Cover and DEI
Cover and DEI - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 13, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
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 ($0.01 par value) | |
Trading Symbol | ACA | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 48,759,966 | |
Entity Central Index Key | 0001739445 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 |
Consolidated Statements of Oper
Consolidated Statements of Operations (unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenues | $ 591.7 | $ 603.9 | $ 1,725.7 | $ 1,742.5 |
Operating costs: | ||||
Cost of revenues | 484.6 | 488.8 | 1,388.9 | 1,411.4 |
Selling, general, and administrative expenses | 61.3 | 67.8 | 194.5 | 196.7 |
Gains on disposition of property, plant, equipment, and other assets | (2.6) | (1.7) | (25.8) | (6.5) |
Gain on sale of storage tanks business | 0 | 0 | (6.4) | 0 |
Costs and Expenses, Total | 543.3 | 554.9 | 1,551.2 | 1,601.6 |
Total operating profit | 48.4 | 49 | 174.5 | 140.9 |
Interest expense | 6.7 | 8.6 | 20.9 | 23.5 |
Other, net (income) expense | (1.3) | (0.2) | (5.8) | 1.1 |
Income before income taxes | 43 | 40.6 | 159.4 | 116.3 |
Provision for income taxes | 7.5 | 8.6 | 27.3 | 25.1 |
Net income | $ 35.5 | $ 32 | $ 132.1 | $ 91.2 |
Net income per common share: | ||||
Basic (in dollars per share) | $ 0.73 | $ 0.66 | $ 2.71 | $ 1.88 |
Diluted (in dollars per share) | $ 0.72 | $ 0.66 | $ 2.70 | $ 1.87 |
Weighted average number of shares outstanding: | ||||
Basic (in shares) | 48.7 | 48.3 | 48.5 | 48.2 |
Diluted (in shares) | 48.8 | 48.5 | 48.7 | 48.5 |
Dividends declared per common share | $ 0.05 | $ 0.05 | $ 0.15 | $ 0.15 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 35.5 | $ 32 | $ 132.1 | $ 91.2 |
Derivative financial instruments: | ||||
Unrealized gains (losses) arising during the period, net of tax expense (benefit) | 0 | 0.9 | 0.2 | 3.2 |
Reclassification adjustments for (gains) losses included in net income, net of tax expense (benefit) | (0.6) | 0.1 | (1.4) | 0.9 |
Currency translation adjustment: | ||||
Unrealized gains (losses) arising during the period, net of tax expense (benefit) | (0.1) | (0.5) | 0.1 | (0.6) |
Other comprehensive income (loss) | (0.7) | 0.5 | (1.1) | 3.5 |
Comprehensive income | $ 34.8 | $ 32.5 | $ 131 | $ 94.7 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized gains (losses) arising during the period, tax expense (benefit) | $ 0 | $ 0.3 | $ 0.1 | $ 0.9 |
Reclassification adjustments for (gains) losses included in net income, tax expense (benefit) | 0.2 | (0.1) | 0.4 | (0.3) |
Unrealized gains (losses) arising during the period, tax expense (benefit) | $ 0 | $ (0.2) | $ 0 | $ (0.2) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2023 | [1] | Dec. 31, 2022 |
Current assets: | |||
Cash and cash equivalents | $ 155.3 | $ 160.4 | |
Receivables, net of allowance | 389.6 | 334.2 | |
Inventories: | |||
Raw materials and supplies | 173.3 | 126.3 | |
Work in process | 54.1 | 59.2 | |
Finished goods | 133.8 | 130.3 | |
Total inventory | 361.2 | 315.8 | |
Other | 45.4 | 46.4 | |
Total current assets | 951.5 | 856.8 | |
Property, plant, and equipment, net | 1,254.6 | 1,199.6 | |
Goodwill | 966.6 | 958.5 | |
Intangibles, net | 247 | 256.1 | |
Deferred income taxes | 9.8 | 9.6 | |
Other assets | 60.1 | 60 | |
Total assets | 3,489.6 | 3,340.6 | |
Current liabilities: | |||
Accounts payable | 244.8 | 190.7 | |
Accrued liabilities | 121.7 | 121.8 | |
Advance billings | 31.8 | 40.5 | |
Current portion of long-term debt | 6.8 | 14.7 | |
Total current liabilities | 405.1 | 367.7 | |
Debt | 503.4 | 535.9 | |
Deferred income taxes | 193.3 | 175.6 | |
Other liabilities | 72.5 | 77 | |
Total liabilities | 1,174.3 | 1,156.2 | |
Stockholders' equity: | |||
Common stock | $ 0.5 | $ 0.5 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 | |
Capital in excess of par value | $ 1,691.5 | $ 1,684.1 | |
Retained earnings | 640.3 | 515.5 | |
Accumulated other comprehensive loss | (16.8) | (15.7) | |
Treasury Stock, Value | (0.2) | 0 | |
Total stockholders' equity | 2,315.3 | 2,184.4 | |
Total liabilities and stockholders' equity | $ 3,489.6 | $ 3,340.6 | |
[1](unaudited) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |||
Operating activities: | |||||||
Net income | $ 35.5 | $ 32 | $ 132.1 | $ 91.2 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation, depletion, and amortization | 118.8 | 116.9 | |||||
Stock-based compensation expense | 18.3 | 15.5 | |||||
Provision for deferred income taxes | 14 | 19.7 | |||||
Gains on disposition of property, plant, equipment, and other assets | (2.6) | (1.7) | (25.8) | (6.5) | |||
Gain on sale of storage tanks business | 0 | 0 | (6.4) | 0 | $ (189) | ||
(Increase) decrease in other assets | (3.5) | 2.3 | |||||
Increase (decrease) in other liabilities | (6.2) | (18.7) | |||||
Other | 1.3 | (3.6) | |||||
Changes in current assets and liabilities: | |||||||
(Increase) decrease in receivables | (34.6) | (52) | |||||
(Increase) decrease in inventories | (40.4) | (39.1) | |||||
(Increase) decrease in other current assets | 1 | (3) | |||||
Increase (decrease) in accounts payable | 49.5 | 57.9 | |||||
Increase (decrease) in advance billings | (4.1) | (2.6) | |||||
Increase (decrease) in accrued liabilities | (15.2) | 4.6 | |||||
Net cash provided by operating activities | 198.8 | 182.6 | |||||
Investing activities: | |||||||
Proceeds from disposition of property, plant, equipment, and other assets | 30.1 | 31.5 | |||||
Proceeds from sale of storage tanks business | 2 | 0 | |||||
Capital expenditures | (144.8) | (85.9) | |||||
Acquisitions, net of cash acquired | (18.8) | (75.1) | |||||
Net cash required by investing activities | (131.5) | (129.5) | |||||
Financing activities: | |||||||
Payments to retire debt | (142) | (59.8) | |||||
Proceeds from issuance of debt | 100 | 80 | |||||
Shares repurchased | 0 | (15) | |||||
Dividends paid to common stockholders | (7.3) | (7.4) | |||||
Purchase of shares to satisfy employee tax on vested stock | (11.1) | (9.8) | |||||
Holdback payment from acquisition | (10) | 0 | |||||
Debt issuance costs | (2) | 0 | |||||
Net cash required by financing activities | (72.4) | (12) | |||||
Net increase (decrease) in cash and cash equivalents | (5.1) | 41.1 | |||||
Cash and cash equivalents at beginning of period | 160.4 | 72.9 | 72.9 | ||||
Cash and cash equivalents at end of period | $ 155.3 | [1] | $ 114 | $ 155.3 | [1] | $ 114 | $ 160.4 |
[1](unaudited) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (unaudited) - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock, Common | |
Beginning balance at Dec. 31, 2021 | $ 1,953.3 | $ 0.5 | $ 1,692.6 | $ 279.5 | $ (19.3) | $ 0 | |
Beginning balance, shares at Dec. 31, 2021 | 48.3 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 91.2 | 91.2 | |||||
Other comprehensive income (loss) | 3.5 | 3.5 | |||||
Dividends paid to common stockholders | (7.4) | (7.4) | |||||
Restricted shares, net - shares | 0.6 | (0.2) | |||||
Restricted shares, net - value | 5.7 | 16 | $ (10.3) | ||||
Shares repurchased, shares | (0.3) | ||||||
Shares repurchased | (15) | $ (15) | |||||
Ending balance at Sep. 30, 2022 | 2,031.3 | $ 0.5 | 1,708.6 | 363.3 | (15.8) | $ (25.3) | |
Ending balance, shares at Sep. 30, 2022 | 48.9 | 0.5 | |||||
Beginning balance at Jun. 30, 2022 | 1,996 | $ 0.5 | 1,703.1 | 333.7 | (16.3) | $ (25) | |
Beginning balance, shares at Jun. 30, 2022 | 48.9 | 0.5 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 32 | 32 | |||||
Other comprehensive income (loss) | 0.5 | 0.5 | |||||
Dividends paid to common stockholders | (2.4) | (2.4) | |||||
Restricted shares, net - shares | 0 | 0 | |||||
Restricted shares, net - value | 5.2 | 5.5 | $ (0.3) | ||||
Ending balance at Sep. 30, 2022 | 2,031.3 | $ 0.5 | 1,708.6 | 363.3 | (15.8) | $ (25.3) | |
Ending balance, shares at Sep. 30, 2022 | 48.9 | 0.5 | |||||
Beginning balance at Dec. 31, 2022 | 2,184.4 | $ 0.5 | 1,684.1 | 515.5 | (15.7) | $ 0 | |
Beginning balance, shares at Dec. 31, 2022 | 48.4 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 132.1 | 132.1 | |||||
Other comprehensive income (loss) | (1.1) | (1.1) | |||||
Dividends paid to common stockholders | (7.3) | (7.3) | |||||
Restricted shares, net - shares | 0.5 | (0.1) | |||||
Restricted shares, net - value | 7.2 | 19 | $ (11.8) | ||||
Retirement of treasury stock - shares | 0.1 | 0.1 | |||||
Retirement of treasury stock - value | 0 | 11.6 | $ 11.6 | ||||
Ending balance at Sep. 30, 2023 | 2,315.3 | [1] | $ 0.5 | 1,691.5 | 640.3 | (16.8) | $ (0.2) |
Ending balance, shares at Sep. 30, 2023 | 48.8 | 0 | |||||
Beginning balance at Jun. 30, 2023 | 2,277.3 | $ 0.5 | 1,685.6 | 607.3 | (16.1) | $ 0 | |
Beginning balance, shares at Jun. 30, 2023 | 48.8 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 35.5 | 35.5 | |||||
Other comprehensive income (loss) | (0.7) | (0.7) | |||||
Dividends paid to common stockholders | (2.5) | (2.5) | |||||
Restricted shares, net - shares | 0 | 0 | |||||
Restricted shares, net - value | 5.7 | 5.9 | $ (0.2) | ||||
Ending balance at Sep. 30, 2023 | $ 2,315.3 | [1] | $ 0.5 | $ 1,691.5 | $ 640.3 | $ (16.8) | $ (0.2) |
Ending balance, shares at Sep. 30, 2023 | 48.8 | 0 | |||||
Statement of Stockholders' Equity [Abstract] | |||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | ||||||
[1](unaudited) |
Overview and Summary of Signifi
Overview and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Overview and 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 as an independent, publicly-traded company, listed on the New York Stock Exchange. The accompanying Consolidated Financial Statements are unaudited and have been prepared from the books and records of Arcosa, Inc. and its consolidated subsidiaries. All normal and recurring adjustments necessary for a fair presentation of the financial position of the Company and the results of operations, comprehensive income/loss, and cash flows have been made in conformity with accounting principles generally accepted in the U.S. (“GAAP”). All significant intercompany accounts and transactions have been eliminated. Because of seasonal and other factors, the financial condition and results of operations for the three and nine months ended September 30, 2023 may not be indicative of Arcosa's expected business, financial condition, and results of operations for the year ending December 31, 2023. These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with the audited Consolidated Financial Statements of the Company included in its Annual Report on Form 10-K for the year ended December 31, 2022. Stockholders' Equity In December 2022, the Company’s Board of Directors (the “Board of Directors”) authorized a new $50.0 million share repurchase program effective January 1, 2023 through December 31, 2024 to replace a program of the same amount that expired on December 31, 2022. For the three and nine months ended September 30, 2023, the Company did not repurchase any shares, leaving the full amount of the $50.0 million authorization available as of September 30, 2023. 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 and certain utility structure businesses 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. In addition, 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 September 30, 2023, we had a contract asset of $58.9 million related to these contracts, compared to $77.5 million as of December 31, 2022, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The decrease in the contract asset is attributed to timing of deliveries of finished structures to customers during the period. 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 September 30, 2023 and the percentage of the outstanding performance obligations as of September 30, 2023 expected to be delivered during the remainder of 2023: Unsatisfied performance obligations as of September 30, 2023 Total Percent expected to be delivered in 2023 (in millions) Engineered Structures: Utility, wind, and related structures $ 1,450.8 15 % Transportation Products: Inland barges $ 240.4 26 % Of the remaining unsatisfied performance obligations for utility, wind, and related structures, 33% are expected to be delivered during 2024 with the remainder expected to be delivered through 2028. All of the remaining unsatisfied performance obligations for inland barges are expected to be delivered during 2024. 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 third parties. The Company has no recourse to these receivables once they are sold but may have continuing involvement related to servicing and collection activities. The impact of these transactions in the Company's Consolidated Statements of Operations for the three and nine months ended September 30, 2023 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values. 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 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. Recent Accounting Pronouncements Recently adopted accounting pronouncements Effective as of January 1, 2023, the Company adopted 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. The adoption of this guidance did not have a material effect on the Company's Consolidated Financial Statements. Effective as of May 8, 2023, the Company adopted 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 expired on June 30, 2023. ASU 2020-04 is effective for all entities upon issuance through December 31, 2024 as amended by ASU 2022-06. The adoption of this guidance did not have a material impact on the Company's Consolidated Financial Statements. Reclassifications Certain prior year balances have been reclassified in the Consolidated Financial Statements to conform with the 2023 presentation. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 9 Months Ended |
Sep. 30, 2023 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Note 2. Acquisitions and Divestitures 2023 Acquisitions In October 2023, we completed the acquisition of certain assets and liabilities of a Florida based recycled aggregates business and a Phoenix, Arizona based recycled aggregates business, both of which will be included in our Construction Products segment. The purchase prices of these acquisitions were not significant. In September 2023, we completed the acquisition of certain assets and liabilities of a Houston, Texas based stabilized sand producer in our Construction Products segment. The purchase price of the acquisition was not significant. In February 2023, we completed the acquisition of certain assets and liabilities of a Phoenix, Arizona based recycled aggregates business in our Construction Products segment. In March 2023, we completed the stock acquisition of a Houston, Texas based shoring, trench, and excavation products business in our Construction Products segment. The purchase prices of these acquisitions were not significant. 2022 Acquisitions In May 2022, we completed the stock acquisition of Recycled Aggregate Materials Company, Inc. ("RAMCO"), a leading producer of recycled aggregates in the Los Angeles metropolitan area, which is included in our Construction Products segment, for a total purchase price of $77.4 million. The acquisition was funded with $80.0 million of borrowings under our revolving credit facility. 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 unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities ("Level 3" inputs). The final valuation resulted in the recognition of, among others, $54.2 million of permits with an initial weighted average useful life of 20 years, $6.4 million of property, plant, and equipment, and $13.4 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. Divestitures There were no divestitures closed during the three and nine months ended September 30, 2023 and 2022. In October 2022, the Company completed the sale of its storage tank business for $275 million. Net cash proceeds received at closing were approximately $271.6 million, after transaction closing costs. The sale resulted in a pre-tax gain of $189.0 million recognized during the year ended December 31, 2022. An additional gain of $6.4 million was recognized during the nine months ended September 30, 2023, primarily due to the resolution of certain contingencies from the sale. The storage tanks business, historically reported within the Engineered Structures segment as continuing operations until the date of sale, is a leading manufacturer of steel pressure tanks for the storage and transportation of propane, ammonia, and other gases serving the residential, commercial, energy, and agricultural markets with operations in the U.S. and Mexico. Revenues for the storage tanks business were $65.8 million and $187.6 million, respectively, for the three and nine months ended September 30, 2022. Operating profit for the storage tanks business was $16.6 million and $40.8 million, respectively, for the three and nine months ended September 30, 2022. Other In June 2023, the Company settled a $15.0 million holdback obligation from the 2021 acquisition of Southwest Rock Products, LLC upon the extension of a certain mineral reserve lease. Based on final negotiations with the seller, the holdback was settled for $10.0 million and paid in June 2023. The $5.0 million difference between the settlement amount and the amount accrued at the time of acquisition was recorded as a reduction in cost of revenues in the Consolidated Statement of Operations. |
Fair Value Accounting
Fair Value Accounting | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 40.0 $ — $ — $ 40.0 Interest rate hedge (1) — 0.5 — 0.5 Total assets $ 40.0 $ 0.5 $ — $ 40.5 Liabilities: Contingent consideration (2) $ — $ — $ 2.5 $ 2.5 Total liabilities $ — $ — $ 2.5 $ 2.5 Fair Value Measurement as of December 31, 2022 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 134.0 $ — $ — $ 134.0 Interest rate hedge (1) — 1.8 — 1.8 Total assets $ 134.0 $ 1.8 $ — $ 135.8 Liabilities: Contingent consideration (2) $ — $ — $ 2.4 $ 2.4 Total liabilities $ — $ — $ 2.4 $ 2.4 (1) Included in other assets 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 | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company reports operating results in three principal business segments: Construction Products. The Construction Products segment primarily produces and sells natural and recycled aggregates, specialty materials, and construction site support equipment, including trench shields and shoring products. Engineered Structures. The Engineered Structures segment primarily manufactures and sells steel structures 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 concrete utility structures. Historically, the segment manufactured storage and distribution tanks. In October 2022, the Company completed the divestiture of its storage tanks business. See Note 2 Acquisitions and Divestitures. Transportation Products. The Transportation Products segment primarily manufactures and sells inland barges, fiberglass barge covers, winches, marine hardware, and steel components for railcars and other transportation and industrial equipment. The financial information for these segments is shown in the tables below. We operate principally in North America. Three Months Ended September 30, Revenues Operating Profit (Loss) 2023 2022 2023 2022 (in millions) Aggregates and specialty materials $ 227.8 $ 216.8 Construction site support 34.3 27.4 Construction Products 262.1 244.2 $ 30.3 $ 27.6 Utility, wind, and related structures 222.5 211.2 Storage tanks — 65.8 Engineered Structures 222.5 277.0 18.7 37.1 Inland barges 67.3 50.9 Steel components 39.8 31.8 Transportation Products 107.1 82.7 14.1 1.0 Segment Totals 591.7 603.9 63.1 65.7 Corporate — — (14.7) (16.7) Consolidated Total $ 591.7 $ 603.9 $ 48.4 $ 49.0 Nine Months Ended September 30, Revenues Operating Profit (Loss) 2023 2022 2023 2022 (in millions) Aggregates and specialty materials $ 665.9 $ 620.9 Construction site support 97.1 80.7 Construction Products 763.0 701.6 $ 114.2 $ 72.4 Utility, wind, and related structures 637.2 608.5 Storage tanks — 187.6 Engineered Structures 637.2 796.1 70.3 106.9 Inland barges 207.9 151.7 Steel components 117.6 93.1 Transportation Products 325.5 244.8 35.8 7.2 Segment Totals 1,725.7 1,742.5 220.3 186.5 Corporate — — (45.8) (45.6) Consolidated Total $ 1,725.7 $ 1,742.5 $ 174.5 $ 140.9 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 and December 31, 2022. September 30, December 31, (in millions) Land $ 140.1 $ 138.7 Mineral reserves 517.3 506.3 Buildings and improvements 327.4 308.3 Machinery and other 1,052.1 973.9 Construction in progress 118.9 83.7 2,155.8 2,010.9 Less accumulated depreciation and depletion (901.2) (811.3) $ 1,254.6 $ 1,199.6 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Goodwill by segment is as follows: September 30, December 31, (in millions) Construction Products $ 492.0 $ 483.9 Engineered Structures 437.6 437.6 Transportation Products 37.0 37.0 $ 966.6 $ 958.5 The increase in Construction Products goodwill during the nine months ended September 30, 2023 was primarily due to acquisitions completed during the period and final measurement period adjustments from the acquisition of RAMCO. See Note 2 Acquisitions and Divestitures. Intangible Assets Intangibles, net consisted of the following: September 30, December 31, (in millions) Intangibles with indefinite lives - Trademarks $ 34.9 $ 34.1 Intangibles with definite lives: Customer relationships 138.7 136.9 Permits 141.8 141.7 Other 2.7 2.7 283.2 281.3 Less accumulated amortization (71.1) (59.3) 212.1 222.0 Intangible assets, net $ 247.0 $ 256.1 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the components of debt as of September 30, 2023 and December 31, 2022: September 30, December 31, (in millions) Revolving credit facility $ 100.0 $ — Term loan — 136.8 Senior notes 400.0 400.0 Finance leases (see Note 8 Leases) 14.8 19.1 514.8 555.9 Less: unamortized debt issuance costs (4.6) (5.3) Total debt $ 510.2 $ 550.6 Revolving Credit Facility and Term Loan 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 add 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. On August 23, 2023, the Company entered into a Second Amended and Restated Credit Agreement to increase the revolving credit facility from $500.0 million to $600.0 million, extend the maturity date from January 2, 2025 to August 23, 2028, and refinance and repay in full the remaining balance of the term loan then outstanding under the Amended and Restated Credit Agreement. As of September 30, 2023, we had $100.0 million of outstanding loans borrowed under the revolving credit facility that were advanced to repay the term loan during the quarter, and there were approximately $22.0 million of letters of credit issued, leaving $478.0 million available. Of the outstanding letters of credit as of September 30, 2023, all are expected to expire in 2024. 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 are variable based on the daily simple or term Secured Overnight Financing Rate ("SOFR"), plus a 10-basis point credit spread adjustment, or an alternate base rate, in each case plus a margin for borrowing. 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 the Company’s leverage as measured by a consolidated total indebtedness to consolidated EBITDA ratio. The margin for borrowing based on SOFR ranges from 1.25% to 2.00% and was set at 1.50% as of September 30, 2023. The commitment fee rate ranges from 0.20% to 0.35% and was set at 0.25% at September 30, 2023. The Company's revolving credit facility requires the maintenance of certain ratios related to leverage and interest coverage. As of September 30, 2023, we were in compliance with all such financial covenants. Borrowings under the credit agreement are guaranteed by certain wholly-owned subsidiaries of the Company. The carrying value of borrowings under our revolving credit approximates fair value because the interest rate adjusts to the market interest rate (Level 3 input). See Note 3 Fair Value Accounting. During the three months ended September 30, 2023, the Company capitalized $2.0 million of debt issuance costs associated with the amendment and extension of the revolving credit facility. As of September 30, 2023, the Company had $2.5 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 in April and October. 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 facility. 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 September 30, 2023 was $350.5 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 September 30, 2023 are as follows: 2023 2024 2025 2026 2027 Thereafter (in millions) Revolving credit facility $ — $ — $ — $ — $ — $ 100.0 Senior notes — — — — — 400.0 Interest rate hedges In December 2018, the Company entered into a $100.0 million interest rate swap instrument, effective as of January 2, 2019, to reduce the effect of changes in the variable interest rates associated with the first $100.0 million of borrowings under the Company's committed credit facility. In conjunction with the replacement of LIBOR with SOFR as a benchmark for borrowings under the Amended and Restated Credit Agreement, on July 1, 2023 the swap instrument transitioned from LIBOR to SOFR. The instrument effectively fixed the SOFR component of borrowings under the revolving credit facility at a monthly rate of 2.71% until such instrument's termination. As of September 30, 2023, the Company has recorded an asset of $0.5 million for the fair value of the instrument, all of which is recorded in accumulated other comprehensive loss. The interest rate swap instrument expired in October 2023. See Note 3 Fair Value Accounting. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 consisted of the following: Operating Leases Finance Leases (in millions) 2023 (remaining) $ 2.4 $ 1.8 2024 9.0 7.1 2025 8.0 5.0 2026 6.1 1.3 2027 4.0 0.2 Thereafter 11.6 — Total undiscounted future minimum lease obligations 41.1 15.4 Less imputed interest (3.1) (0.6) Present value of net minimum lease obligations $ 38.0 $ 14.8 The following table summarizes our operating and finance leases and their classification within the Consolidated Balance Sheet. September 30, December 31, (in millions) Assets Operating - Other assets $ 35.9 $ 33.9 Finance - Property, plant, and equipment, net 17.7 22.4 Total lease assets 53.6 56.3 Liabilities Current Operating - Accrued liabilities 8.2 6.7 Finance - Current portion of long-term debt 6.8 6.3 Non-current Operating - Other liabilities 29.8 29.9 Finance - Debt 8.0 12.8 Total lease liabilities $ 52.8 $ 55.7 |
Other, Net
Other, Net | 9 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, Net Other, net (income) expense consists of the following items: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in millions) Interest income $ (1.7) $ — $ (4.3) $ (0.1) Foreign currency exchange transactions 0.4 — (1.3) 1.5 Other — (0.2) (0.2) (0.3) Other, net (income) expense $ (1.3) $ (0.2) $ (5.8) $ 1.1 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For interim income tax reporting, we estimate our annual effective tax rate and apply it to our year to date ordinary income (loss). Tax jurisdictions with a projected or year to date loss for which a tax benefit cannot be realized are excluded. The tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur. We have open tax years from 2015 to 2023 with various significant tax jurisdictions. On August 16, 2022, the Inflation Reduction Act of 2022 ("IRA") was enacted to reduce inflation and promote clean energy in the United States. Among other things, the IRA introduces a 15% alternative minimum tax for corporations with a three-year taxable year average annual adjusted financial statement income in excess of $1 billion and imposes a 1% excise tax on the fair market value of stock repurchases made by covered corporations after December 31, 2022. The Company has evaluated these new provisions and has concluded there is no impact for the three and nine months ended September 30, 2023. The IRA also provides for certain manufacturing, production, and investment tax credit incentives, including new Advanced Manufacturing Production ("AMP") tax credits for companies that domestically manufacture and sell clean energy equipment, including wind towers. For the three and nine months ended September 30, 2023, the Company has recognized $7.6 million and $19.7 million, respectively, in AMP tax credits for wind towers produced and sold in 2023 which are included as a reduction to cost of revenues on the Consolidated Statement of Operations due to the refundable nature of the credits. The credits are included in Receivables, net of allowance, on the Consolidated Balance Sheet. Certain provisions of the IRA, including the AMP tax credits for wind towers, remain subject to the issuance of additional guidance and clarification. We have considered the applicable current laws and regulations in our tax provision for the three and nine months ended September 30, 2023, and continue to evaluate the impact of these tax law changes on future periods. Our effective tax rates of 17.4% and 17.1% for the three and nine months ended September 30, 2023, respectively, differed from the U.S. federal statutory rate of 21.0% due to AMP tax credits, tax effects of foreign currency translations, compensation-related items, state income taxes, and statutory depletion deductions. For the three and nine months ended September 30, 2022, the effective tax rates of 21.2% and 21.6%, respectively, differed from the U.S. federal statutory rate of 21.0% due to state income taxes, compensation-related items, and foreign disallowed deductions, offset by benefits from statutory depletion deductions. |
Employee Retirement Plans
Employee Retirement Plans | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans Total employee retirement plan expense, which includes related administrative expenses, is as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in millions) Defined contribution plans $ 3.9 $ 3.4 $ 11.6 $ 10.2 Multiemployer plan 0.4 0.4 1.2 1.2 $ 4.3 $ 3.8 $ 12.8 $ 11.4 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss for the nine months ended September 30, 2023 and 2022 are as follows: Currency Unrealized Accumulated (in millions) Balances at December 31, 2021 $ (16.3) $ (3.0) $ (19.3) Other comprehensive income (loss), net of tax, before reclassifications (0.6) 3.2 2.6 Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.3), and ($0.3) — 0.9 0.9 Other comprehensive income (loss) (0.6) 4.1 3.5 Balances at September 30, 2022 $ (16.9) $ 1.1 $ (15.8) Balances at December 31, 2022 $ (17.0) $ 1.3 $ (15.7) Other comprehensive income (loss), net of tax, before reclassifications 0.1 0.2 0.3 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) 0.1 (1.2) (1.1) Balances at September 30, 2023 $ (16.9) $ 0.1 $ (16.8) |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 13. Stock-Based Compensation Stock-based compensation totaled approximately $5.7 million and $18.3 million for the three and nine months ended September 30, 2023, respectively. Stock-based compensation totaled approximately $5.4 million and $15.5 million for the three and nine months ended September 30, 2022, respectively. |
Earnings Per Common Share
Earnings Per Common Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Earnings Per Common Share Basic earnings per common share is computed by dividing net income remaining after allocation to participating unvested restricted shares, which includes unvested restricted shares of Arcosa stock held by employees of our former parent, Trinity Industries, Inc., 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 1.1 million and 1.3 million for the three and nine months ended September 30, 2023, respectively. Total weighted average restricted shares were 1.4 million and 1.5 million for the three and nine months ended September 30, 2022, respectively. The computation of basic and diluted earnings per share follows. Three Months Ended Three Months Ended Income Average EPS Income Average EPS (in millions, except per share amounts) Net income $ 35.5 $ 32.0 Unvested restricted share participation (0.1) (0.1) Net income per common share – basic 35.4 48.7 $ 0.73 31.9 48.3 $ 0.66 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.1 — 0.2 Net income per common share – diluted $ 35.4 48.8 $ 0.72 $ 31.9 48.5 $ 0.66 Nine Months Ended Nine Months Ended Income Average EPS Income Average EPS (in millions, except per share amounts) Net income $ 132.1 $ 91.2 Unvested restricted share participation (0.5) (0.4) Net income per common share – basic 131.6 48.5 $ 2.71 90.8 48.2 $ 1.88 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.2 — 0.3 Net income per common share – diluted $ 131.6 48.7 $ 2.70 $ 90.8 48.5 $ 1.87 |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Note 15. 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 September 30, 2023, the reasonably possible loss for such matters, taking into consideration our rights in indemnity and recourse to third parties is approximately $1.1 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 September 30, 2023, the Company accrued $1.5 million in liabilities for these contingencies, which are recorded 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. Included in the balance above, the Company has reserved $0.4 million of liabilities, as of September 30, 2023, related to which it has also recorded a $0.4 million indemnification asset from third parties, to cover our probable and estimable liabilities with respect to the investigations, assessments, and remedial responses to such matters. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net income | $ 35.5 | $ 32 | $ 132.1 | $ 91.2 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Overview and Summary of Signi_2
Overview and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
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 as an independent, publicly-traded company, listed on the New York Stock Exchange. The accompanying Consolidated Financial Statements are unaudited and have been prepared from the books and records of Arcosa, Inc. and its consolidated subsidiaries. All normal and recurring adjustments necessary for a fair presentation of the financial position of the Company and the results of operations, comprehensive income/loss, and cash flows have been made in conformity with accounting principles generally accepted in the U.S. (“GAAP”). All significant intercompany accounts and transactions have been eliminated. Because of seasonal and other factors, the financial condition and results of operations for the three and nine months ended September 30, 2023 may not be indicative of Arcosa's expected business, financial condition, and results of operations for the year ending December 31, 2023. These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with the audited Consolidated Financial Statements of the Company included in its Annual Report on Form 10-K for the year ended December 31, 2022. |
Stockholders' Equity | Stockholders' EquityIn December 2022, the Company’s Board of Directors (the “Board of Directors”) authorized a new $50.0 million share repurchase program effective January 1, 2023 through December 31, 2024 to replace a program of the same amount that expired on December 31, 2022. For the three and nine months ended September 30, 2023, the Company did not repurchase any shares, leaving the full amount of the $50.0 million authorization available as of September 30, 2023. |
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 and certain utility structure businesses 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. In addition, 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 September 30, 2023, we had a contract asset of $58.9 million related to these contracts, compared to $77.5 million as of December 31, 2022, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The decrease in the contract asset is attributed to timing of deliveries of finished structures to customers during the period. 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 September 30, 2023 and the percentage of the outstanding performance obligations as of September 30, 2023 expected to be delivered during the remainder of 2023: Unsatisfied performance obligations as of September 30, 2023 Total Percent expected to be delivered in 2023 (in millions) Engineered Structures: Utility, wind, and related structures $ 1,450.8 15 % Transportation Products: Inland barges $ 240.4 26 % |
Income Tax | 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. |
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. |
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 third parties. The Company has no recourse to these receivables once they are sold but may have continuing involvement related to servicing and collection activities. The impact of these transactions in the Company's Consolidated Statements of Operations for the three and nine months ended September 30, 2023 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values. |
Derivative Instruments | 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 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. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently adopted accounting pronouncements Effective as of January 1, 2023, the Company adopted 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. The adoption of this guidance did not have a material effect on the Company's Consolidated Financial Statements. Effective as of May 8, 2023, the Company adopted 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 expired on June 30, 2023. ASU 2020-04 is effective for all entities upon issuance through December 31, 2024 as amended by ASU 2022-06. The adoption of this guidance did not have a material impact on the Company's Consolidated Financial Statements. |
Reclassifications | Reclassifications Certain prior year balances have been reclassified in the Consolidated Financial Statements to conform with the 2023 presentation. |
Overview and Summary of Signi_3
Overview and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 and the percentage of the outstanding performance obligations as of September 30, 2023 expected to be delivered during the remainder of 2023: Unsatisfied performance obligations as of September 30, 2023 Total Percent expected to be delivered in 2023 (in millions) Engineered Structures: Utility, wind, and related structures $ 1,450.8 15 % Transportation Products: Inland barges $ 240.4 26 % |
Fair Value Accounting (Tables)
Fair Value Accounting (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 40.0 $ — $ — $ 40.0 Interest rate hedge (1) — 0.5 — 0.5 Total assets $ 40.0 $ 0.5 $ — $ 40.5 Liabilities: Contingent consideration (2) $ — $ — $ 2.5 $ 2.5 Total liabilities $ — $ — $ 2.5 $ 2.5 Fair Value Measurement as of December 31, 2022 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 134.0 $ — $ — $ 134.0 Interest rate hedge (1) — 1.8 — 1.8 Total assets $ 134.0 $ 1.8 $ — $ 135.8 Liabilities: Contingent consideration (2) $ — $ — $ 2.4 $ 2.4 Total liabilities $ — $ — $ 2.4 $ 2.4 (1) Included in other assets 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) | 9 Months Ended |
Sep. 30, 2023 | |
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. Three Months Ended September 30, Revenues Operating Profit (Loss) 2023 2022 2023 2022 (in millions) Aggregates and specialty materials $ 227.8 $ 216.8 Construction site support 34.3 27.4 Construction Products 262.1 244.2 $ 30.3 $ 27.6 Utility, wind, and related structures 222.5 211.2 Storage tanks — 65.8 Engineered Structures 222.5 277.0 18.7 37.1 Inland barges 67.3 50.9 Steel components 39.8 31.8 Transportation Products 107.1 82.7 14.1 1.0 Segment Totals 591.7 603.9 63.1 65.7 Corporate — — (14.7) (16.7) Consolidated Total $ 591.7 $ 603.9 $ 48.4 $ 49.0 Nine Months Ended September 30, Revenues Operating Profit (Loss) 2023 2022 2023 2022 (in millions) Aggregates and specialty materials $ 665.9 $ 620.9 Construction site support 97.1 80.7 Construction Products 763.0 701.6 $ 114.2 $ 72.4 Utility, wind, and related structures 637.2 608.5 Storage tanks — 187.6 Engineered Structures 637.2 796.1 70.3 106.9 Inland barges 207.9 151.7 Steel components 117.6 93.1 Transportation Products 325.5 244.8 35.8 7.2 Segment Totals 1,725.7 1,742.5 220.3 186.5 Corporate — — (45.8) (45.6) Consolidated Total $ 1,725.7 $ 1,742.5 $ 174.5 $ 140.9 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant, and equipment | The following table summarizes the components of property, plant, and equipment as of September 30, 2023 and December 31, 2022. September 30, December 31, (in millions) Land $ 140.1 $ 138.7 Mineral reserves 517.3 506.3 Buildings and improvements 327.4 308.3 Machinery and other 1,052.1 973.9 Construction in progress 118.9 83.7 2,155.8 2,010.9 Less accumulated depreciation and depletion (901.2) (811.3) $ 1,254.6 $ 1,199.6 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by segment | Goodwill by segment is as follows: September 30, December 31, (in millions) Construction Products $ 492.0 $ 483.9 Engineered Structures 437.6 437.6 Transportation Products 37.0 37.0 $ 966.6 $ 958.5 |
Intangibles, net | Intangibles, net consisted of the following: September 30, December 31, (in millions) Intangibles with indefinite lives - Trademarks $ 34.9 $ 34.1 Intangibles with definite lives: Customer relationships 138.7 136.9 Permits 141.8 141.7 Other 2.7 2.7 283.2 281.3 Less accumulated amortization (71.1) (59.3) 212.1 222.0 Intangible assets, net $ 247.0 $ 256.1 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Components of debt | The following table summarizes the components of debt as of September 30, 2023 and December 31, 2022: September 30, December 31, (in millions) Revolving credit facility $ 100.0 $ — Term loan — 136.8 Senior notes 400.0 400.0 Finance leases (see Note 8 Leases) 14.8 19.1 514.8 555.9 Less: unamortized debt issuance costs (4.6) (5.3) Total debt $ 510.2 $ 550.6 |
Remaining principal payments under debt agreement | The remaining principal payments under existing debt agreements as of September 30, 2023 are as follows: 2023 2024 2025 2026 2027 Thereafter (in millions) Revolving credit facility $ — $ — $ — $ — $ — $ 100.0 Senior notes — — — — — 400.0 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Future minimum lease payments | Future minimum lease payments for operating and finance lease obligations as of September 30, 2023 consisted of the following: Operating Leases Finance Leases (in millions) 2023 (remaining) $ 2.4 $ 1.8 2024 9.0 7.1 2025 8.0 5.0 2026 6.1 1.3 2027 4.0 0.2 Thereafter 11.6 — Total undiscounted future minimum lease obligations 41.1 15.4 Less imputed interest (3.1) (0.6) Present value of net minimum lease obligations $ 38.0 $ 14.8 |
Balance sheet classification | The following table summarizes our operating and finance leases and their classification within the Consolidated Balance Sheet. September 30, December 31, (in millions) Assets Operating - Other assets $ 35.9 $ 33.9 Finance - Property, plant, and equipment, net 17.7 22.4 Total lease assets 53.6 56.3 Liabilities Current Operating - Accrued liabilities 8.2 6.7 Finance - Current portion of long-term debt 6.8 6.3 Non-current Operating - Other liabilities 29.8 29.9 Finance - Debt 8.0 12.8 Total lease liabilities $ 52.8 $ 55.7 |
Other, Net (Tables)
Other, Net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Other, net (income) expense | Other, net (income) expense consists of the following items: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in millions) Interest income $ (1.7) $ — $ (4.3) $ (0.1) Foreign currency exchange transactions 0.4 — (1.3) 1.5 Other — (0.2) (0.2) (0.3) Other, net (income) expense $ (1.3) $ (0.2) $ (5.8) $ 1.1 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Retirement plan expense | Total employee retirement plan expense, which includes related administrative expenses, is as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in millions) Defined contribution plans $ 3.9 $ 3.4 $ 11.6 $ 10.2 Multiemployer plan 0.4 0.4 1.2 1.2 $ 4.3 $ 3.8 $ 12.8 $ 11.4 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Changes in accumulated other comprehensive loss | Changes in accumulated other comprehensive loss for the nine months ended September 30, 2023 and 2022 are as follows: Currency Unrealized Accumulated (in millions) Balances at December 31, 2021 $ (16.3) $ (3.0) $ (19.3) Other comprehensive income (loss), net of tax, before reclassifications (0.6) 3.2 2.6 Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.3), and ($0.3) — 0.9 0.9 Other comprehensive income (loss) (0.6) 4.1 3.5 Balances at September 30, 2022 $ (16.9) $ 1.1 $ (15.8) Balances at December 31, 2022 $ (17.0) $ 1.3 $ (15.7) Other comprehensive income (loss), net of tax, before reclassifications 0.1 0.2 0.3 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) 0.1 (1.2) (1.1) Balances at September 30, 2023 $ (16.9) $ 0.1 $ (16.8) |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings per share | The computation of basic and diluted earnings per share follows. Three Months Ended Three Months Ended Income Average EPS Income Average EPS (in millions, except per share amounts) Net income $ 35.5 $ 32.0 Unvested restricted share participation (0.1) (0.1) Net income per common share – basic 35.4 48.7 $ 0.73 31.9 48.3 $ 0.66 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.1 — 0.2 Net income per common share – diluted $ 35.4 48.8 $ 0.72 $ 31.9 48.5 $ 0.66 Nine Months Ended Nine Months Ended Income Average EPS Income Average EPS (in millions, except per share amounts) Net income $ 132.1 $ 91.2 Unvested restricted share participation (0.5) (0.4) Net income per common share – basic 131.6 48.5 $ 2.71 90.8 48.2 $ 1.88 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.2 — 0.3 Net income per common share – diluted $ 131.6 48.7 $ 2.70 $ 90.8 48.5 $ 1.87 |
Overview and Summary of Signi_4
Overview and Summary of Significant Accounting Policies - Stockholders' Equity (Details) | Sep. 30, 2023 USD ($) |
Accounting Policies [Abstract] | |
Authorized stock repurchase amount | $ 50,000,000 |
Remaining authorized repurchase amount | $ 50,000,000 |
Overview and Summary of Signi_5
Overview and Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Contract asset with customer | $ 58.9 | $ 77.5 |
Overview and Summary of Signi_6
Overview and Summary of Significant Accounting Policies - Unsatisfied Performance Obligation (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Engineered Structures | Utility, wind, and related structures | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 1,450.8 |
Revenue, remaining performance obligation expected to be delivered in current year | 15% |
Revenue Remaining Performance Obligation Percentage Year 2 | 33% |
Transportation Products | Inland barges | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 240.4 |
Revenue, remaining performance obligation expected to be delivered in current year | 26% |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2023 USD ($) businesses_divested | Sep. 30, 2022 USD ($) businesses_divested | Sep. 30, 2023 USD ($) businesses_divested | Sep. 30, 2022 USD ($) businesses_divested | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Segment Reporting Information [Line Items] | ||||||
Acquisition price | $ 77.4 | |||||
Revenues | $ 591.7 | $ 603.9 | $ 1,725.7 | $ 1,742.5 | ||
Operating profit (loss) | $ 48.4 | $ 49 | $ 174.5 | $ 140.9 | ||
Number of Divestitures | businesses_divested | 0 | 0 | 0 | 0 | ||
Proceeds from sale of storage tanks business | 271.6 | |||||
Gain on sale of storage tanks business | $ 0 | $ 0 | $ (6.4) | $ 0 | (189) | |
Proceeds from sale of storage tanks business | 2 | 0 | ||||
Difference between holdback settlement and amount accrued at acquisition | 5 | |||||
Holdback payment from acquisition | (10) | 0 | ||||
Revolving credit facility | Revolving Credit Facility | ||||||
Segment Reporting Information [Line Items] | ||||||
Borrowings under revolving credit facility | 80 | |||||
Engineered Structures | Storage tanks | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | $ 0 | 65.8 | $ 0 | 187.6 | ||
Engineered Structures | Storage Tanks Business | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating profit (loss) | $ 16.6 | $ 40.8 | ||||
Proceeds from sale of storage tanks business | 275 | |||||
RAMCO | Construction Products | ||||||
Segment Reporting Information [Line Items] | ||||||
Goodwill acquired | 13.4 | |||||
Property, plant, and equipment acquired | $ 6.4 | |||||
RAMCO | Construction Products | Permits | ||||||
Segment Reporting Information [Line Items] | ||||||
Weighted average useful life | 20 years | |||||
Finite-Lived Intangibles | $ 54.2 | |||||
Southwest Rock | Construction Products | ||||||
Segment Reporting Information [Line Items] | ||||||
Acquisition holdback payable | $ 15 |
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 | Sep. 30, 2023 | Dec. 31, 2022 | ||
Assets: | ||||
Cash equivalents | $ 40 | $ 134 | ||
Total assets | 40.5 | 135.8 | ||
Liabilities: | ||||
Contingent consideration liability | 2.5 | 2.4 | ||
Total liabilities | 2.5 | 2.4 | ||
Interest Rate Swap | ||||
Assets: | ||||
Derivative asset | 0.5 | 1.8 | ||
Level 1 | ||||
Assets: | ||||
Cash equivalents | 40 | 134 | ||
Total assets | 40 | 134 | [1] | |
Liabilities: | ||||
Contingent consideration liability | [2] | 0 | 0 | |
Total liabilities | 0 | 0 | ||
Level 1 | Interest Rate Swap | ||||
Assets: | ||||
Derivative asset | [1] | 0 | 0 | |
Level 2 | ||||
Assets: | ||||
Cash equivalents | 0 | 0 | ||
Total assets | 0.5 | 1.8 | ||
Liabilities: | ||||
Contingent consideration liability | [2] | 0 | 0 | |
Total liabilities | 0 | 0 | ||
Level 2 | Interest Rate Swap | ||||
Assets: | ||||
Derivative asset | [1] | 0.5 | 1.8 | |
Level 3 | ||||
Assets: | ||||
Cash equivalents | 0 | 0 | ||
Total assets | 0 | 0 | ||
Liabilities: | ||||
Contingent consideration liability | [2] | 2.5 | 2.4 | |
Total liabilities | 2.5 | 2.4 | ||
Level 3 | Interest Rate Swap | ||||
Assets: | ||||
Derivative asset | [1] | $ 0 | $ 0 | |
[1]Included in other assets 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 - Financial
Segment Information - Financial information for segments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 591.7 | $ 603.9 | $ 1,725.7 | $ 1,742.5 |
Operating profit (loss) | 48.4 | 49 | 174.5 | 140.9 |
Total | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 591.7 | 603.9 | 1,725.7 | 1,742.5 |
Operating profit (loss) | 63.1 | 65.7 | 220.3 | 186.5 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Operating profit (loss) | (14.7) | (16.7) | (45.8) | (45.6) |
Construction Products | Total | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 262.1 | 244.2 | 763 | 701.6 |
Operating profit (loss) | 30.3 | 27.6 | 114.2 | 72.4 |
Engineered Structures | Total | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 222.5 | 277 | 637.2 | 796.1 |
Operating profit (loss) | 18.7 | 37.1 | 70.3 | 106.9 |
Transportation Products | Total | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 107.1 | 82.7 | 325.5 | 244.8 |
Operating profit (loss) | 14.1 | 1 | 35.8 | 7.2 |
Aggregates and specialty materials | Construction Products | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 227.8 | 216.8 | 665.9 | 620.9 |
Construction site support | Construction Products | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 34.3 | 27.4 | 97.1 | 80.7 |
Utility, wind, and related structures | Engineered Structures | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 222.5 | 211.2 | 637.2 | 608.5 |
Storage tanks | Engineered Structures | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 65.8 | 0 | 187.6 |
Inland barges | Transportation Products | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 67.3 | 50.9 | 207.9 | 151.7 |
Steel components | Transportation Products | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 39.8 | $ 31.8 | $ 117.6 | $ 93.1 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 9 Months Ended |
Sep. 30, 2023 segment | |
Segment Reporting [Abstract] | |
Number of principal business segments of Company | 3 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Components of property, plant, and equipment (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 | |
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | $ 2,155.8 | $ 2,010.9 | |
Less accumulated depreciation | (901.2) | (811.3) | |
Property, plant, and equipment, net | 1,254.6 | [1] | 1,199.6 |
Land | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 140.1 | 138.7 | |
Mineral reserves | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 517.3 | 506.3 | |
Buildings and improvements | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 327.4 | 308.3 | |
Machinery and other | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | 1,052.1 | 973.9 | |
Construction in progress | |||
Components of property, plant, and equipment | |||
Property, plant and equipment, at cost | $ 118.9 | $ 83.7 | |
[1](unaudited) |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 | |
Goodwill [Line Items] | |||
Goodwill | $ 966.6 | [1] | $ 958.5 |
Construction Products | |||
Goodwill [Line Items] | |||
Goodwill | 492 | 483.9 | |
Engineered Structures | |||
Goodwill [Line Items] | |||
Goodwill | 437.6 | 437.6 | |
Transportation Products | |||
Goodwill [Line Items] | |||
Goodwill | $ 37 | $ 37 | |
[1](unaudited) |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 | |
Intangible Assets [Line Items] | |||
Intangibles with indefinite lives - Trademarks | $ 34.9 | $ 34.1 | |
Intangibles with definite lives | 283.2 | 281.3 | |
Less accumulated amortization | (71.1) | (59.3) | |
Intangibles with definite lives, net | 212.1 | 222 | |
Intangibles, net | 247 | [1] | 256.1 |
Customer relationships | |||
Intangible Assets [Line Items] | |||
Intangibles with definite lives | 138.7 | 136.9 | |
Permits | |||
Intangible Assets [Line Items] | |||
Intangibles with definite lives | 141.8 | 141.7 | |
Other | |||
Intangible Assets [Line Items] | |||
Intangibles with definite lives | $ 2.7 | $ 2.7 | |
[1](unaudited) |
Debt - Components of debt (Deta
Debt - Components of debt (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 | Apr. 06, 2021 | Jan. 02, 2020 |
Debt Instrument [Line Items] | ||||
Finance leases | $ 14.8 | $ 19.1 | ||
Total debt, gross | 514.8 | 555.9 | ||
Less: unamortized debt issuance costs | (4.6) | (5.3) | ||
Total debt | 510.2 | 550.6 | ||
Term loan | ||||
Debt Instrument [Line Items] | ||||
Term loan | 0 | 136.8 | $ 150 | |
Senior notes | Unsecured Debt | ||||
Debt Instrument [Line Items] | ||||
Term loan | 400 | 400 | $ 400 | |
Revolving Credit Facility | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility | 100 | $ 0 | ||
Less: unamortized debt issuance costs | $ (2.5) |
Debt - Remaining principal paym
Debt - Remaining principal payments under debt agreement (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Senior notes | Unsecured Debt | |
Debt Instrument [Line Items] | |
2023 | $ 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Thereafter | 400 |
Revolving Credit Facility | Revolving credit facility | |
Debt Instrument [Line Items] | |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Thereafter | $ 100 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | ||||||
Apr. 06, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Aug. 23, 2023 | Dec. 31, 2022 | Jan. 02, 2020 | Nov. 01, 2018 | |
Debt Instrument [Line Items] | |||||||
Unamortized debt issuance costs | $ 4.6 | $ 5.3 | |||||
Debt issuance costs | 2 | $ 0 | |||||
Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Term loan | 0 | 136.8 | $ 150 | ||||
Senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Estimated fair value | 350.5 | ||||||
Debt issuance costs | $ 6.6 | ||||||
Senior notes | Unsecured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Term loan | $ 400 | 400 | 400 | ||||
Interest rate | 4.375% | ||||||
Revolving Credit Facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 600 | $ 500 | $ 400 | ||||
Revolving credit facility | 100 | $ 0 | |||||
Line of credit facility, remaining borrowing capacity | $ 478 | ||||||
Line of credit facility, unused commitment fee percent | 0.25% | ||||||
Unamortized debt issuance costs | $ 2.5 | ||||||
Revolving Credit Facility | Revolving credit facility | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
SOFR variable rate spread | 1.25% | ||||||
Line of credit facility, unused commitment fee percent | 0.20% | ||||||
Revolving Credit Facility | Revolving credit facility | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
SOFR variable rate spread | 2% | ||||||
Line of credit facility, unused commitment fee percent | 0.35% | ||||||
Letter of Credit | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Letters of credit outstanding, amount | $ 22 | ||||||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Revolving Credit Facility | Revolving credit facility | |||||||
Debt Instrument [Line Items] | |||||||
SOFR variable rate spread | 1.50% | ||||||
Designated as Hedging Instrument | Interest Rate Swap | |||||||
Debt Instrument [Line Items] | |||||||
Derivative, notional amount | $ 100 | ||||||
Derivative, fixed interest rate | 2.71% | ||||||
Derivative asset | $ 0.5 |
Leases - Minimum lease payments
Leases - Minimum lease payments (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating lease payments, 2023 (remaining) | $ 2.4 | |
Operating lease payments, 2024 | 9 | |
Operating lease payments, 2025 | 8 | |
Operating lease payments, 2026 | 6.1 | |
Operating lease payments, 2027 | 4 | |
Operating lease payments, thereafter | 11.6 | |
Operating lease payments | 41.1 | |
Operating lease payments, imputed interest | (3.1) | |
Operating lease payments, present value | 38 | |
Finance lease payments, 2023 (remaining) | 1.8 | |
Finance lease payments, 2024 | 7.1 | |
Finance lease payments, 2025 | 5 | |
Finance lease payments, 2026 | 1.3 | |
Finance lease payments, 2027 | 0.2 | |
Finance lease payments, thereafter | 0 | |
Finance lease payments | 15.4 | |
Finance lease liability, imputed interest | (0.6) | |
Finance leases | $ 14.8 | $ 19.1 |
Leases - Balance Sheet Classifi
Leases - Balance Sheet Classification (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Right of use asset, Operating | $ 35.9 | $ 33.9 |
Right of use asset, Operating | Other assets | Other assets |
Right of use asset, Finance | $ 17.7 | $ 22.4 |
Right of use asset, Finance | Property, plant, and equipment, net | Property, plant, and equipment, net |
Right of use asset, Total | $ 53.6 | $ 56.3 |
Lease liability, Current, Operating | $ 8.2 | $ 6.7 |
Lease liability, Current, Operating | Accrued liabilities | Accrued liabilities |
Lease liability, Current, Finance | $ 6.8 | $ 6.3 |
Lease liability, Current, Finance | Current portion of long-term debt | Current portion of long-term debt |
Lease liability, Non-current, Operating | $ 29.8 | $ 29.9 |
Lease liability, Non-current, Operating | Other liabilities | Other liabilities |
Lease liability, Non-current, Finance | $ 8 | $ 12.8 |
Lease liability, Non-current, Finance | Debt | Debt |
Lease liability, Total | $ 52.8 | $ 55.7 |
Other, Net - Summary of other,
Other, Net - Summary of other, net (income) expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Other, net (income) expense | ||||
Interest income | $ (1.7) | $ 0 | $ (4.3) | $ (0.1) |
Foreign currency exchange transactions | 0.4 | 0 | (1.3) | 1.5 |
Other | 0 | (0.2) | (0.2) | (0.3) |
Other, net (income) expense | $ (1.3) | $ (0.2) | $ (5.8) | $ 1.1 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 17.40% | 21.20% | 17.10% | 21.60% |
Statutory rate | 21% | 21% | 21% | 21% |
AMP tax credits for wind towers | $ 7.6 | $ 19.7 |
Employee Retirement Plans - Ret
Employee Retirement Plans - Retirement plan expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Retirement Benefits [Abstract] | ||||
Defined contribution plans | $ 3.9 | $ 3.4 | $ 11.6 | $ 10.2 |
Multiemployer plan | 0.4 | 0.4 | 1.2 | 1.2 |
Retirement expense | $ 4.3 | $ 3.8 | $ 12.8 | $ 11.4 |
Employee Retirement Plans - Nar
Employee Retirement Plans - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Retirement Benefits [Abstract] | ||||
Contributions to the multiemployer plan | $ 0.4 | $ 0.4 | $ 1.1 | $ 1.2 |
Expected full year contributions by the employer to the multiemployer plan | $ 1.5 | $ 1.5 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in accumulated other comprehensive loss (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Currency translation adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Equity beginning balance | $ (17) | $ (16.3) |
Other comprehensive income (loss), net of tax, before reclassifications | 0.1 | (0.6) |
Reclassification from accumulated other comprehensive income, current period, net of tax | 0 | 0 |
Reclassification from AOCI, Current Period, Tax | 0 | 0 |
Other comprehensive income (loss) | 0.1 | (0.6) |
Equity ending balance | (16.9) | (16.9) |
Unrealized gain (loss) on derivative financial instruments | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Equity beginning balance | 1.3 | (3) |
Other comprehensive income (loss), net of tax, before reclassifications | 0.2 | 3.2 |
Reclassification from accumulated other comprehensive income, current period, net of tax | (1.4) | 0.9 |
Reclassification from AOCI, Current Period, Tax | 0.4 | (0.3) |
Other comprehensive income (loss) | (1.2) | 4.1 |
Equity ending balance | 0.1 | 1.1 |
Accumulated other comprehensive loss | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Equity beginning balance | (15.7) | (19.3) |
Other comprehensive income (loss), net of tax, before reclassifications | 0.3 | 2.6 |
Reclassification from accumulated other comprehensive income, current period, net of tax | (1.4) | 0.9 |
Reclassification from AOCI, Current Period, Tax | 0.4 | (0.3) |
Other comprehensive income (loss) | (1.1) | 3.5 |
Equity ending balance | $ (16.8) | $ (15.8) |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||||
Stock-based compensation | $ 5.7 | $ 5.4 | $ 18.3 | $ 15.5 |
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 | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share Reconciliation [Abstract] | ||||
Net income | $ 35.5 | $ 32 | $ 132.1 | $ 91.2 |
Unvested restricted share participation | (0.1) | (0.1) | (0.5) | (0.4) |
Net income per common share – basic | $ 35.4 | $ 31.9 | $ 131.6 | $ 90.8 |
Net income - basic (shares) | 48.7 | 48.3 | 48.5 | 48.2 |
Net income - basic (EPS) | $ 0.73 | $ 0.66 | $ 2.71 | $ 1.88 |
Effect of dilutive securities: | ||||
Nonparticipating unvested restricted shares | $ 0 | $ 0 | $ 0 | $ 0 |
Nonparticipating unvested restricted shares (shares) | 0.1 | 0.2 | 0.2 | 0.3 |
Net income per common share – diluted | $ 35.4 | $ 31.9 | $ 131.6 | $ 90.8 |
Net income - diluted (shares) | 48.8 | 48.5 | 48.7 | 48.5 |
Net income - diluted (EPS) | $ 0.72 | $ 0.66 | $ 2.70 | $ 1.87 |
Total weighted average restricted shares and antidilutive stock options | 1.1 | 1.4 | 1.3 | 1.5 |
Contingencies - Narrative (Deta
Contingencies - Narrative (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Loss Contingencies [Line Items] | |
Reasonably possible loss | $ 1.1 |
Accrued liabilities | |
Loss Contingencies [Line Items] | |
Total accruals | 1.5 |
Environmental and workplace matters | |
Loss Contingencies [Line Items] | |
Total accruals | 0.4 |
Indemnification receivable | $ 0.4 |