | 20.4 | ||
Manufacturing Facility, Nonoperating | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant, and equipment, net | $ 18.7 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill by segment (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill [Line Items] | ||
Goodwill | $ 934.9 | $ 794 |
Construction Products | ||
Goodwill [Line Items] | ||
Goodwill | 460.3 | 320 |
Engineered Structures | ||
Goodwill [Line Items] | ||
Goodwill | 437.6 | 437 |
Transportation Products | ||
Goodwill [Line Items] | ||
Goodwill | $ 37 | $ 37 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible assets, net (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Intangible Assets [Line Items] | ||
Intangibles with indefinite lives - Trademarks | $ 34.1 | $ 34.1 |
Intangibles with definite lives, gross | 226.8 | 205.5 |
Intangibles with definite lives, accumulated amortization | (40.6) | (26.7) |
Intangibles with definite lives, net | 186.2 | 178.8 |
Intangible assets, net | 220.3 | 212.9 |
Customer relationships | ||
Intangible Assets [Line Items] | ||
Intangibles with definite lives, gross | 135.4 | 123.8 |
Permits | ||
Intangible Assets [Line Items] | ||
Intangibles with definite lives, gross | 87.5 | 73.6 |
Other intangible assets | ||
Intangible Assets [Line Items] | ||
Intangibles with definite lives, gross | $ 3.9 | $ 8.1 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future amortization (Details) $ in Millions | Dec. 31, 2021USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2022 | $ 16.9 |
2023 | 16.1 |
2024 | 15.4 |
2025 | 14.7 |
2026 | 12.1 |
Thereafter | $ 111 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense from intangible assets | $ 18.1 | $ 12.6 | $ 3.4 |
Debt - Components of debt (Deta
Debt - Components of debt (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Apr. 06, 2021 | Dec. 31, 2020 | Jan. 02, 2020 |
Debt Instrument [Line Items] | ||||
Finance leases | $ 16.3 | $ 5.6 | ||
Debt and finance leases | 685.7 | 254.7 | ||
Less: unamortized debt issuance costs | (6.2) | (0.2) | ||
Total debt | 679.5 | 254.5 | ||
Revolving credit facility | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 125 | 100 | ||
Less: unamortized debt issuance costs | (1.2) | |||
Term loan | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 144.4 | 149.1 | $ 150 | |
Senior notes | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | $ 400 | $ 400 | $ 0 |
Debt - Remaining principal paym
Debt - Remaining principal payments under existing debt agreements (Details) $ in Millions | Dec. 31, 2021USD ($) |
Revolving credit facility | Revolving credit facility | |
Debt Instrument [Line Items] | |
2022 | $ 0 |
2023 | 0 |
2024 | 0 |
2025 | 125 |
2026 | 0 |
Thereafter | 0 |
Term loan | |
Debt Instrument [Line Items] | |
2022 | 7.5 |
2023 | 8.5 |
2024 | 8.4 |
2025 | 120 |
2026 | 0 |
Thereafter | 0 |
Senior notes | |
Debt Instrument [Line Items] | |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | $ 400 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 12 Months Ended | ||||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Apr. 06, 2021 | Mar. 26, 2021 | Jan. 02, 2020 | Nov. 01, 2018 | |
Debt Instrument [Line Items] | |||||||
Less: unamortized debt issuance costs | $ 6,200,000 | $ 200,000 | |||||
Debt issuance costs | 6,600,000 | 1,200,000 | $ 0 | ||||
Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | 144,400,000 | 149,100,000 | $ 150,000,000 | ||||
Senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | 400,000,000 | 0 | $ 400,000,000 | ||||
Interest rate | 4.375% | ||||||
Estimated fair value | 404,600,000 | ||||||
Debt issuance costs | 6,600,000 | ||||||
Senior notes | Unsecured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt, Gross | $ 400,000,000 | ||||||
Interest rate | 4.375% | ||||||
Revolving credit facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, maximum borrowing capacity | $ 500,000,000 | $ 400,000,000 | |||||
Long-term Debt, Gross | 125,000,000 | $ 100,000,000 | |||||
Borrowings from revolving credit facility | 100,000,000 | ||||||
Credit facility, remaining borrowing capacity | $ 346,400,000 | ||||||
Line of credit commitment fee percentage | 0.30% | ||||||
Less: unamortized debt issuance costs | $ 1,200,000 | ||||||
Letter of credit | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Letters of credit outstanding | 28,600,000 | ||||||
Letters of credit outstanding expiring in current fiscal year | 28,000,000 | ||||||
364 Day Facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, maximum borrowing capacity | $ 150,000,000 | ||||||
Interest rate hedges | Designated as hedging instrument | |||||||
Debt Instrument [Line Items] | |||||||
Derivative, notional amount | $ 100,000,000 | ||||||
Derivative fixed interest rate | 2.71% | ||||||
Derivative liability | $ 3,900,000 | ||||||
LIBOR | Revolving credit facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, margin on LIBOR interest rate | 1.75% | ||||||
Minimum | Revolving credit facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, margin on LIBOR interest rate | 1.25% | ||||||
Line of credit commitment fee percentage | 0.20% | ||||||
Maximum | Revolving credit facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, margin on LIBOR interest rate | 2.00% | ||||||
Line of credit commitment fee percentage | 0.35% |
Leases - Future minimum lease p
Leases - Future minimum lease payments (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating lease payments, 2022 | $ 5.9 | |
Operating lease payments, 2023 | 4.6 | |
Operating lease payments, 2024 | 4 | |
Operating lease payments, 2025 | 3.3 | |
Operating lease payments, 2026 | 2.2 | |
Operating lease payments, thereafter | 8.1 | |
Operating lease payments | 28.1 | |
Operating lease payments, imputed interest | (4.2) | |
Operating lease payments, present value | 23.9 | |
Finance lease payments, 2022 | 6.9 | |
Finance lease payments, 2023 | 4.1 | |
Finance lease payments, 2024 | 4.1 | |
Finance lease payments, 2025 | 2.3 | |
Finance lease payments, 2026 | 0 | |
Finance lease payments, thereafter | 0 | |
Finance lease payments | 17.4 | |
Finance lease liability, imputed interest | (1.1) | |
Finance leases | $ 16.3 | $ 5.6 |
Leases - Balance sheet classifi
Leases - Balance sheet classification (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Right of use asset, Operating | $ 20.9 | $ 17.9 |
Right of use asset, Operating | Other assets | Other assets |
Right of use asset, Finance | $ 16.9 | $ 4.6 |
Right of use asset, Finance | Property, plant, and equipment, net | Property, plant, and equipment, net |
Right of use asset, Total | $ 37.8 | $ 22.5 |
Lease liability, Current, Operating | $ 4.8 | $ 4.8 |
Lease liability, Current, Operating | Advance billings | Advance billings |
Lease Liability, Current, Finance | $ 6.3 | $ 1.6 |
Lease liability, Current, Finance | Current portion of long-term debt | Current portion of long-term debt |
Lease liability, Non-current, Operating | $ 19.1 | $ 16.4 |
Lease liability, Non-current, Operating | Other liabilities | Other liabilities |
Lease liability, Non-current, Finance | $ 10 | $ 4 |
Lease liability, Non-current, Finance | Debt | Debt |
Lease liability, Total | $ 40.2 | $ 26.8 |
Leases - Cash flow information
Leases - Cash flow information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Cash paid for operating leases | $ 6 | $ 7.2 |
Cash paid for finance leases | 3.2 | 0.3 |
Operating leases | 1.9 | 6.4 |
Finance leases | $ 14.6 | $ 1.4 |
Leases - Other Information (Det
Leases - Other Information (Details) | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Weighted average remaining lease term - operating leases | 7 years 8 months 12 days | 7 years 10 months 24 days |
Weighted average remaining lease term - finance leases | 3 years 2 months 12 days | 2 years 4 months 24 days |
Weighted average discount rate - operating leases | 4.80% | 4.80% |
Weighted average discount rate - finance leases | 4.60% | 11.50% |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 6.1 | $ 7.4 |
Amortization of finance lease assets | $ 2.5 | $ 0.9 |
Other, Net - Summary of other,
Other, Net - Summary of other, net (income) expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ 0 | $ (0.4) | $ (1.4) |
Foreign currency exchange transactions | 0.6 | 3.6 | 1.5 |
Other | (0.3) | (0.2) | (0.8) |
Other, net (income) expense | $ 0.3 | $ 3 | $ (0.7) |
Income Taxes - Components of th
Income Taxes - Components of the provision for income taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | |||
Federal | $ 0.8 | $ 16.6 | $ 7.6 |
State | 0.7 | 6.9 | 3 |
Foreign | 0.6 | (1.5) | 5.6 |
Total current | 2.1 | 22 | 16.2 |
Deferred: | |||
Federal | 12.6 | 11.3 | 22.6 |
State | (2.3) | (0.9) | (0.6) |
Foreign | 1.6 | (0.8) | (4.7) |
Total deferred | 11.9 | 9.6 | 17.3 |
Provision (benefit) for income taxes | $ 14 | $ 31.6 | $ 33.5 |
Income Taxes - Reconciliation b
Income Taxes - Reconciliation between the statutory U.S. federal income tax rate and the Company's effective income tax rate (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Statutory rate | 21.00% | 21.00% | 21.00% |
State taxes, including prior year true-ups | (2.30%) | 3.30% | 2.70% |
Changes in valuation allowances and reserves | 0.10% | (0.10%) | (1.30%) |
Changes in tax reserves | 0.00% | 0.00% | (0.30%) |
Statutory depletion | (3.00%) | (1.30%) | (0.30%) |
Prior year true-ups | (3.20%) | (0.20%) | 0.00% |
Foreign adjustments | 1.30% | 0.30% | 1.60% |
Currency adjustments | (0.40%) | (1.20%) | (1.20%) |
Compensation related items | 1.10% | 1.00% | 0.60% |
Disallowed transaction costs | 0.90% | 0.10% | 0.00% |
Other, net | 1.20% | 0.00% | 0.00% |
Effective rate | 16.70% | 22.90% | 22.80% |
Income Taxes - Components of de
Income Taxes - Components of deferred tax liabilities and assets (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax liabilities: | ||
Depreciation, depletion, and amortization | $ 203.7 | $ 160.4 |
Total deferred tax liabilities | 203.7 | 160.4 |
Deferred tax assets: | ||
Workers compensation and other benefits | 17.8 | 20.3 |
Warranties and reserves | 3.2 | 1.1 |
Tax loss carryforwards and credits | 47 | 16.8 |
Inventory | 13.8 | 26.1 |
Accrued liabilities and other | 6.5 | 5.1 |
Total deferred tax assets | 88.3 | 69.4 |
Net deferred tax assets (liabilities) before valuation allowances | (115.4) | (91) |
Valuation allowances | 5.4 | 6.3 |
Adjusted net deferred tax assets (liabilities) | $ 120.8 | $ 97.3 |
Income Taxes - Change in unreco
Income Taxes - Change in unrecognized tax benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 0 | $ 0 | $ 0.5 |
Additions for tax positions of prior years | 0 | 0 | 0 |
Expiration of statute of limitations | 0 | 0 | (0.5) |
Ending balance | $ 0 | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
CARES Act deferred payroll tax payments | $ 5.4 | ||
Income before income taxes for U.S. operations | 76.6 | $ 143 | $ 143.6 |
Income (loss) before income taxes for foreign operations | 7 | (4.8) | 3.2 |
Net operating loss carryforwards - domestic | 156.7 | ||
Remaining state loss carryforwards | 6.1 | ||
Net operating loss carryforwards - foreign | 35.6 | ||
Undistributed earnings of foreign subsidiaries | 99.1 | ||
Unrecognized tax benefits, reduction resulting from statute of limitations | 0 | 0 | 0.5 |
Total accrued interest and penalties related to uncertain tax positions | $ 0 | $ 0 | $ 0 |
Employee Retirement Plans - Tot
Employee Retirement Plans - Total employee retirement plan expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |||
Defined contribution plans | $ 11.9 | $ 10.6 | $ 8.5 |
Multiemployer plan | 1.8 | 1.7 | 1.8 |
Employee retirement plan expense | $ 13.7 | $ 12.3 | $ 10.3 |
Employee Retirement Plans - Det
Employee Retirement Plans - Details of the multiemployer plan (Details) - Boilermaker-Blacksmith National Pension Trust - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Multiemployer Plans [Line Items] | |||
PPA Zone Status | Yellow | Yellow | |
Rehabilitation plan status | Implemented | ||
Contributions | $ 1.7 | $ 1.7 | $ 1.8 |
Surcharge imposed | No |
Employee Retirement Plans - Nar
Employee Retirement Plans - Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Schedule of Benefit Plans Disclosures [Line Items] | |
Deferred compensation plan distributions to participants | $ 1 |
Multiemployer plan, estimated future contributions | 1.8 |
Plan assets | 3.7 |
Projected benefit obligation | 3.4 |
Other assets | |
Schedule of Benefit Plans Disclosures [Line Items] | |
Deferred compensation plan assets | 5.3 |
Funded status of plan | 0.3 |
Other liabilities | |
Schedule of Benefit Plans Disclosures [Line Items] | |
Deferred compensation liability | $ 4.9 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in accumulated other comprehensive loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Currency translation adjustments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | $ (16.6) | $ (16.3) | $ (16.8) |
Other comprehensive income (loss), net of tax, before reclassifications | 0.3 | (0.3) | 0.5 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | 0 | 0 | 0 |
Other comprehensive income (loss) | 0.3 | (0.3) | 0.5 |
Ending balance | (16.3) | (16.6) | (16.3) |
Unrealized loss on derivative financial instruments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (5.5) | (3.4) | (0.9) |
Other comprehensive income (loss), net of tax, before reclassifications | 1.1 | (3.7) | (2.8) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 1.4 | 1.6 | 0.3 |
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | (0.4) | (0.4) | (0.1) |
Other comprehensive income (loss) | 2.5 | (2.1) | (2.5) |
Ending balance | (3) | (5.5) | (3.4) |
AOCI Attributable to Parent | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (22.1) | (19.7) | (17.7) |
Other comprehensive income (loss), net of tax, before reclassifications | 1.4 | (4) | (2.3) |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 1.4 | 1.6 | 0.3 |
Amounts reclassified from accumulated other comprehensive loss, tax expense (benefit) | (0.4) | (0.4) | (0.1) |
Other comprehensive income (loss) | 2.8 | (2.4) | (2) |
Ending balance | $ (19.3) | $ (22.1) | $ (19.7) |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of restricted stock activity (Details) - Restricted share awards | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |
Weighted Average Grant-Date Fair Value per Award, Equity awards outstanding, Beginning balance (in dollars per share) | $ / shares | $ 26.53 |
Weighted Average Grant-Date Fair Value per Award, Granted (in dollars per share) | $ / shares | 57.73 |
Weighted Average Grant-Date Fair Value per Award, Vested (in dollars per share) | $ / shares | 30.94 |
Weighted Average Grant-Date Fair Value per Award, Forfeited (in dollars per share) | $ / shares | 39.70 |
Weighted Average Grant-Date Fair Value per Award, Equity awards outstanding, Ending balance (in dollars per share) | $ / shares | $ 31.31 |
Arcosa Equity Awards Held by Arcosa Employees | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Equity Awards, Restricted share awards outstanding, Beginning balance (in shares) | 1,412,790 |
Number of Equity Awards, Granted (in shares) | 397,532 |
Number of Equity Awards, Vested (in shares) | (465,632) |
Number of Equity Awards, Forfeited (in shares) | (89,107) |
Number of Equity Share Awards, Restricted share awards outstanding, Ending balance (in shares) | 1,255,583 |
Trinity Equity Awards Held by Arcosa Employees | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Equity Awards, Restricted share awards outstanding, Beginning balance (in shares) | 653,831 |
Number of Equity Awards, Granted (in shares) | 0 |
Number of Equity Awards, Vested (in shares) | (125,474) |
Number of Equity Awards, Forfeited (in shares) | (11,182) |
Number of Equity Share Awards, Restricted share awards outstanding, Ending balance (in shares) | 517,175 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of common stock provided for awarding by the Plan (in shares) | 4,800,000 | ||
Number of shares available for issuance (in shares) | 1,800,000 | ||
Stock-based compensation expense | $ 18 | $ 20 | $ 14.6 |
Income tax benefit related to stock-based compensation expense | 4.6 | 2.6 | 2.7 |
Fair value of shares vested | $ 32 | $ 11.3 | $ 13.3 |
Restricted Stock | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 1 year | ||
Restricted Stock | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 15 years | ||
Restricted share awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense related to restricted share awards | $ 24.5 | ||
Weighted average recognition period | 2 years 7 months 6 days | ||
Performance units | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of target grant potentially issuable depending on achievement of certain specified goals | 0.00% | ||
Performance units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of target grant potentially issuable depending on achievement of certain specified goals | 200.00% |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation of basic and diluted earnings per share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share Reconciliation [Abstract] | |||
Net income | $ 69.6 | $ 106.6 | $ 113.3 |
Unvested restricted share participation | (0.4) | (0.8) | (1.1) |
Net income per common share – basic | $ 69.2 | $ 105.8 | $ 112.2 |
Net income - basic (shares) | 48.1 | 48 | 47.9 |
Net income - basic (EPS) | $ 1.44 | $ 2.20 | $ 2.34 |
Effect of dilutive securities: | |||
Nonparticipating unvested restricted shares | $ 0 | $ 0 | $ 0 |
Nonparticipating unvested restricted shares (shares) | 0.5 | 0.5 | 0.5 |
Net income per common share – diluted | $ 69.2 | $ 105.8 | $ 112.2 |
Net income - diluted (shares) | 48.6 | 48.5 | 48.4 |
Net income - diluted (EPS) | $ 1.42 | $ 2.18 | $ 2.32 |
Earnings Per Common Share - Nar
Earnings Per Common Share - Narrative (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Weighted average restricted shares | 1.7 | 1.7 | 1.6 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Dec. 31, 2021USD ($) |
Loss Contingencies [Line Items] | |
Non-cancelable purchase obligations | $ 183.5 |
Accrued liabilities | |
Loss Contingencies [Line Items] | |
Total accrual | 9.9 |
Environmental matters | |
Loss Contingencies [Line Items] | |
Total accrual | 1 |
Minimum | |
Loss Contingencies [Line Items] | |
Range of reasonably possible losses | 9.1 |
Maximum | |
Loss Contingencies [Line Items] | |
Range of reasonably possible losses | 9.5 |
Engineered Structures and Transportation Products | Inventories | |
Loss Contingencies [Line Items] | |
Non-cancelable purchase obligations | $ 140.6 |