Cover page
Cover page - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 03, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 1-41642 | |
Entity Registrant Name | Knife River Corporation | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 92-1008893 | |
Entity Address, Address Line One | 1150 West Century Avenue | |
Entity Address, Address Line Two | P.O. Box 5568 | |
Entity Address, City or Town | Bismarck | |
Entity Address, State or Province | ND | |
Entity Address, Postal Zip Code | 58506-5568 | |
City Area Code | 701 | |
Local Phone Number | 530-1400 | |
Entity Information, Former Legal or Registered Name | Knife River Holding Company | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | KNF | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity common stock, shares outstanding | 56,566,214 | |
Entity Central Index Key | 0001955520 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue: | ||||
Revenues | $ 785,189 | $ 711,813 | $ 1,093,089 | $ 1,021,778 |
Cost of revenue: | ||||
Cost of Revenue | 632,206 | 608,472 | 936,011 | 917,323 |
Gross profit | 152,983 | 103,341 | 157,078 | 104,455 |
Selling, general and administrative expenses | 59,450 | 42,933 | 108,108 | 88,652 |
Operating income | 93,533 | 60,408 | 48,970 | 15,803 |
Interest expense | 19,156 | 7,424 | 28,651 | 12,690 |
Other income (expense) | 2,478 | (2,842) | 3,304 | (4,778) |
Income (loss) before income taxes | 76,855 | 50,142 | 23,623 | (1,665) |
Income tax expense (benefit) | 20,019 | 11,580 | 8,107 | (217) |
Net income (loss) | $ 56,836 | $ 38,562 | $ 15,516 | $ (1,448) |
Net income (loss) per share, basic | ||||
Income (Loss) Per Share, Basic, Total | $ 1 | $ 0.68 | $ 0.27 | $ (0.03) |
Net income (loss) per share, diluted | ||||
Income (Loss) Per Share, Diluted, Total | $ 1 | $ 0.68 | $ 0.27 | $ (0.03) |
Weighted Average Number of Shares Outstanding, Basic | 56,566 | 56,566 | 56,566 | 56,566 |
Weighted Average Number of Shares Outstanding, Diluted | 56,599 | 56,566 | 56,583 | 56,566 |
Construction materials | ||||
Revenue: | ||||
Revenues | $ 431,752 | $ 381,131 | $ 624,669 | $ 576,829 |
Cost of revenue: | ||||
Cost of Revenue | 316,179 | 303,498 | 510,308 | 506,355 |
Contracting services | ||||
Revenue: | ||||
Revenues | 353,437 | 330,682 | 468,420 | 444,949 |
Cost of revenue: | ||||
Cost of Revenue | $ 316,027 | $ 304,974 | $ 425,703 | $ 410,968 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Net income (loss) | $ 56,836 | $ 38,562 | $ 15,516 | $ (1,448) |
Other comprehensive income: | ||||
Reclassification adjustment for loss on derivative instruments included in net income (loss), tax | 13 | 27 | 28 | 54 |
Reclassification adjustment for loss on derivative instruments included in net income (loss), net of tax | 44 | 82 | 90 | 164 |
Postretirement liability gains (losses) arising during the period, net of tax | (17) | 5,820 | (17) | 5,820 |
Postretirement liability adjustment: | ||||
Postretirement liability gains (losses) arising during the period, tax | (6) | 1,879 | (6) | 1,879 |
Amortization of postretirement liability losses included in net periodic benefit cost, tax | 15 | 71 | 31 | 142 |
Amortization of postretirement liability losses included in net periodic benefit cost, net of tax | 48 | 220 | 95 | 441 |
Postretirement liability adjustment | 31 | 6,040 | 78 | 6,261 |
Other comprehensive income | 75 | 6,122 | 168 | 6,425 |
Comprehensive income attributable to common stockholders | $ 56,911 | $ 44,684 | $ 15,684 | $ 4,977 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | $ 68,489 | $ 10,090 |
Receivables, net | 418,620 | 210,157 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 58,020 | 31,145 |
Due from related-party | 0 | 16,050 |
Inventories | 374,377 | 323,277 |
Prepayments and other current assets | 38,820 | 17,848 |
Total current assets | 958,326 | 608,567 |
Noncurrent assets: | ||
Property, plant and equipment | 2,533,435 | 2,489,408 |
Less accumulated depreciation, depletion and amortization | 1,221,966 | 1,174,195 |
Net property, plant and equipment | 1,311,469 | 1,315,213 |
Goodwill | 274,478 | 274,540 |
Other intangible assets, net | 12,110 | 13,430 |
Operating lease right-of-use assets | 45,933 | 45,873 |
Investments and other | 40,581 | 36,696 |
Total noncurrent assets | 1,684,571 | 1,685,752 |
Total assets | 2,642,897 | 2,294,319 |
Current liabilities: | ||
Long-term debt - current portion | 7,082 | 211 |
Related-party notes payable - current portion | 0 | 238,000 |
Accounts payable | 174,603 | 87,370 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 44,590 | 39,843 |
Taxes payable | 29,878 | 8,502 |
Accrued compensation | 26,041 | 29,192 |
Due to related-party | 0 | 20,286 |
Current operating lease liabilities | 14,067 | 13,210 |
Other accrued liabilities | 88,095 | 80,276 |
Total current liabilities | 384,356 | 516,890 |
Noncurrent liabilities: | ||
Long-Term Debt, Excluding Current Maturities | 832,047 | 427 |
Related-party notes payable | 0 | 446,449 |
Deferred income taxes | 170,502 | 175,804 |
Noncurrent operating lease liabilities | 31,866 | 32,663 |
Other | 129,274 | 93,497 |
Total liabilities | 1,548,045 | 1,265,730 |
Stockholders' equity: | ||
Common stock | 570 | 800 |
Other paid-in capital | 611,562 | 549,106 |
Retained earnings | 498,530 | 494,661 |
MDU Resources Common Stock Held by Subsidiary at Cost, Value | 0 | (3,626) |
Treasury Stock, Common, Value | (3,626) | 0 |
Accumulated other comprehensive loss | (12,184) | (12,352) |
Total stockholders' equity | 1,094,852 | 1,028,589 |
Total liabilities and stockholders' equity | $ 2,642,897 | $ 2,294,319 |
Common Stock, Shares Authorized | 300,000,000 | 80,000 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 10 |
Common Stock, Shares, Issued | 80,000 | |
Common Stock, Shares, Outstanding | 56,566,214 | 80,000 |
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | (538,921) | |
Treasury Stock, Common, Shares | (431,136) |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common stock | Other paid-in capital | Retained earnings | MDU Resources' Stock Held by Subsidiary | Accumulated other comprehensive loss | Treasury Stock, Common |
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | (538,921) | ||||||
Common stock balance (in shares) at Dec. 31, 2021 | 80,000 | ||||||
Balance at Dec. 31, 2021 | $ 952,844 | $ 800 | $ 549,714 | $ 430,446 | $ (3,626) | $ (24,490) | $ 0 |
Treasury Stock, Common, Shares at Dec. 31, 2021 | 0 | ||||||
Net income (loss) | (40,010) | (40,010) | |||||
Other comprehensive income | 303 | 303 | |||||
APIC, Share-Based Payment Arrangement, Recognition and Exercise | 306 | 333 | (27) | ||||
Equity net transfers to (from) Parent | (16,408) | (3,432) | (12,976) | ||||
Common stock balance (in shares) at Mar. 31, 2022 | 80,000 | ||||||
Balance at Mar. 31, 2022 | 897,035 | $ 800 | 546,615 | 377,433 | (3,626) | (24,187) | $ 0 |
Treasury Stock, Common, Shares at Mar. 31, 2022 | 0 | ||||||
Common stock balance (in shares) at Dec. 31, 2021 | 80,000 | ||||||
Balance at Dec. 31, 2021 | 952,844 | $ 800 | 549,714 | 430,446 | (3,626) | (24,490) | $ 0 |
Treasury Stock, Common, Shares at Dec. 31, 2021 | 0 | ||||||
Net income (loss) | (1,448) | ||||||
Other comprehensive income | 6,425 | ||||||
Common stock balance (in shares) at Jun. 30, 2022 | 80,000 | ||||||
Balance at Jun. 30, 2022 | 923,988 | $ 800 | 541,885 | 402,994 | $ (3,626) | (18,065) | $ 0 |
Treasury Stock, Common, Shares at Jun. 30, 2022 | 0 | ||||||
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | (538,921) | ||||||
Common stock balance (in shares) at Mar. 31, 2022 | 80,000 | ||||||
Balance at Mar. 31, 2022 | 897,035 | $ 800 | 546,615 | 377,433 | $ (3,626) | (24,187) | $ 0 |
Treasury Stock, Common, Shares at Mar. 31, 2022 | 0 | ||||||
Net income (loss) | 38,562 | 38,562 | |||||
Other comprehensive income | 6,122 | 6,122 | |||||
APIC, Share-Based Payment Arrangement, Recognition and Exercise | 306 | 333 | (27) | ||||
Equity net transfers to (from) Parent | (18,037) | (5,063) | (12,974) | ||||
Common stock balance (in shares) at Jun. 30, 2022 | 80,000 | ||||||
Balance at Jun. 30, 2022 | $ 923,988 | $ 800 | 541,885 | 402,994 | $ (3,626) | (18,065) | $ 0 |
Treasury Stock, Common, Shares at Jun. 30, 2022 | 0 | ||||||
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | (538,921) | ||||||
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | 538,921 | (538,921) | |||||
Common stock balance (in shares) at Dec. 31, 2022 | 80,000 | 80,000 | |||||
Balance at Dec. 31, 2022 | $ 1,028,589 | $ 800 | 549,106 | 494,661 | $ (3,626) | (12,352) | $ 0 |
Treasury Stock, Common, Shares at Dec. 31, 2022 | 0 | ||||||
Net income (loss) | (41,320) | (41,320) | |||||
Other comprehensive income | 93 | 93 | |||||
APIC, Share-Based Payment Arrangement, Recognition and Exercise | 414 | 453 | (39) | ||||
Equity net transfers to (from) Parent | (13,007) | (1,385) | (11,622) | ||||
Common stock balance (in shares) at Mar. 31, 2023 | 80,000 | ||||||
Balance at Mar. 31, 2023 | $ 974,769 | $ 800 | 548,174 | 441,680 | (3,626) | (12,259) | $ 0 |
Treasury Stock, Common, Shares at Mar. 31, 2023 | 0 | ||||||
Common stock balance (in shares) at Dec. 31, 2022 | 80,000 | 80,000 | |||||
Balance at Dec. 31, 2022 | $ 1,028,589 | $ 800 | 549,106 | 494,661 | (3,626) | (12,352) | $ 0 |
Treasury Stock, Common, Shares at Dec. 31, 2022 | 0 | ||||||
Net income (loss) | 15,516 | ||||||
Other comprehensive income | 168 | ||||||
Common stock balance (in shares) at Jun. 30, 2023 | 56,997,350 | ||||||
Balance at Jun. 30, 2023 | $ 1,094,852 | $ 570 | 611,562 | 498,530 | $ 0 | (12,184) | $ (3,626) |
Treasury Stock, Common, Shares at Jun. 30, 2023 | 431,136 | (431,136) | |||||
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | (538,921) | ||||||
Common stock balance (in shares) at Mar. 31, 2023 | 80,000 | ||||||
Balance at Mar. 31, 2023 | $ 974,769 | $ 800 | 548,174 | 441,680 | $ (3,626) | (12,259) | $ 0 |
Treasury Stock, Common, Shares at Mar. 31, 2023 | 0 | ||||||
Net income (loss) | 56,836 | 56,836 | |||||
Other comprehensive income | 75 | 75 | |||||
APIC, Share-Based Payment Arrangement, Recognition and Exercise | 226 | 212 | 14 | ||||
Transfer of parent stock held by subsidiary, shares | 538,921 | ||||||
Transfer of parent stock held by subsidiary, Value | 3,626 | $ 3,626 | |||||
Treasury Stock, Shares, Acquired | (431,136) | ||||||
Treasury Stock, Value, Acquired, Cost Method | 3,626 | $ (3,626) | |||||
Stock Redeemed or Called During Period, Shares | (80,000) | ||||||
Stock Redeemed or Called During Period, Value | 0 | $ (800) | (800) | ||||
Issuance of common stock (shares) | 56,997,350 | ||||||
Stock Issued During Period, Value, New Issues | (26) | $ (570) | (596) | ||||
Equity net transfers to (from) Parent | 62,972 | 62,972 | |||||
Common stock balance (in shares) at Jun. 30, 2023 | 56,997,350 | ||||||
Balance at Jun. 30, 2023 | $ 1,094,852 | $ 570 | $ 611,562 | $ 498,530 | $ 0 | $ (12,184) | $ (3,626) |
Treasury Stock, Common, Shares at Jun. 30, 2023 | 431,136 | (431,136) | |||||
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating activities: | ||
Net income (loss) | $ 15,516 | $ (1,448) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation, depletion and amortization | 60,760 | 58,101 |
Deferred income taxes | (5,355) | (975) |
Provision for credit losses | 1,015 | (241) |
Amortization of debt issuance costs | 2,059 | 228 |
Employee stock-based compensation costs | 665 | 666 |
Pension and postretirement benefit plan net periodic benefit cost | 595 | 654 |
Unrealized (gains) losses on investments | (1,282) | 2,631 |
Gains on sales of assets | (3,356) | (2,498) |
Changes in current assets and liabilities, net of acquisitions: | ||
Receivables | (236,395) | (215,158) |
Due from related-party | 16,050 | 1,013 |
Inventories | (51,100) | (66,253) |
Other current assets | (20,853) | (16,782) |
Accounts payable | 102,566 | 73,082 |
Due to related-party | (7,310) | 9,836 |
Other current liabilities | 25,598 | 8,749 |
Pension and postretirement benefit plan contributions | (292) | (208) |
Other noncurrent changes | 30,741 | 794 |
Net cash used in operating activities | (70,378) | (147,809) |
Investing activities: | ||
Capital expenditures | (66,578) | (80,254) |
Acquisitions, net of cash acquired | 0 | (524) |
Net proceeds from sale or disposition of property and other | 4,117 | 4,294 |
Investments | (1,655) | (1,608) |
Net cash used in investing activities | (64,116) | (78,092) |
Financing activities: | ||
Issuance of current related-party notes, net | 0 | 100,000 |
Issuance of long-term related-party notes, net | 205,275 | 154,923 |
Issuance of long-term debt | 855,000 | 0 |
Repayment of long-term debt | (127) | (147) |
Debt issuance costs | (16,640) | (749) |
Proceeds from issuance of common stock | (26) | 0 |
Net transfers to Centennial | (850,589) | (29,261) |
Net cash provided by financing activities | 192,893 | 224,766 |
Increase (decrease) in cash, cash equivalents and restricted cash | 58,399 | (1,135) |
Cash, cash equivalents and restricted cash -- end of period | $ 68,489 | $ 12,713 |
Background
Background | 6 Months Ended |
Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Background | BackgroundOn August 4, 2022, MDU Resources announced that its board of directors approved a plan to pursue the Separation of the Knife River from MDU Resources. On May 31, 2023, the Company settled its net parent investment with Centennial and the Separation was completed by a pro rata distribution of shares representing approximately 90 percent of Knife River's outstanding common stock to MDU Resources' stockholders. MDU Resources' stockholders received one share of Knife River common stock for every four shares of MDU Resources common stock held as of the close of business on May 22, 2023. MDU Resources retained approximately 10 percent of Knife River's common stock. The Distribution was tax-free to its stockholders for U. S. federal income tax purposes. As a result of the Separation, Knife River is now an independent public company trading on the New York Stock Exchange under the symbol "KNF." More information on the Separation and Distribution, as well as the Company's historical results, can be found within the Company's Registration Statement on Form 10. |
Basis of presentation
Basis of presentation | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation [Text Block] | Basis of presentation The accompanying consolidated interim financial statements were prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Interim financial statements do not include all disclosures provided in annual financial statements and, accordingly, these financial statements should be read in conjunction with the Company's Registration Statement on Form 10. The information is unaudited but includes adjustments that are, in the opinion of management, necessary for a fair presentation of the accompanying consolidated interim financial statements and are of a normal recurring nature. On May 31, 2023, the Company became a stand-alone publicly traded company. Prior to the Separation on May 31, 2023, Knife River operated as a wholly owned subsidiary of Centennial and an indirect, wholly owned subsidiary of MDU Resources and not as a stand-alone company. These consolidated financial statements and footnotes reflect the historical financial position, results of operations and cash flows of the Company as historically managed within MDU Resources for the periods prior to the completion of the Separation and reflect the financial position, results of operations and cash flows as a stand-alone company for the period after the completion of the Separation. The historical consolidated financial statements and footnotes were prepared on a “carve-out” basis in connection with the Separation and were derived from the consolidated financial statements of MDU Resources as if the Company operated on a stand-alone basis during the periods presented, and were prepared utilizing the legal entity approach in conformity with GAAP. The results for the three and six months ended June 30, 2022, vary from the previously reported MDU Resources' construction materials and contracting services segment due to an adjustment to a cost allocation for interim periods to conform with the Company's current year accounting. This adjustment does not impact the historical annual financial statements included in the Company's Registration Statement on Form 10. This adjustment decreased cost of revenue by $6.0 million ($4.6 million after tax) for the three and six months ended June 30, 2022. The adjustment is not considered material for the three or six months ended June 30, 2022. The Company utilized allocations and carve-out methodologies to prepare its historical consolidated financial statements and footnotes. The consolidated financial statements and footnotes herein may not be indicative of the Company's future performance or actual expenses that would have been incurred as a stand-alone company for the periods presented. All revenues and costs, as well as assets and liabilities, directly associated with the business activity of the Company are included in the consolidated financial statements. In the periods prior to the Separation, the consolidated financial statements include expense allocations for certain functions provided by MDU Resources and Centennial, including, but not limited to certain general corporate expenses related to senior management, legal, human resources, finance and accounting, treasury, information technology, communications, procurement, tax, insurance and other shared services. These general corporate expenses are included in the Consolidated Statements of Operations within selling, general and administrative expenses. The amounts allocated were $4.4 million and $9.0 million for the three and six months ended June 30, 2023, respectively, and $4.7 million and $9.7 million for the three and six months ended June 30, 2022, respectively. These expenses have been allocated to the Company on the basis of direct usage when identifiable, with the remainder principally allocated on the basis of percent of total capital invested or other allocation methodologies that are considered to be a reasonable reflection of the utilization of the services provided to the benefits received, including the following: number of employees paid and stated as cost per check; number of employees served; weighted factor of travel, managed units, national account spending, equipment and fleet acquisitions; purchase order dollars spent and purchase order line count; number of payments, vouchers or unclaimed property reports; labor hours; time tracked; and projected workload. Prior to the Separation, Knife River historically participated in Centennial’s centralized cash management program, including its overall financing arrangements. This arrangement is not reflective of the manner in which the Company would have been able to finance its operations had it been independent from MDU Resources for the period prior to the completion of the Separation. Knife River had related-party note agreements in place with Centennial for the financing of its capital needs, which are reflected as related-party notes payable on the Consolidated Balance Sheets as of December 31, 2022. The related-party notes payable to Centennial at May 30, 2023, was $889.7 million. As part of the Separation, Centennial made an equity contribution to the Company to release the Company of its obligation related to the outstanding notes payable. Also as part of the Separation, the Company entered into debt agreements and subsequently paid a dividend of $825.0 million from the debt proceeds to Centennial, which Centennial used to repay a portion of the Company's outstanding indebtedness. These transactions resulted in the Company receiving a net equity contribution of $64.7 million and is reflected as "Net transfers from Centennial and MDU Resources including separation adjustments" in the Consolidated Statement of Equity. Interest expense in the Consolidated Statements of Operations includes the allocation of interest on borrowing and funding associated with the related-party note agreements for periods prior to the Separation. Prior to the Separation, income tax expense and tax balances in the consolidated financial statements were calculated on a separate tax return basis. The separate tax return method applies the accounting guidance for income taxes to the standalone financial statements as if the Company were a separate taxpayer and a standalone enterprise. Management believes the assumptions supporting the allocation and presentation of income taxes on a separate return basis are reasonable. As a stand-alone entity, the Company will file tax returns on its own behalf, and tax balances and effective income tax rate may differ from the amounts reported in the historical periods. Management has also evaluated the impact of events occurring after June 30, 2023, up to the date of issuance of these consolidated interim financial statements on August 8, 2023, that would require recognition or disclosure in the Consolidated Financial Statements. Principles of consolidation For the pre-Separation periods, the accompanying financial statements of the Company were derived from the consolidated financial statements and accounting records of MDU Resources as if the Company and its wholly owned subsidiaries operated on a stand-alone basis during the periods presented. The consolidated financial statements were prepared in accordance with GAAP and include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions between the businesses comprising the Company have been eliminated in the accompanying consolidated financial statements. Related-party transactions between the Company and MDU Resources or Centennial for general operating activities and intercompany debt have been included in the consolidated financial statements for the pre-Separation periods. These related-party transactions were settled in cash and are reflected in the pre-Separation Consolidated Balance Sheets as “Due from related-party” or “Due to related-party” with the aggregate net effect reflected in the Consolidated Statements of Cash Flows within operating activities and “Related-party notes payable” with the aggregate net effect reflected in the Consolidated Statements of Cash Flows within financing activities. The aggregate net effect of related-party transactions not settled in cash as part of the Separation have been reflected in the pre-Separation Consolidated Balance Sheet within “Other paid-in capital”. See Note 18 for additional information on related-party transactions. Use of estimates The preparation of financial statements in conformity with GAAP requires the Company 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 consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Estimates are used for items such as long-lived assets and goodwill; fair values of acquired assets and liabilities under the acquisition method of accounting; aggregate reserves; property depreciable lives; tax provisions; revenue recognized using the cost-to-cost measure of progress for contracts; expected credit losses; environmental and other loss contingencies; costs on contracting services contracts; actuarially determined benefit costs; asset retirement obligations; lease classification; present value of right-of-use assets and lease liabilities; and the valuation of stock-based compensation. These estimates are based on management’s best knowledge of current events, historical experience, actions that the Company may undertake in the future and on various other assumptions that are believed to be reasonable under the circumstances. As additional information becomes available, or actual amounts are determinable, the recorded estimates are revised. Consequently, operating results can be affected by revisions to prior accounting estimates. New accounting standards There have been no recent accounting standards that are expected to materially affect the Company. Cash, cash equivalents and restricted cash The Company considers all highly liquid investments with an original maturity of three months or less, when purchased, to be cash and cash equivalents. At June 30, 2023, the $68.5 million of cash, cash equivalents and restricted cash on the Consolidated Statements of Cash Flows is comprised of $40.1 million of cash and cash equivalents and $28.4 million of restricted cash. At June 30, 2022, the Company did not have any restricted cash. Restricted cash represents deposits held by Knife River's captive insurance company that is required by state insurance regulations to remain in the captive insurance company as cash. Seasonality of operations Some of the Company's operations are seasonal and revenues from, and certain expenses for, such operations may fluctuate significantly among quarterly periods, with lower activity in the winter months and higher activity in the summer months. Accordingly, the interim results for particular segments, and for the Company as a whole, may not be indicative of results for the full fiscal year or other future periods. |
Receivables and allowance for e
Receivables and allowance for expected credit losses | 6 Months Ended |
Jun. 30, 2023 | |
Credit Loss [Abstract] | |
Receivables and allowance for expected credit loss | Receivables and allowance for expected credit losses Receivables consist primarily of trade and contract receivables for the sale of goods and services net of expected credit losses. A majority of the Company's receivables are due in 30 days or less. The total balance of receivables past due 90 days or more was $11.6 million and $11.2 million at June 30, 2023 and December 31, 2022, respectively. Receivables were as follows: June 30, 2023 December 31, 2022 (In thousands) Trade receivables $ 220,948 $ 104,347 Contract receivables 173,318 82,428 Retention receivables 30,224 28,859 Receivables, gross 424,490 215,634 Less expected credit loss 5,870 5,477 Receivables, net $ 418,620 $ 210,157 The Company's expected credit losses are determined through a review using historical credit loss experience; changes in asset specific characteristics; current conditions; and reasonable and supportable future forecasts, among other specific account data, and is performed at least quarterly. The Company develops and documents its methodology to determine its allowance for expected credit losses. Risk characteristics used by the Company may include customer mix, knowledge of customers and general economic conditions of the various local economies, among others. Specific account balances are written off when management determines the amounts to be uncollectible. Management has reviewed the balance reserved through the allowance for expected credit losses and believes it is reasonable. Details of the Company's expected credit losses were as follows: Pacific Northwest Mountain North All Other Total (In thousands) At December 31, 2022 $ 2,045 $ 1,253 $ 1,278 $ 839 $ 62 $ 5,477 Current expected credit loss provision 45 313 164 (89) (1) 432 Less write-offs charged against the allowance 1 68 18 — — 87 At March 31, 2023 $ 2,089 $ 1,498 $ 1,424 $ 750 $ 61 $ 5,822 Current expected credit loss provision 9 74 631 (132) 1 583 Less write-offs charged against the allowance 18 512 3 — 2 535 At June 30, 2023 $ 2,080 $ 1,060 $ 2,052 $ 618 $ 60 $ 5,870 Pacific Northwest Mountain North All Other Total (In thousands) At December 31, 2021 $ 2,052 $ 512 $ 1,610 $ 1,152 $ 80 $ 5,406 Current expected credit loss provision 1 (125) (130) 6 (5) (253) Less write-offs charged against the allowance 1 20 4 1 1 27 At March 31, 2022 $ 2,052 $ 367 $ 1,476 $ 1,157 $ 74 $ 5,126 Current expected credit loss provision 11 58 (17) (37) (3) 12 Less write-offs charged against the allowance — 56 4 47 2 109 At June 30, 2022 $ 2,063 $ 369 $ 1,455 $ 1,073 $ 69 $ 5,029 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories on the Consolidated Balance Sheets were as follows: June 30, 2023 December 31, 2022 (In thousands) Finished products $ 227,683 $ 211,496 Raw materials 104,689 78,571 Supplies and parts 42,005 33,210 Total $ 374,377 $ 323,277 Inventories are valued at the lower of cost or net realizable value using the average cost method. Inventories include production costs incurred as part of the Company's aggregate mining activities. These inventoriable production costs include all mining and processing costs associated with the production of aggregates. Stripping costs incurred during the production phase, which represent costs of removing overburden and waste materials to access mineral deposits, are a component of inventoriable production costs. |
Earnings per share
Earnings per share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | Earnings per share The calculation for basic and diluted earnings per share for any period presented prior to the Separation were based on the number of shares outstanding on May 31, 2023, the Separation and Distribution date. For periods prior to the Separation, it is assumed that there are no dilutive equity instruments as there were no Knife River stock-based awards outstanding at the time. Basic earnings per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the applicable period. Diluted earnings per share is computed by dividing net income (loss) by the total of the weighted average number of shares of common stock outstanding during the applicable period, plus the effect of non-vested restricted stock units. Weighted average common shares outstanding is comprised of issued shares of 56,997,350 less shares held in treasury of 431,136, as described in Note 6. Basic and diluted earnings per share are calculated as follows, based on a reconciliation of the weighted-average common shares outstanding on a basic and diluted basis: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands, except per share amounts) Net income (loss) $ 56,836 $ 38,562 $ 15,516 $ (1,448) Weighted average common shares outstanding - basic 56,566 56,566 56,566 56,566 Effect of dilutive restricted stock units 33 — 17 — Weighted average common shares outstanding - diluted 56,599 56,566 56,583 56,566 Shares excluded from the calculation of diluted earnings per share — — — — Net income (loss) per share - basic $ 1.00 $ .68 $ .27 $ (.03) Net income (loss) per share - diluted $ 1.00 $ .68 $ .27 $ (.03) |
Equity
Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Equity | Equity On May 31, 2023, the Company issued 56,997,350 shares of common stock with a par value of $0.01 in connection with the Separation. The Company historically held 538,921 shares of MDU Resources common stock through one of its subsidiaries. The historical shares are presented as MDU Resources' stock held by subsidiary on the Consolidated Statement of Equity. In connection with the Separation, Knife River entered into an agreement with MDU Resources to transfer the stock of MDU Resources held by its subsidiary to MDU Resources in exchange for 431,136 shares of Knife River common stock. The number of shares transferred to Knife River was based on the value of the stock at the time of the Separation. The historical MDU Resources common stock held by subsidiary at cost of $3.6 million at June 30, 2023, on the Consolidated Balance Sheets reflects the value of the MDU Resources common stock at the time it was granted to Knife River's subsidiary and will remain at the historical value since the exchange was between related parties. The 431,136 shares of Knife River common stock are presented as Treasury stock held at cost in the Consolidated Balance Sheet and reduce the number of common stock shares outstanding. Stock-Based Compensation Prior to the Separation, key employees of the Company participated in various MDU Resources stock-based compensation plans authorized and managed by MDU Resources. All awards granted under the plans were based on MDU Resources' common shares, however, Knife River recognized the expense for its participants in its financial statements. At the time of the Separation, each outstanding MDU Resources time-vested restricted stock unit and performance share award held by a Knife River employee was converted into Knife River time-vested restricted stock units. The converted awards will |
Accumulated other comprehensive
Accumulated other comprehensive loss | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Accumulated other comprehensive loss | Accumulated other comprehensive loss The after-tax changes in the components of accumulated other comprehensive loss were as follows: Net Unrealized Postretirement Total (In thousands) At December 31, 2022 $ (90) $ (12,262) $ (12,352) Amounts reclassified from accumulated other comprehensive loss 46 47 93 Net current-period other comprehensive income 46 47 93 At March 31, 2023 $ (44) $ (12,215) $ (12,259) Other comprehensive loss before reclassification — (17) (17) Amounts reclassified from accumulated other comprehensive loss 44 48 92 Net current-period other comprehensive income 44 31 75 At June 30, 2023 $ — $ (12,184) $ (12,184) Net Unrealized Postretirement Total (In thousands) At December 31, 2021 $ (418) $ (24,072) $ (24,490) Amounts reclassified from accumulated other comprehensive loss 82 221 303 Net current-period other comprehensive income 82 221 303 At March 31, 2022 $ (336) $ (23,851) $ (24,187) Other comprehensive income before reclassification — 5,820 5,820 Amounts reclassified from accumulated other comprehensive loss 82 220 302 Net current-period other comprehensive income 82 6,040 6,122 At June 30, 2022 $ (254) $ (17,811) $ (18,065) The following amounts were reclassified out of accumulated other comprehensive loss into net income (loss). The amounts presented in parenthesis indicate a decrease to net income (loss) on the Consolidated Statements of Operations. The reclassifications were as follows: Three Months Ended Six Months Ended Location on Consolidated Statements of Operations June 30, June 30, 2023 2022 2023 2022 (In thousands) Reclassification adjustment for loss on derivative instruments included in net income (loss) $ (57) $ (109) $ (118) $ (218) Interest expense 13 27 28 54 Income taxes (44) (82) (90) (164) Amortization of postretirement liability losses included in net periodic benefit cost (63) (291) (126) (583) Other income 15 71 31 142 Income taxes (48) (220) (95) (441) Total reclassifications $ (92) $ (302) $ (185) $ (605) |
Revenue from contracts with cus
Revenue from contracts with customers | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from contracts with customers | Revenue from contracts with customers Revenue is recognized when a performance obligation is satisfied by transferring control over a product or service to a customer. Revenue includes revenue from the sales of construction materials and contracting services. Revenue is measured based on consideration specified in a contract with a customer and excludes any sales incentives and amounts collected on behalf of third parties. The Company is considered an agent for certain taxes collected from customers. As such, the Company presents revenues net of these taxes at the time of sale to be remitted to governmental authorities, including sales and use taxes. Revenue for construction materials is recognized at a point in time when delivery of the products has taken place. Contracting revenue is recognized over time using an input method based on the cost-to-cost measure of progress on a project. Disaggregation In the following tables, revenue is disaggregated by category for each segment and includes sales of materials to both third parties and internal customers. Due to consolidation requirements, the internal sales revenues must be eliminated against the construction materials product used in downstream materials and contracting services to arrive at the external operating revenues. The Company believes this level of disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. For more information on the Company’s reportable segments, see Note 15. Three Months Ended June 30, 2023 Pacific Northwest Mountain North All Other Total (In thousands) Aggregates $ 27,446 $ 47,966 $ 28,866 $ 30,323 $ 11,815 $ 146,416 Ready-mix concrete 40,526 44,583 34,506 53,900 11,383 184,898 Asphalt 6,275 34,518 29,472 46,719 7,953 124,937 Other 60,968 4,335 8 10,907 66,946 143,164 Contracting services public-sector 16,848 53,301 80,381 94,548 19,477 264,555 Contracting services private-sector 16,575 29,353 37,317 5,249 388 88,882 Internal sales (26,483) (35,322) (34,796) (54,044) (17,018) (167,663) Revenues from contracts with customers $ 142,155 $ 178,734 $ 175,754 $ 187,602 $ 100,944 $ 785,189 Three Months Ended June 30, 2022 Pacific Northwest Mountain North All Other Total (In thousands) Aggregates $ 24,330 $ 43,466 $ 26,919 $ 26,679 $ 14,994 $ 136,388 Ready-mix concrete 33,069 39,156 31,446 47,173 17,283 168,127 Asphalt 11,504 26,281 31,137 44,719 7,925 121,566 Other 53,248 4,073 9 9,903 57,049 124,282 Contracting services public-sector 23,626 46,208 30,626 86,011 21,015 207,486 Contracting services private-sector 12,688 19,564 87,786 3,083 75 123,196 Internal sales (30,053) (27,963) (37,504) (50,330) (23,382) (169,232) Revenues from contracts with customers $ 128,412 $ 150,785 $ 170,419 $ 167,238 $ 94,959 $ 711,813 Six Months Ended June 30, 2023 Pacific Northwest Mountain North Central All Other Total (In thousands) Aggregates $ 46,143 $ 90,540 $ 38,532 $ 34,343 $ 20,379 $ 229,937 Ready-mix concrete 66,670 78,488 48,876 66,187 21,446 281,667 Asphalt 7,591 41,445 30,282 46,888 12,350 138,556 Other 87,023 7,016 11 12,493 75,214 181,757 Contracting services public-sector 20,819 70,304 108,619 99,074 37,811 336,627 Contracting services private-sector 19,474 55,115 50,762 5,357 1,085 131,793 Internal sales (37,779) (48,290) (40,710) (55,766) (24,703) (207,248) Revenues from contracts with customers $ 209,941 $ 294,618 $ 236,372 $ 208,576 $ 143,582 $ 1,093,089 Six Months Ended June 30, 2022 Pacific Northwest Mountain North Central All Other Total (In thousands) Aggregates $ 43,393 $ 77,138 $ 36,129 $ 30,679 $ 26,696 $ 214,035 Ready-mix concrete 63,125 75,480 47,616 59,529 30,876 276,626 Asphalt 15,975 34,691 31,468 44,765 12,753 139,652 Other 80,138 7,356 15 12,055 62,218 161,782 Contracting services public-sector 32,921 63,119 53,029 91,531 34,058 274,658 Contracting services private-sector 24,410 39,897 102,197 3,144 643 170,291 Internal Sales (46,201) (42,106) (41,566) (51,641) (33,752) (215,266) Revenues from contracts with customers $ 213,761 $ 255,575 $ 228,888 $ 190,062 $ 133,492 $ 1,021,778 |
Uncompleted Contracts
Uncompleted Contracts | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Uncompleted contracts | Uncompleted contracts The timing of revenue recognition may differ from the timing of invoicing to customers. The timing of invoicing to customers does not necessarily correlate with the timing of revenues being recognized under the cost-to-cost method of accounting. Contracts from contracting services are billed as work progresses in accordance with agreed upon contractual terms. Generally, billing to the customer occurs contemporaneous to revenue recognition. A variance in timing of the billings may result in a contract asset or a contract liability. A contract asset occurs when revenues are recognized under the cost-to-cost measure of progress, which exceeds amounts billed on uncompleted contracts. Such amounts will be billed as standard contract terms allow, usually based on various measures of performance or achievement. A contract liability occurs when there are billings in excess of revenues recognized under the cost-to-cost measure of progress on uncompleted contracts. Contract liabilities decrease as revenue is recognized from the satisfaction of the related performance obligation. The changes in contract assets and liabilities were as follows: June 30, 2023 December 31, 2022 Change Location on Consolidated Balance Sheets (In thousands) Contract assets $ 58,020 $ 31,145 $ 26,875 Costs and estimated earnings in excess of billings on uncompleted contracts Contract liabilities (44,590) (39,843) (4,747) Billings in excess of costs and estimated earnings on uncompleted contracts Net contract assets (liabilities) $ 13,430 $ (8,698) $ 22,128 The Company recognized $11.4 million and $31.7 million in revenue for the three and six months ended June 30, 2023, respectively, which was previously included in contract liabilities at December 31, 2022. The Company recognized $6.2 million and $26.2 million in revenue for the three and six months ended June 30, 2022, respectively, which was previously included in contract liabilities at December 31, 2021. The Company recognized a net increase in revenues of $7.4 million and $8.1 million for the three and six months ended June 30, 2023, respectively, from performance obligations satisfied in prior periods. The Company recognized a net increase in revenues of $5.7 million and $9.2 million for the three and six months ended June 30, 2022, respectively, from performance obligations satisfied in prior periods. Remaining performance obligations The remaining performance obligations, also referred to as backlog, include unrecognized revenues that the Company reasonably expects to be realized. These unrecognized revenues can include: projects that have a written award, a letter of intent, a notice to proceed, an agreed upon work order to perform work on mutually accepted terms and conditions and change orders or claims to the extent management believes additional contract revenues will be earned and are deemed probable of collection. The majority of the Company's contracts for contracting services have an original duration of less than one year. At June 30, 2023, the Company's remaining performance obligations were $1.04 billion. The Company expects to recognize the following revenue amounts in future periods related to these remaining performance obligations: $960.9 million within the next 12 months or less; $58.8 million within the next 13 to 24 months; and $21.2 million in 25 months or more. |
Goodwill and other intangible a
Goodwill and other intangible assets | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and other intangible assets | Goodwill and other intangible assets The changes in the carrying amount of goodwill were as follows: Balance at January 1, 2023 Goodwill Acquired During the Year Measurement Balance at June 30, 2023 (In thousands) Pacific $ 38,339 $ — $ (62) $ 38,277 Northwest 90,978 — — 90,978 Mountain 26,816 — — 26,816 North Central 75,879 — — 75,879 All Other 42,528 — — 42,528 Total $ 274,540 $ — $ (62) $ 274,478 Other amortizable intangible assets were as follows: June 30, 2023 December 31, 2022 (In thousands) Customer relationships $ 18,540 $ 18,540 Less accumulated amortization 8,235 7,367 10,305 11,173 Noncompete agreements 4,039 4,039 Less accumulated amortization 3,239 2,985 800 1,054 Other 2,479 5,279 Less accumulated amortization 1,474 4,076 1,005 1,203 Total $ 12,110 $ 13,430 Amortization expense for amortizable intangible assets for the three and six months ended June 30, 2023, was $653,000 and $1.3 million, respectively. Amortization expense for amortizable intangible assets for the three and six months ended June 30, 2022, was $780,000 and $1.4 million, respectively. Estimated amortization expense for identifiable intangible assets as of June 30, 2023, was: Remainder of 2023 2024 2025 2026 2027 Thereafter (In thousands) Amortization expense $ 1,237 $ 2,157 $ 2,042 $ 1,739 $ 1,717 $ 3,218 |
Fair value measurements
Fair value measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Fair value measurementsFair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The fair value ASC establishes a hierarchy for grouping assets and liabilities, based on the significance of inputs. The estimated fair values of the Company's assets and liabilities measured on a recurring basis are determined using the market approach. The Company measures its investments in certain fixed-income and equity securities at fair value with changes in fair value recognized in income. The Company anticipates using these investments, which consist of insurance contracts, to satisfy its obligations under its unfunded, nonqualified defined benefit and defined contribution plans for the Company's executive officers and certain key management employees, and invests in these fixed-income and equity securities for the purpose of earning investment returns and capital appreciation. These investments, which totaled $19.1 million and $20.1 million at June 30, 2023 and December 31, 2022, respectively, are classified as investments on the Consolidated Balance Sheets. The net unrealized gain on these investments was $197,000 and $1.1 million for the three and six months ended June 30, 2023, respectively. The net unrealized loss on these investments was $1.6 million and $2.6 million for the three and six months ended June 30, 2022, respectively. The change in fair value, which is considered part of the cost of the plan, is classified in other income on the Consolidated Statements of Operations. As part of the Separation, the Company retired certain insurance contracts used to satisfy its obligations under its unfunded, nonqualified defined contribution plan for the Company's executive officers and certain key management employees. The proceeds of the retired contracts totaled $4.8 million and was held in a money market account as of June 30, 2023. This amount will be used to purchase life insurance policies and re-invested in fixed-income and equity securities in the third quarter of 2023. The Company's assets measured at fair value on a recurring basis were as follows: Fair Value Measurements at June 30, 2023, Using Quoted Prices in Significant Significant Balance at June 30, 2023 (In thousands) Assets: Money market funds $ — $ 7,529 $ — $ 7,529 Insurance contracts* — 19,141 — 19,141 Total assets measured at fair value $ — $ 26,670 $ — $ 26,670 * The insurance contracts invest approximately 47 percent in fixed-income investments, 20 percent in cash equivalents, 15 percent in common stock of large-cap companies, 8 percent in common stock of mid-cap companies, 6 percent in common stock of small-cap companies and 4 percent in target date investments. Fair Value Measurements at December 31, 2022, Using Quoted Prices in Significant Significant Balance at December 31, 2022 (In thousands) Assets: Money market funds $ — $ 2,448 $ — $ 2,448 Insurance contracts* — 20,083 — 20,083 Total assets measured at fair value $ — $ 22,531 $ — $ 22,531 * The insurance contracts invest approximately 63 percent in fixed-income investments, 15 percent in common stock of large-cap companies, 8 percent in common stock of mid-cap companies, 6 percent in common stock of small-cap companies, 6 percent in target date investments and 2 percent in cash equivalents. The Company’s Level 2 money market funds are valued at the net asset value of shares held at the end of the period, based on published market quotations on active markets, or using other known sources including pricing from outside sources. The estimated fair value of the Company’s Level 2 insurance contracts are based on contractual cash surrender values that are determined primarily by investments in managed separate accounts of the insurer. These amounts approximate fair value. The managed separate accounts are valued based on other observable inputs or corroborated market data. Though the Company believes the methods used to estimate fair value are consistent with those used by other market participants, the use of other methods or assumptions could result in a different estimate of fair value. The Company applies the provisions of the fair value measurement standard to its nonrecurring, non-financial measurements, including long-lived asset impairments. These assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. The Company reviews the carrying value of its long-lived assets, excluding goodwill, whenever events or changes in circumstances indicate that such carrying amounts may not be recoverable. The Company's long-term debt is not measured at fair value on the Consolidated Balance Sheets and the fair value is being provided for disclosure purposes only. The fair value was categorized as Level 2 in the fair value hierarchy and was based on discounted cash flows using current market interest rates. The estimated fair value of the Company's Level 2 long-term debt was as follows: June 30, 2023 (In thousands) Carrying amount $ 855,000 Fair value $ 862,420 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Certain debt instruments of the Company contain restrictive covenants and cross-default provisions. In order to borrow under the debt agreements, the Company must be in compliance with the applicable covenants and certain other conditions, all of which management believes the Company, as applicable, was in compliance with at June 30, 2023. In the event the Company does not comply with the applicable covenants and other conditions, alternative sources of funding may need to be pursued. On April 25, 2023, the Company issued $425.0 million of 7.75 percent senior notes due May 1, 2031, pursuant to an indenture. On May 31, 2023, the Company entered into a senior secured credit agreement consisting of a $275.0 million term loan and a $350.0 million revolving credit facility, of which $190.0 million was drawn down and $35.0 million was repaid during the period. Each debt facility has a SOFR-based interest rate and a maturity date of May 31, 2028. The term loan has a mandatory annual amortization of 2.50 percent for years one and two, 5.00 percent for years three and four, and 7.50 percent in the fifth year. The agreement contains customary covenants and provisions, including a covenant of Knife River not to permit, at any time, the ratio of total debt to trailing twelve month EBITDA to be greater than 4.75 to 1.00. The agreement also contains an interest coverage ratio covenant stating that Knife River’s trailing twelve month EBITDA to interest expense is to be no less than 2.25 to 1.00. The covenants also include restrictions on the sale of certain assets, loans and investments. Long-term debt Long-term Debt Outstanding Long-term debt outstanding was as follows: Weighted Average Interest Rate at June 30, 2023 June 30, 2023 (In thousands) Term loan agreement due on May 31, 2028 7.36 % $ 275,000 Revolving credit agreement 7.53 % 155,000 Senior notes due on May 1, 2031 7.75 % 425,000 Other notes due on January 1, 2061 — % 511 Less unamortized debt issuance costs 16,382 Total long-term debt 839,129 Less current maturities 7,082 Net long-term debt $ 832,047 Schedule of Debt Maturities Long-term debt maturities, which excludes unamortized debt issuance costs, at June 30, 2023, were as follows: Remainder of 2023 2024 2025 2026 2027 Thereafter (In thousands) Long-term debt maturities $ 3,645 $ 6,977 $ 10,414 $ 13,850 $ 17,187 $ 803,438 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure | Income Taxes Prior to the Separation, income tax expense and tax balances in the consolidated financial statements were calculated on a separate tax return basis. The separate tax return method applies the accounting guidance for income taxes to the stand-alone financial statements as if the Company were a separate taxpayer and a stand-alone enterprise. Management believes the assumptions supporting the allocation and presentation of income taxes on a separate return basis are reasonable. As a stand-alone entity, the Company will file tax returns on its own behalf, and tax balances and effective income tax rate may differ from the amounts reported in the historical periods. Post-Separation, the income tax provisions are calculated based on Knife River's operating footprint, as well as tax return elections and assertions. Current income tax liabilities including amounts for unrecognized tax benefits related to the Company's activities included in MDU Resources' income tax returns were deemed to be immediately settled with MDU Resources' final settlement allocation process as dictated by the MDU Resources' Tax Sharing Agreement. Income tax expense is based on reported income before income taxes. Deferred income taxes reflect the tax effect of temporary differences between asset and liability amounts that are recognized for financial reporting purposes and the amounts that are recognized for income tax purposes. These deferred taxes are measured by applying currently enacted tax laws. Valuation allowances are recognized to reduce deferred tax assets to the amount that will more likely than not be realized. In assessing the need for a valuation allowance, management considers all available evidence for each jurisdiction including past operating results, estimates of future taxable income and the feasibility of ongoing tax planning strategies and actions. When there is a change in determination as to the amount of deferred tax assets that can be realized, the valuation allowance is adjusted with a corresponding impact to provision for income taxes in the period in which such determination is made. The Company's cash tax payments for the year may vary significantly from prior years as a result of the timing of the Separation and the seasonality of the Company's business. Other Tax Matters Tax Matters Agreement In connection with the Separation, the Company entered into a tax matters agreement with MDU Resources. The tax matters agreement governs the respective rights, responsibilities, and obligations between the Company and MDU Resources after the Separation with respect to tax liabilities and benefits, tax attributes, tax returns, tax contests and other tax sharing regarding U.S. federal, state and local income taxes, other tax matters and related tax returns. Tax Refunds and Attributes The tax matters agreement provides for the allocation of certain pre-closing tax attributes between the Company and MDU Resources. Tax attributes will be allocated in accordance with the principles set forth in the MDU Resources' Tax Sharing Agreement, then existing, unless otherwise required by law. Under the tax matters agreement, the Company will be entitled to refunds for taxes for which the Company is responsible. |
Cash flow information
Cash flow information | 6 Months Ended |
Jun. 30, 2023 | |
Supplemental Cash Flow Information [Abstract] | |
Cash flow information | Cash flow information Cash expenditures for interest and income taxes were as follows: Six Months Ended June 30, 2023 2022 (In thousands) Interest, net $ 24,802 $ 10,721 Income taxes paid, net $ 558 $ 16,470 Noncash investing and financing transactions were as follows: Six Months Ended June 30, 2023 2022 (In thousands) Right-of-use assets obtained in exchange for new operating lease liabilities $ 7,552 $ 4,758 Property, plant and equipment additions in accounts payable $ 3,359 $ 5,785 Equity contribution from Centennial related to the Separation $ 64,724 $ — Equity contribution to MDU Resources for asset/liability transfers related to the Separation $ (1,548) $ — MDU Resources' stock issued prior to spin in connection with a business combination $ 383 $ — |
Business segment data
Business segment data | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Business segment data | Business segment data The Company focuses on the vertical integration of its products and services by offering customers a single-source for construction materials and related contracting services. The Company operates in 14 states across the United States. Its operating segments include: Pacific, Northwest, Mountain, North Central, South and Energy Services. The operating segments are organized by geographic region in the United States due to the cyclical nature of the construction work performed. The Company’s reportable segments are those that are based on the Company’s method of internal reporting and management of the business and are Pacific, Northwest, Mountain and North Central. The South and Energy Services operating segments do not meet the criteria to be reportable segments and, as such, are combined with its corporate services in All Other. Each segment is led by a segment president that reports to the Company’s chief executive officer who is also the Company’s chief operating decision maker. The Company’s chief operating decision maker evaluates the performance of the segments and allocates resources to them based on EBITDA. All of the reportable segments mine, process and sell construction aggregates (crushed stone and sand and gravel); produce and sell asphalt; and produce and sell ready-mix concrete, as well as in some segments the sale of merchandise and other building materials and related services, as well as vertically integrating their contracting services to support the aggregate-based product lines including heavy-civil construction, asphalt and concrete paving, and site development and grading, and in some segments the manufacturing of prestressed concrete products. The Pacific segment and All Other also produce and sell liquid asphalt products and the Pacific segment sells cement. Although not common to all locations, within All Other is the sale of merchandise and other building materials and related services . The information below follows the same accounting policies as described in the audited financial statements and notes included in the Company's Registration Statement on Form 10. Information on the Company's segments was as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) External operating revenues: Pacific $ 142,155 $ 128,412 $ 209,941 $ 213,761 Northwest 178,734 150,785 294,618 255,575 Mountain 175,754 170,419 236,372 228,888 North Central 187,602 167,238 208,576 190,062 All Other 100,944 94,959 143,582 133,492 Total external operating revenues $ 785,189 $ 711,813 $ 1,093,089 $ 1,021,778 Intersegment operating revenues: Pacific $ 26,483 $ 30,053 $ 37,779 $ 46,201 Northwest 35,322 27,963 48,290 42,106 Mountain 34,796 37,504 40,710 41,566 North Central 54,044 50,330 55,766 51,641 All Other 17,018 23,382 24,703 33,752 Total intersegment operating revenues $ 167,663 $ 169,232 $ 207,248 $ 215,266 EBITDA: Pacific $ 22,041 $ 15,198 $ 18,928 $ 20,631 Northwest 40,706 23,196 53,844 35,976 Mountain 32,561 28,643 26,014 20,601 North Central 24,461 16,108 894 (8,160) All Other 5,346 4,173 11,328 78 Total segment EBITDA $ 125,115 $ 87,318 $ 111,008 $ 69,126 A reconciliation of reportable segment operating revenues to consolidated operating revenues is as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) Total reportable segment operating revenues $ 834,890 $ 762,704 $ 1,132,052 $ 1,069,800 Other operating revenues 117,962 118,341 168,285 167,244 Elimination of intersegment operating revenues (167,663) (169,232) (207,248) (215,266) Total consolidated operating revenues $ 785,189 $ 711,813 $ 1,093,089 $ 1,021,778 A reconciliation of reportable segment EBITDA to consolidated income (loss) before income taxes is as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) Total EBITDA for reportable segments $ 119,769 $ 83,145 $ 99,680 $ 69,048 Other EBITDA 5,346 4,173 11,328 78 Depreciation, depletion and amortization 31,130 29,752 60,760 58,101 Interest expense, net* 17,130 7,424 26,625 12,690 Total consolidated income (loss) before income taxes $ 76,855 $ 50,142 $ 23,623 $ (1,665) * Interest, net is interest expense net of interest income. |
Employee benefit plans
Employee benefit plans | 6 Months Ended |
Jun. 30, 2023 | |
Retirement Benefits [Abstract] | |
Employee benefit plans | Employee benefit plans Pension and other postretirement plans The Company has noncontributory qualified defined benefit pension plans and other postretirement benefit plans for certain eligible employees. Prior to the Separation, Knife River was a participant in the MDU Resources postretirement benefit plan. The Company historically treated its share of the postretirement obligation under that plan as a single employer plan in accordance with ASC 715 - Compensation - Retirement Benefits and recorded the funded status and net periodic benefit cost associated with Knife River employees at Knife River. In connection with the Separation, effective June 1, 2023, Knife River established a new, stand-alone postretirement plan comparable to that of MDU Resources and transferred its obligations of $1.5 million for current participants (inclusive of employees that transferred to the Company from MDU Resources) to that plan. The Company's pension benefit plans were stand-alone for Knife River prior to the Separation. Components of net periodic benefit cost for the Company's pension benefit plans were as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2022 2021 (In thousands) Components of net periodic benefit cost: Interest cost $ 408 $ 282 $ 816 $ 564 Expected return on assets (450) (493) (900) (986) Amortization of net actuarial loss 128 214 256 428 Net periodic benefit cost $ 86 $ 3 $ 172 $ 6 Components of net periodic benefit cost for the Company's other postretirement benefit plans were as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) Components of net periodic benefit cost: Service cost $ 90 $ 131 $ 179 $ 262 Interest cost 180 128 361 256 Expected return on assets 5 (3) 12 (6) Amortization of prior service credit (20) (20) (40) (40) Amortization of net actuarial (gain) loss (44) 88 (89) 176 Net periodic benefit cost $ 211 $ 324 $ 423 $ 648 The components of net periodic benefit cost, other than the service cost component, are included in other income on the Consolidated Statements of Operations. The service cost component is included in selling, general and administrative expenses on the Consolidated Statements of Operations. |
Contingencies
Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies The Company is party to claims and lawsuits arising out of its business and that of its consolidated subsidiaries, which may include, but are not limited to, matters involving property damage, personal injury, and environmental, contractual and statutory obligations. The Company accrues a liability for those contingencies when the incurrence of a loss is probable and the amount can be reasonably estimated. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. The Company does not accrue liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated or when the liability is believed to be only reasonably possible or remote. For contingencies where an unfavorable outcome is probable or reasonably possible and which are material, the Company discloses the nature of the contingency and, in some circumstances, an estimate of the possible loss. Accruals are based on the best information available, but in certain situations management is unable to estimate an amount or range of a reasonably possible loss including, but not limited to when: (1) the damages are unsubstantiated or indeterminate, (2) the proceedings are in the early stages, (3) numerous parties are involved, or (4) the matter involves novel or unsettled legal theories. At June 30, 2023 and December 31, 2022, the Company accrued contingent liabilities, which have not been discounted, of $970,000 and $1.0 million, respectively. At June 30, 2023 and December 31, 2022, the Company also recorded corresponding insurance receivables of $325,000 in both periods related to the accrued liabilities. The accruals are for contingencies resulting from litigation and environmental matters. Most of these claims and lawsuits are covered by insurance, thus the Company's exposure is typically limited to its deductible amount. The Company will continue to monitor each matter and adjust accruals as might be warranted based on new information and further developments. Management believes that the outcomes with respect to probable and reasonably possible losses in excess of the amounts accrued, net of insurance recoveries, while uncertain, either cannot be estimated or will not have a material effect upon the Company's financial position, results of operations or cash flows. Unless otherwise required by GAAP, legal costs are expensed as they are incurred. Environmental matters The Company is a party to claims for the cleanup of a superfund site in Portland, Oregon. There were no material changes to the Company's environmental matters that were previously reported in the audited financial statements and notes included in the Company's Registration Statement on Form 10. Guarantees Certain subsidiaries of the Company have outstanding obligations to third parties where the Company has guaranteed their performance. These guarantees are related to contracts for contracting services and certain other guarantees. At June 30, 2023, the fixed maximum amounts guaranteed under these agreements aggregated to $11.5 million, all of which have no scheduled maturity date. Certain of the guarantees also have no fixed maximum amounts specified. There were no amounts outstanding under the previously mentioned guarantees at June 30, 2023. Certain subsidiaries of the Company have outstanding letters of credit to third parties related to insurance policies, cement purchases and other agreements. At June 30, 2023, the fixed maximum amounts guaranteed under these letters of credit aggregated $4.9 million. At June 30, 2023, the amounts of scheduled expiration of the maximum amounts guaranteed under these letters of credit aggregate to $4.5 million in 2023 and $436,000 in 2024. There were no amounts outstanding under the previously mentioned letters of credit at June 30, 2023. In the normal course of business, the Company has surety bonds related to contracts for contracting services and reclamation obligations of its subsidiaries. In the event a subsidiary of the Company does not fulfill a bonded obligation, the Company would be responsible to the surety bond company for completion of the bonded contract or obligation. A large portion of the surety bonds is expected to expire within the next 12 months; however, the Company will likely continue to enter into surety bonds for its subsidiaries in the future. At June 30, 2023, approximately $905.4 million of surety bonds were outstanding, which were not reflected on the Consolidated Balance Sheet. |
Related Party Disclosures
Related Party Disclosures | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure | Related-party transactions Transition services agreements As part of the Separation, MDU Resources is providing transition services to the Company and the Company is providing transition services to MDU Resources in accordance with the Transition Services Agreement entered into on May 30, 2023. For the three and six months ended June 30, 2023, the Company paid $599,000 and received $277,000 related to these activities. The majority of the transition services are expected to be completed over a period of one year, but no longer than two years after the Separation. Related-party notes payable The related-party notes payable to Centennial at May 30, 2023, was $889.7 million. As part of the Separation, Centennial made an equity contribution to the Company to release the Company of its obligation related to the outstanding notes payable. Also as part of the Separation, the Company issued $425.0 million of 7.75 percent senior notes due May 1, 2031, a credit agreement consisting of a $275.0 million term loan and a $350.0 million revolving credit facility, of which $190.0 million was drawn down at the time of the Separation. On May 31, 2023, the Company paid a dividend of $825.0 million from these proceeds to Centennial, which Centennial used to repay a portion of the Company's outstanding indebtedness. These transactions resulted in the Company receiving a net equity contribution of $64.7 million and is reflected as "Net transfers from Centennial and MDU Resources including separation adjustments" in the Consolidated Statement of Equity. Refer to Note 12 for additional information on the debt facilities entered into in connection with the Separation. For additional information on the presentation of related-party transactions, see Note 2. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||||
Net income (loss) | $ 56,836 | $ (41,320) | $ 38,562 | $ (40,010) | $ 15,516 | $ (1,448) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 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 |
Basis of presentation (Policies
Basis of presentation (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | Basis of presentation The accompanying consolidated interim financial statements were prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Interim financial statements do not include all disclosures provided in annual financial statements and, accordingly, these financial statements should be read in conjunction with the Company's Registration Statement on Form 10. The information is unaudited but includes adjustments that are, in the opinion of management, necessary for a fair presentation of the accompanying consolidated interim financial statements and are of a normal recurring nature. On May 31, 2023, the Company became a stand-alone publicly traded company. Prior to the Separation on May 31, 2023, Knife River operated as a wholly owned subsidiary of Centennial and an indirect, wholly owned subsidiary of MDU Resources and not as a stand-alone company. These consolidated financial statements and footnotes reflect the historical financial position, results of operations and cash flows of the Company as historically managed within MDU Resources for the periods prior to the completion of the Separation and reflect the financial position, results of operations and cash flows as a stand-alone company for the period after the completion of the Separation. The historical consolidated financial statements and footnotes were prepared on a “carve-out” basis in connection with the Separation and were derived from the consolidated financial statements of MDU Resources as if the Company operated on a stand-alone basis during the periods presented, and were prepared utilizing the legal entity approach in conformity with GAAP. The results for the three and six months ended June 30, 2022, vary from the previously reported MDU Resources' construction materials and contracting services segment due to an adjustment to a cost allocation for interim periods to conform with the Company's current year accounting. This adjustment does not impact the historical annual financial statements included in the Company's Registration Statement on Form 10. This adjustment decreased cost of revenue by $6.0 million ($4.6 million after tax) for the three and six months ended June 30, 2022. The adjustment is not considered material for the three or six months ended June 30, 2022. The Company utilized allocations and carve-out methodologies to prepare its historical consolidated financial statements and footnotes. The consolidated financial statements and footnotes herein may not be indicative of the Company's future performance or actual expenses that would have been incurred as a stand-alone company for the periods presented. All revenues and costs, as well as assets and liabilities, directly associated with the business activity of the Company are included in the consolidated financial statements. In the periods prior to the Separation, the consolidated financial statements include expense allocations for certain functions provided by MDU Resources and Centennial, including, but not limited to certain general corporate expenses related to senior management, legal, human resources, finance and accounting, treasury, information technology, communications, procurement, tax, insurance and other shared services. These general corporate expenses are included in the Consolidated Statements of Operations within selling, general and administrative expenses. The amounts allocated were $4.4 million and $9.0 million for the three and six months ended June 30, 2023, respectively, and $4.7 million and $9.7 million for the three and six months ended June 30, 2022, respectively. These expenses have been allocated to the Company on the basis of direct usage when identifiable, with the remainder principally allocated on the basis of percent of total capital invested or other allocation methodologies that are considered to be a reasonable reflection of the utilization of the services provided to the benefits received, including the following: number of employees paid and stated as cost per check; number of employees served; weighted factor of travel, managed units, national account spending, equipment and fleet acquisitions; purchase order dollars spent and purchase order line count; number of payments, vouchers or unclaimed property reports; labor hours; time tracked; and projected workload. Prior to the Separation, Knife River historically participated in Centennial’s centralized cash management program, including its overall financing arrangements. This arrangement is not reflective of the manner in which the Company would have been able to finance its operations had it been independent from MDU Resources for the period prior to the completion of the Separation. Knife River had related-party note agreements in place with Centennial for the financing of its capital needs, which are reflected as related-party notes payable on the Consolidated Balance Sheets as of December 31, 2022. The related-party notes payable to Centennial at May 30, 2023, was $889.7 million. As part of the Separation, Centennial made an equity contribution to the Company to release the Company of its obligation related to the outstanding notes payable. Also as part of the Separation, the Company entered into debt agreements and subsequently paid a dividend of $825.0 million from the debt proceeds to Centennial, which Centennial used to repay a portion of the Company's outstanding indebtedness. These transactions resulted in the Company receiving a net equity contribution of $64.7 million and is reflected as "Net transfers from Centennial and MDU Resources including separation adjustments" in the Consolidated Statement of Equity. Interest expense in the Consolidated Statements of Operations includes the allocation of interest on borrowing and funding associated with the related-party note agreements for periods prior to the Separation. Prior to the Separation, income tax expense and tax balances in the consolidated financial statements were calculated on a separate tax return basis. The separate tax return method applies the accounting guidance for income taxes to the standalone financial statements as if the Company were a separate taxpayer and a standalone enterprise. Management believes the assumptions supporting the allocation and presentation of income taxes on a separate return basis are reasonable. As a stand-alone entity, the Company will file tax returns on its own behalf, and tax balances and effective income tax rate may differ from the amounts reported in the historical periods. Management has also evaluated the impact of events occurring after June 30, 2023, up to the date of issuance of these consolidated interim financial statements on August 8, 2023, that would require recognition or disclosure in the Consolidated Financial Statements. |
Consolidation, Policy | For the pre-Separation periods, the accompanying financial statements of the Company were derived from the consolidated financial statements and accounting records of MDU Resources as if the Company and its wholly owned subsidiaries operated on a stand-alone basis during the periods presented. The consolidated financial statements were prepared in accordance with GAAP and include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions between the businesses comprising the Company have been eliminated in the accompanying consolidated financial statements. Related-party transactions between the Company and MDU Resources or Centennial for general operating activities and intercompany debt have been included in the consolidated financial statements for the pre-Separation periods. These related-party transactions were settled in cash and are reflected in the pre-Separation Consolidated Balance Sheets as “Due from related-party” or “Due to related-party” with the aggregate net effect reflected in the Consolidated Statements of Cash Flows within operating activities and “Related-party notes payable” with the aggregate net effect reflected in the Consolidated Statements of Cash Flows within financing activities. The aggregate net effect of related-party transactions not settled in cash as part of the Separation have been reflected in the pre-Separation Consolidated Balance Sheet within “Other paid-in capital”. See Note 18 for additional information on related-party transactions. |
Use of Estimates, Policy | The preparation of financial statements in conformity with GAAP requires the Company 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 consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Estimates are used for items such as long-lived assets and goodwill; fair values of acquired assets and liabilities under the acquisition method of accounting; aggregate reserves; property depreciable lives; tax provisions; revenue recognized using the cost-to-cost measure of progress for contracts; expected credit losses; environmental and other loss contingencies; costs on contracting services contracts; actuarially determined benefit costs; asset retirement obligations; lease classification; present value of right-of-use assets and lease liabilities; and the valuation of stock-based compensation. These estimates are based on management’s best knowledge of current events, historical experience, actions that the Company may undertake in the future and on various other assumptions that are believed to be reasonable under the circumstances. As additional information becomes available, or actual amounts are determinable, the recorded estimates are revised. Consequently, operating results can be affected by revisions to prior accounting estimates. |
New accounting standards | There have been no recent accounting standards that are expected to materially affect the Company. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy | The Company considers all highly liquid investments with an original maturity of three months or less, when purchased, to be cash and cash equivalents. |
Receivables and allowance for_2
Receivables and allowance for expected credit losses (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Credit Loss [Abstract] | |
Accounts receivable and allowance for doubtful accounts | Receivables consist primarily of trade and contract receivables for the sale of goods and services net of expected credit losses. A majority of the Company's receivables are due in 30 days or less. |
Expected credit loss | The Company's expected credit losses are determined through a review using historical credit loss experience; changes in asset specific characteristics; current conditions; and reasonable and supportable future forecasts, among other specific account data, and is performed at least quarterly. The Company develops and documents its methodology to determine its allowance for expected credit losses. Risk characteristics used by the Company may include customer mix, knowledge of customers and general economic conditions of the various local economies, among others. Specific account balances are written off when management determines the amounts to be uncollectible. |
Earnings per share (Policies)
Earnings per share (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | Basic earnings per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the applicable period. Diluted earnings per share is computed by dividing net income (loss) by the total of the weighted average number of shares of common stock outstanding during the applicable period, plus the effect of non-vested restricted stock units. |
Revenue from contracts with c_2
Revenue from contracts with customers (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from contracts with customers | Revenue is recognized when a performance obligation is satisfied by transferring control over a product or service to a customer. Revenue includes revenue from the sales of construction materials and contracting services. Revenue is measured based on consideration specified in a contract with a customer and excludes any sales incentives and amounts collected on behalf of third parties. The Company is considered an agent for certain taxes collected from customers. As such, the Company presents revenues net of these taxes at the time of sale to be remitted to governmental authorities, including sales and use taxes. Revenue for construction materials is recognized at a point in time when delivery of the products has taken place. Contracting revenue is recognized over time using an input method based on the cost-to-cost measure of progress on a project. |
Fair value disclosures (Policie
Fair value disclosures (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | The Company measures its investments in certain fixed-income and equity securities at fair value with changes in fair value recognized in income. |
Income Taxes (Policies)
Income Taxes (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Tax, Policy | Income tax expense is based on reported income before income taxes. Deferred income taxes reflect the tax effect of temporary differences between asset and liability amounts that are recognized for financial reporting purposes and the amounts that are recognized for income tax purposes. These deferred taxes are measured by applying currently enacted tax laws. Valuation allowances are recognized to reduce deferred tax assets to the amount that will more likely than not be realized. In assessing the need for a valuation allowance, management considers all available evidence for each jurisdiction including past operating results, estimates of future taxable income and the feasibility of ongoing tax planning strategies and actions. When there is a change in determination as to the amount of deferred tax assets that can be realized, the valuation allowance is adjusted with a corresponding impact to provision for income taxes in the period in which such determination is made. |
Business segment data (Policies
Business segment data (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Business segment data | The Company’s reportable segments are those that are based on the Company’s method of internal reporting and management of the business and are Pacific, Northwest, Mountain and North Central. The South and Energy Services operating segments do not meet the criteria to be reportable segments and, as such, are combined with its corporate services in All Other. Each segment is led by a segment president that reports to the Company’s chief executive officer who is also the Company’s chief operating decision maker. The Company’s chief operating decision maker evaluates the performance of the segments and allocates resources to them based on EBITDA. |
Contingencies (Policies)
Contingencies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | The Company is party to claims and lawsuits arising out of its business and that of its consolidated subsidiaries, which may include, but are not limited to, matters involving property damage, personal injury, and environmental, contractual and statutory obligations. The Company accrues a liability for those contingencies when the incurrence of a loss is probable and the amount can be reasonably estimated. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. The Company does not accrue liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated or when the liability is believed to be only reasonably possible or remote. For contingencies where an unfavorable outcome is probable or reasonably possible and which are material, the Company discloses the nature of the contingency and, in some circumstances, an estimate of the possible loss. Accruals are based on the best information available, but in certain situations management is unable to estimate an amount or range of a reasonably possible loss including, but not limited to when: (1) the damages are unsubstantiated or indeterminate, (2) the proceedings are in the early stages, (3) numerous parties are involved, or (4) the matter involves novel or unsettled legal theories. |
Receivables and allowance for_3
Receivables and allowance for expected credit losses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Credit Loss [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | Receivables were as follows: June 30, 2023 December 31, 2022 (In thousands) Trade receivables $ 220,948 $ 104,347 Contract receivables 173,318 82,428 Retention receivables 30,224 28,859 Receivables, gross 424,490 215,634 Less expected credit loss 5,870 5,477 Receivables, net $ 418,620 $ 210,157 |
Accounts Receivable, Allowance for Credit Loss | Details of the Company's expected credit losses were as follows: Pacific Northwest Mountain North All Other Total (In thousands) At December 31, 2022 $ 2,045 $ 1,253 $ 1,278 $ 839 $ 62 $ 5,477 Current expected credit loss provision 45 313 164 (89) (1) 432 Less write-offs charged against the allowance 1 68 18 — — 87 At March 31, 2023 $ 2,089 $ 1,498 $ 1,424 $ 750 $ 61 $ 5,822 Current expected credit loss provision 9 74 631 (132) 1 583 Less write-offs charged against the allowance 18 512 3 — 2 535 At June 30, 2023 $ 2,080 $ 1,060 $ 2,052 $ 618 $ 60 $ 5,870 Pacific Northwest Mountain North All Other Total (In thousands) At December 31, 2021 $ 2,052 $ 512 $ 1,610 $ 1,152 $ 80 $ 5,406 Current expected credit loss provision 1 (125) (130) 6 (5) (253) Less write-offs charged against the allowance 1 20 4 1 1 27 At March 31, 2022 $ 2,052 $ 367 $ 1,476 $ 1,157 $ 74 $ 5,126 Current expected credit loss provision 11 58 (17) (37) (3) 12 Less write-offs charged against the allowance — 56 4 47 2 109 At June 30, 2022 $ 2,063 $ 369 $ 1,455 $ 1,073 $ 69 $ 5,029 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories on the Consolidated Balance Sheets were as follows: June 30, 2023 December 31, 2022 (In thousands) Finished products $ 227,683 $ 211,496 Raw materials 104,689 78,571 Supplies and parts 42,005 33,210 Total $ 374,377 $ 323,277 |
Earnings per share (Tables)
Earnings per share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Weighted average common shares outstanding | Basic and diluted earnings per share are calculated as follows, based on a reconciliation of the weighted-average common shares outstanding on a basic and diluted basis: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands, except per share amounts) Net income (loss) $ 56,836 $ 38,562 $ 15,516 $ (1,448) Weighted average common shares outstanding - basic 56,566 56,566 56,566 56,566 Effect of dilutive restricted stock units 33 — 17 — Weighted average common shares outstanding - diluted 56,599 56,566 56,583 56,566 Shares excluded from the calculation of diluted earnings per share — — — — Net income (loss) per share - basic $ 1.00 $ .68 $ .27 $ (.03) Net income (loss) per share - diluted $ 1.00 $ .68 $ .27 $ (.03) |
Accumulated other comprehensi_2
Accumulated other comprehensive loss (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Accumulated comprehensive loss | The after-tax changes in the components of accumulated other comprehensive loss were as follows: Net Unrealized Postretirement Total (In thousands) At December 31, 2022 $ (90) $ (12,262) $ (12,352) Amounts reclassified from accumulated other comprehensive loss 46 47 93 Net current-period other comprehensive income 46 47 93 At March 31, 2023 $ (44) $ (12,215) $ (12,259) Other comprehensive loss before reclassification — (17) (17) Amounts reclassified from accumulated other comprehensive loss 44 48 92 Net current-period other comprehensive income 44 31 75 At June 30, 2023 $ — $ (12,184) $ (12,184) Net Unrealized Postretirement Total (In thousands) At December 31, 2021 $ (418) $ (24,072) $ (24,490) Amounts reclassified from accumulated other comprehensive loss 82 221 303 Net current-period other comprehensive income 82 221 303 At March 31, 2022 $ (336) $ (23,851) $ (24,187) Other comprehensive income before reclassification — 5,820 5,820 Amounts reclassified from accumulated other comprehensive loss 82 220 302 Net current-period other comprehensive income 82 6,040 6,122 At June 30, 2022 $ (254) $ (17,811) $ (18,065) |
Reclassification out of accumulated other comprehensive loss | The following amounts were reclassified out of accumulated other comprehensive loss into net income (loss). The amounts presented in parenthesis indicate a decrease to net income (loss) on the Consolidated Statements of Operations. The reclassifications were as follows: Three Months Ended Six Months Ended Location on Consolidated Statements of Operations June 30, June 30, 2023 2022 2023 2022 (In thousands) Reclassification adjustment for loss on derivative instruments included in net income (loss) $ (57) $ (109) $ (118) $ (218) Interest expense 13 27 28 54 Income taxes (44) (82) (90) (164) Amortization of postretirement liability losses included in net periodic benefit cost (63) (291) (126) (583) Other income 15 71 31 142 Income taxes (48) (220) (95) (441) Total reclassifications $ (92) $ (302) $ (185) $ (605) |
Revenue from contracts with c_3
Revenue from contracts with customers (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue | In the following tables, revenue is disaggregated by category for each segment and includes sales of materials to both third parties and internal customers. Due to consolidation requirements, the internal sales revenues must be eliminated against the construction materials product used in downstream materials and contracting services to arrive at the external operating revenues. The Company believes this level of disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. For more information on the Company’s reportable segments, see Note 15. Three Months Ended June 30, 2023 Pacific Northwest Mountain North All Other Total (In thousands) Aggregates $ 27,446 $ 47,966 $ 28,866 $ 30,323 $ 11,815 $ 146,416 Ready-mix concrete 40,526 44,583 34,506 53,900 11,383 184,898 Asphalt 6,275 34,518 29,472 46,719 7,953 124,937 Other 60,968 4,335 8 10,907 66,946 143,164 Contracting services public-sector 16,848 53,301 80,381 94,548 19,477 264,555 Contracting services private-sector 16,575 29,353 37,317 5,249 388 88,882 Internal sales (26,483) (35,322) (34,796) (54,044) (17,018) (167,663) Revenues from contracts with customers $ 142,155 $ 178,734 $ 175,754 $ 187,602 $ 100,944 $ 785,189 Three Months Ended June 30, 2022 Pacific Northwest Mountain North All Other Total (In thousands) Aggregates $ 24,330 $ 43,466 $ 26,919 $ 26,679 $ 14,994 $ 136,388 Ready-mix concrete 33,069 39,156 31,446 47,173 17,283 168,127 Asphalt 11,504 26,281 31,137 44,719 7,925 121,566 Other 53,248 4,073 9 9,903 57,049 124,282 Contracting services public-sector 23,626 46,208 30,626 86,011 21,015 207,486 Contracting services private-sector 12,688 19,564 87,786 3,083 75 123,196 Internal sales (30,053) (27,963) (37,504) (50,330) (23,382) (169,232) Revenues from contracts with customers $ 128,412 $ 150,785 $ 170,419 $ 167,238 $ 94,959 $ 711,813 Six Months Ended June 30, 2023 Pacific Northwest Mountain North Central All Other Total (In thousands) Aggregates $ 46,143 $ 90,540 $ 38,532 $ 34,343 $ 20,379 $ 229,937 Ready-mix concrete 66,670 78,488 48,876 66,187 21,446 281,667 Asphalt 7,591 41,445 30,282 46,888 12,350 138,556 Other 87,023 7,016 11 12,493 75,214 181,757 Contracting services public-sector 20,819 70,304 108,619 99,074 37,811 336,627 Contracting services private-sector 19,474 55,115 50,762 5,357 1,085 131,793 Internal sales (37,779) (48,290) (40,710) (55,766) (24,703) (207,248) Revenues from contracts with customers $ 209,941 $ 294,618 $ 236,372 $ 208,576 $ 143,582 $ 1,093,089 Six Months Ended June 30, 2022 Pacific Northwest Mountain North Central All Other Total (In thousands) Aggregates $ 43,393 $ 77,138 $ 36,129 $ 30,679 $ 26,696 $ 214,035 Ready-mix concrete 63,125 75,480 47,616 59,529 30,876 276,626 Asphalt 15,975 34,691 31,468 44,765 12,753 139,652 Other 80,138 7,356 15 12,055 62,218 161,782 Contracting services public-sector 32,921 63,119 53,029 91,531 34,058 274,658 Contracting services private-sector 24,410 39,897 102,197 3,144 643 170,291 Internal Sales (46,201) (42,106) (41,566) (51,641) (33,752) (215,266) Revenues from contracts with customers $ 213,761 $ 255,575 $ 228,888 $ 190,062 $ 133,492 $ 1,021,778 |
Uncompleted contracts (Tables)
Uncompleted contracts (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Contract balances | The changes in contract assets and liabilities were as follows: June 30, 2023 December 31, 2022 Change Location on Consolidated Balance Sheets (In thousands) Contract assets $ 58,020 $ 31,145 $ 26,875 Costs and estimated earnings in excess of billings on uncompleted contracts Contract liabilities (44,590) (39,843) (4,747) Billings in excess of costs and estimated earnings on uncompleted contracts Net contract assets (liabilities) $ 13,430 $ (8,698) $ 22,128 |
Goodwill and other intangible_2
Goodwill and other intangible assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill | The changes in the carrying amount of goodwill were as follows: Balance at January 1, 2023 Goodwill Acquired During the Year Measurement Balance at June 30, 2023 (In thousands) Pacific $ 38,339 $ — $ (62) $ 38,277 Northwest 90,978 — — 90,978 Mountain 26,816 — — 26,816 North Central 75,879 — — 75,879 All Other 42,528 — — 42,528 Total $ 274,540 $ — $ (62) $ 274,478 |
Other amortizable intangible assets | Other amortizable intangible assets were as follows: June 30, 2023 December 31, 2022 (In thousands) Customer relationships $ 18,540 $ 18,540 Less accumulated amortization 8,235 7,367 10,305 11,173 Noncompete agreements 4,039 4,039 Less accumulated amortization 3,239 2,985 800 1,054 Other 2,479 5,279 Less accumulated amortization 1,474 4,076 1,005 1,203 Total $ 12,110 $ 13,430 |
Estimated amortization expense | Estimated amortization expense for identifiable intangible assets as of June 30, 2023, was: Remainder of 2023 2024 2025 2026 2027 Thereafter (In thousands) Amortization expense $ 1,237 $ 2,157 $ 2,042 $ 1,739 $ 1,717 $ 3,218 |
Fair value measurements (Tables
Fair value measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on a recurring basis | The Company's assets measured at fair value on a recurring basis were as follows: Fair Value Measurements at June 30, 2023, Using Quoted Prices in Significant Significant Balance at June 30, 2023 (In thousands) Assets: Money market funds $ — $ 7,529 $ — $ 7,529 Insurance contracts* — 19,141 — 19,141 Total assets measured at fair value $ — $ 26,670 $ — $ 26,670 * The insurance contracts invest approximately 47 percent in fixed-income investments, 20 percent in cash equivalents, 15 percent in common stock of large-cap companies, 8 percent in common stock of mid-cap companies, 6 percent in common stock of small-cap companies and 4 percent in target date investments. Fair Value Measurements at December 31, 2022, Using Quoted Prices in Significant Significant Balance at December 31, 2022 (In thousands) Assets: Money market funds $ — $ 2,448 $ — $ 2,448 Insurance contracts* — 20,083 — 20,083 Total assets measured at fair value $ — $ 22,531 $ — $ 22,531 * The insurance contracts invest approximately 63 percent in fixed-income investments, 15 percent in common stock of large-cap companies, 8 percent in common stock of mid-cap companies, 6 percent in common stock of small-cap companies, 6 percent in target date investments and 2 percent in cash equivalents. |
Fair Value, by Balance Sheet Grouping | The estimated fair value of the Company's Level 2 long-term debt was as follows: June 30, 2023 (In thousands) Carrying amount $ 855,000 Fair value $ 862,420 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt outstanding | Long-term debt outstanding was as follows: Weighted Average Interest Rate at June 30, 2023 June 30, 2023 (In thousands) Term loan agreement due on May 31, 2028 7.36 % $ 275,000 Revolving credit agreement 7.53 % 155,000 Senior notes due on May 1, 2031 7.75 % 425,000 Other notes due on January 1, 2061 — % 511 Less unamortized debt issuance costs 16,382 Total long-term debt 839,129 Less current maturities 7,082 Net long-term debt $ 832,047 |
Schedule of debt maturities | Long-term debt maturities, which excludes unamortized debt issuance costs, at June 30, 2023, were as follows: Remainder of 2023 2024 2025 2026 2027 Thereafter (In thousands) Long-term debt maturities $ 3,645 $ 6,977 $ 10,414 $ 13,850 $ 17,187 $ 803,438 |
Cash flow information (Tables)
Cash flow information (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Supplemental Cash Flow Information [Abstract] | |
Cash expenditures for interest and income taxes and noncash investing and financing transactions | Cash expenditures for interest and income taxes were as follows: Six Months Ended June 30, 2023 2022 (In thousands) Interest, net $ 24,802 $ 10,721 Income taxes paid, net $ 558 $ 16,470 Noncash investing and financing transactions were as follows: Six Months Ended June 30, 2023 2022 (In thousands) Right-of-use assets obtained in exchange for new operating lease liabilities $ 7,552 $ 4,758 Property, plant and equipment additions in accounts payable $ 3,359 $ 5,785 Equity contribution from Centennial related to the Separation $ 64,724 $ — Equity contribution to MDU Resources for asset/liability transfers related to the Separation $ (1,548) $ — MDU Resources' stock issued prior to spin in connection with a business combination $ 383 $ — |
Business segment data (Tables)
Business segment data (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Information on the Company's businesses | Information on the Company's segments was as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) External operating revenues: Pacific $ 142,155 $ 128,412 $ 209,941 $ 213,761 Northwest 178,734 150,785 294,618 255,575 Mountain 175,754 170,419 236,372 228,888 North Central 187,602 167,238 208,576 190,062 All Other 100,944 94,959 143,582 133,492 Total external operating revenues $ 785,189 $ 711,813 $ 1,093,089 $ 1,021,778 Intersegment operating revenues: Pacific $ 26,483 $ 30,053 $ 37,779 $ 46,201 Northwest 35,322 27,963 48,290 42,106 Mountain 34,796 37,504 40,710 41,566 North Central 54,044 50,330 55,766 51,641 All Other 17,018 23,382 24,703 33,752 Total intersegment operating revenues $ 167,663 $ 169,232 $ 207,248 $ 215,266 EBITDA: Pacific $ 22,041 $ 15,198 $ 18,928 $ 20,631 Northwest 40,706 23,196 53,844 35,976 Mountain 32,561 28,643 26,014 20,601 North Central 24,461 16,108 894 (8,160) All Other 5,346 4,173 11,328 78 Total segment EBITDA $ 125,115 $ 87,318 $ 111,008 $ 69,126 |
Reconciliation of Revenue from Segments to Consolidated | A reconciliation of reportable segment operating revenues to consolidated operating revenues is as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) Total reportable segment operating revenues $ 834,890 $ 762,704 $ 1,132,052 $ 1,069,800 Other operating revenues 117,962 118,341 168,285 167,244 Elimination of intersegment operating revenues (167,663) (169,232) (207,248) (215,266) Total consolidated operating revenues $ 785,189 $ 711,813 $ 1,093,089 $ 1,021,778 |
Segment, Reconciliation of Other Items from Segments to Consolidated | A reconciliation of reportable segment EBITDA to consolidated income (loss) before income taxes is as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) Total EBITDA for reportable segments $ 119,769 $ 83,145 $ 99,680 $ 69,048 Other EBITDA 5,346 4,173 11,328 78 Depreciation, depletion and amortization 31,130 29,752 60,760 58,101 Interest expense, net* 17,130 7,424 26,625 12,690 Total consolidated income (loss) before income taxes $ 76,855 $ 50,142 $ 23,623 $ (1,665) * Interest, net is interest expense net of interest income. |
Employee benefit plans (Tables)
Employee benefit plans (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of net benefit costs | Components of net periodic benefit cost for the Company's pension benefit plans were as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2022 2021 (In thousands) Components of net periodic benefit cost: Interest cost $ 408 $ 282 $ 816 $ 564 Expected return on assets (450) (493) (900) (986) Amortization of net actuarial loss 128 214 256 428 Net periodic benefit cost $ 86 $ 3 $ 172 $ 6 Components of net periodic benefit cost for the Company's other postretirement benefit plans were as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 (In thousands) Components of net periodic benefit cost: Service cost $ 90 $ 131 $ 179 $ 262 Interest cost 180 128 361 256 Expected return on assets 5 (3) 12 (6) Amortization of prior service credit (20) (20) (40) (40) Amortization of net actuarial (gain) loss (44) 88 (89) 176 Net periodic benefit cost $ 211 $ 324 $ 423 $ 648 |
Background (Details)
Background (Details) | May 31, 2023 |
Restructuring and Related Activities [Abstract] | |
Percent of Shares Distributed in Conjunction with Spinoff | 90% |
Percent of Shares, Retained by Parent, in Conjunction with Spinoff | 10% |
Basis of presentation (Details)
Basis of presentation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
May 31, 2023 | May 30, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||
Form 10 Separation Adjustments to Costs of Goods Sold | $ (6) | $ (6) | ||||
Form 10 Separation Adjustments to Net Income | (4.6) | (4.6) | ||||
Costs and Expenses, Related Party | $ 4.4 | $ 4.7 | $ 9 | $ 9.7 | ||
Related-party notes payable to Centennial | $ 889.7 | |||||
Dividend paid from debt proceeds to Centennial | $ 825 | |||||
Net contribution from Centennial after repayment of notes | $ 64.7 |
Basis of presentation (Details
Basis of presentation (Details 2) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash, cash equivalents and restricted cash | $ 68,489,000 | $ 10,090,000 | $ 12,713,000 | $ 13,848,000 |
Cash and cash equivalents | 40,100,000 | |||
Restricted cash | $ 28,400,000 | $ 0 |
Receivables and allowance for_4
Receivables and allowance for expected credit losses (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Credit Loss [Abstract] | ||
Accounts Receivable, Noncurrent, 90 Days or More Past Due, Still Accruing | $ 11.6 | $ 11.2 |
Receivables and allowance for_5
Receivables and allowance for expected credit losses (Details 2) - Trade Accounts Receivable - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Trade receivables | $ 220,948 | $ 104,347 | ||||
Contract receivables | 173,318 | 82,428 | ||||
Retention receivables | 30,224 | 28,859 | ||||
Receivables, gross | 424,490 | 215,634 | ||||
Less expected credit loss | 5,870 | $ 5,822 | 5,477 | $ 5,029 | $ 5,126 | $ 5,406 |
Receivables, net | $ 418,620 | $ 210,157 |
Receivables and allowance for_6
Receivables and allowance for expected credit losses (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Provision for credit losses | $ 1,015 | $ (241) | ||||
Trade Accounts Receivable | ||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Balance | $ 5,822 | $ 5,477 | $ 5,126 | $ 5,406 | 5,477 | 5,406 |
Provision for credit losses | 583 | 432 | 12 | (253) | ||
Less write-offs charged against the allowance | 535 | 87 | 109 | 27 | ||
Balance | 5,870 | 5,822 | 5,029 | 5,126 | 5,870 | 5,029 |
Pacific | Trade Accounts Receivable | ||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Balance | 2,089 | 2,045 | 2,052 | 2,052 | 2,045 | 2,052 |
Provision for credit losses | 9 | 45 | 11 | 1 | ||
Less write-offs charged against the allowance | 18 | 1 | 0 | 1 | ||
Balance | 2,080 | 2,089 | 2,063 | 2,052 | 2,080 | 2,063 |
Northwest | Trade Accounts Receivable | ||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Balance | 1,498 | 1,253 | 367 | 512 | 1,253 | 512 |
Provision for credit losses | 74 | 313 | 58 | (125) | ||
Less write-offs charged against the allowance | 512 | 68 | 56 | 20 | ||
Balance | 1,060 | 1,498 | 369 | 367 | 1,060 | 369 |
Mountain | Trade Accounts Receivable | ||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Balance | 1,424 | 1,278 | 1,476 | 1,610 | 1,278 | 1,610 |
Provision for credit losses | 631 | 164 | (17) | (130) | ||
Less write-offs charged against the allowance | 3 | 18 | 4 | 4 | ||
Balance | 2,052 | 1,424 | 1,455 | 1,476 | 2,052 | 1,455 |
North Central | Trade Accounts Receivable | ||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Balance | 750 | 839 | 1,157 | 1,152 | 839 | 1,152 |
Provision for credit losses | (132) | (89) | (37) | 6 | ||
Less write-offs charged against the allowance | 0 | 0 | 47 | 1 | ||
Balance | 618 | 750 | 1,073 | 1,157 | 618 | 1,073 |
All Other | Trade Accounts Receivable | ||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||
Balance | 61 | 62 | 74 | 80 | 62 | 80 |
Provision for credit losses | 1 | (1) | (3) | (5) | ||
Less write-offs charged against the allowance | 2 | 0 | 2 | 1 | ||
Balance | $ 60 | $ 61 | $ 69 | $ 74 | $ 60 | $ 69 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Finished products | $ 227,683 | $ 211,496 |
Raw materials | 104,689 | 78,571 |
Supplies and parts | 42,005 | 33,210 |
Total | $ 374,377 | $ 323,277 |
Earnings per share (Details 1)
Earnings per share (Details 1) - shares | Jun. 30, 2023 | May 31, 2023 | Dec. 31, 2022 |
Earnings Per Share [Abstract] | |||
Common Stock, Shares, Issued | 56,997,350 | 80,000 | |
Treasury Stock, Common, Shares | (431,136) |
Earnings per share (Details 2)
Earnings per share (Details 2) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||||
Net income (loss) | $ 56,836 | $ (41,320) | $ 38,562 | $ (40,010) | $ 15,516 | $ (1,448) |
Weighted Average Number of Shares Outstanding, Basic | 56,566 | 56,566 | 56,566 | 56,566 | ||
Effect of dilutive restricted stock units | 33 | 0 | 17 | 0 | ||
Weighted average common shares outstanding - diluted | 56,599 | 56,566 | 56,583 | 56,566 | ||
Shares excluded from the calculation of diluted earnings per share | 0 | 0 | 0 | 0 | ||
Income (Loss) Per Share, Basic, Total | $ 1 | $ 0.68 | $ 0.27 | $ (0.03) | ||
Income (Loss) Per Share, Diluted, Total | $ 1 | $ 0.68 | $ 0.27 | $ (0.03) |
Equity (Details)
Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2023 | May 31, 2023 | May 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | ||||||||
Common Stock, Shares, Issued | 56,997,350 | 80,000 | ||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 10 | |||||
MDU Resources Common Stock Held by Subsidiary at Cost, Shares | 538,921 | 538,921 | ||||||
Treasury Stock, Common, Shares | 431,136 | |||||||
Total stockholders' equity | $ 1,094,852 | $ 974,769 | $ 1,028,589 | $ 923,988 | $ 897,035 | $ 952,844 | ||
MDU Resources' Common Stock Held by Subsidiary | ||||||||
Class of Stock [Line Items] | ||||||||
Total stockholders' equity | $ 3,600 |
Accumulated other comprehensi_3
Accumulated other comprehensive loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Accumulated other comprehensive loss [Roll Forward] | ||||||
Balance | $ 974,769 | $ 1,028,589 | $ 897,035 | $ 952,844 | $ 1,028,589 | $ 952,844 |
Net current-period other comprehensive income | 75 | 93 | 6,122 | 303 | 168 | 6,425 |
Balance | 1,094,852 | 974,769 | 923,988 | 897,035 | 1,094,852 | 923,988 |
Net unrealized loss on derivative instruments qualifying as hedges | ||||||
Accumulated other comprehensive loss [Roll Forward] | ||||||
Balance | (44) | (90) | (336) | (418) | (90) | (418) |
Amounts reclassified from accumulated other comprehensive loss | 44 | 46 | 82 | 82 | ||
Other comprehensive income (loss) before reclassifications | 0 | 0 | ||||
Net current-period other comprehensive income | 44 | 46 | 82 | 82 | ||
Balance | 0 | (44) | (254) | (336) | 0 | (254) |
Postretirement liability adjustment | ||||||
Accumulated other comprehensive loss [Roll Forward] | ||||||
Balance | (12,215) | (12,262) | (23,851) | (24,072) | (12,262) | (24,072) |
Amounts reclassified from accumulated other comprehensive loss | 48 | 47 | 220 | 221 | ||
Other comprehensive income (loss) before reclassifications | (17) | 5,820 | ||||
Net current-period other comprehensive income | 31 | 47 | 6,040 | 221 | ||
Balance | (12,184) | (12,215) | (17,811) | (23,851) | (12,184) | (17,811) |
Total accumulated other comprehensive loss | ||||||
Accumulated other comprehensive loss [Roll Forward] | ||||||
Balance | (12,259) | (12,352) | (24,187) | (24,490) | (12,352) | (24,490) |
Amounts reclassified from accumulated other comprehensive loss | 92 | 93 | 302 | 303 | ||
Other comprehensive income (loss) before reclassifications | (17) | 5,820 | ||||
Net current-period other comprehensive income | 75 | 93 | 6,122 | 303 | ||
Balance | $ (12,184) | $ (12,259) | $ (18,065) | $ (24,187) | $ (12,184) | $ (18,065) |
Reclassification out of accumul
Reclassification out of accumulated other comprehensive loss (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Reclassification adjustment out of accumulated other comprehensive loss [Line Items] | ||||||
Interest expense | $ (19,156) | $ (7,424) | $ (28,651) | $ (12,690) | ||
Income tax expense (benefit) | (20,019) | (11,580) | (8,107) | 217 | ||
Other income | 2,478 | (2,842) | 3,304 | (4,778) | ||
Net income (loss) | 56,836 | $ (41,320) | 38,562 | $ (40,010) | 15,516 | (1,448) |
Reclassification out of accumulated other comprehensive loss | ||||||
Reclassification adjustment out of accumulated other comprehensive loss [Line Items] | ||||||
Net income (loss) | (92) | (302) | (185) | (605) | ||
Reclassification adjustment for loss on derivative instruments included in net income (loss) | Reclassification out of accumulated other comprehensive loss | Interest rate contract | ||||||
Reclassification adjustment out of accumulated other comprehensive loss [Line Items] | ||||||
Interest expense | (57) | (109) | (118) | (218) | ||
Income tax expense (benefit) | 13 | 27 | 28 | 54 | ||
Net income (loss) | (44) | (82) | (90) | (164) | ||
Amortization of postretirement liability losses included in net periodic benefit cost | Reclassification out of accumulated other comprehensive loss | ||||||
Reclassification adjustment out of accumulated other comprehensive loss [Line Items] | ||||||
Income tax expense (benefit) | 15 | 71 | 31 | 142 | ||
Other income | (63) | (291) | (126) | (583) | ||
Net income (loss) | $ (48) | $ (220) | $ (95) | $ (441) |
Disaggregation of revenue (Deta
Disaggregation of revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 785,189 | $ 711,813 | $ 1,093,089 | $ 1,021,778 |
Aggregates | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 146,416 | 136,388 | 229,937 | 214,035 |
Ready-mix concrete | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 184,898 | 168,127 | 281,667 | 276,626 |
Asphalt | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 124,937 | 121,566 | 138,556 | 139,652 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 143,164 | 124,282 | 181,757 | 161,782 |
Contracting services public-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 264,555 | 207,486 | 336,627 | 274,658 |
Contracting services private-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 88,882 | 123,196 | 131,793 | 170,291 |
Internal sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (167,663) | (169,232) | (207,248) | (215,266) |
Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 142,155 | 128,412 | 209,941 | 213,761 |
Pacific | Aggregates | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 27,446 | 24,330 | 46,143 | 43,393 |
Pacific | Ready-mix concrete | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 40,526 | 33,069 | 66,670 | 63,125 |
Pacific | Asphalt | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,275 | 11,504 | 7,591 | 15,975 |
Pacific | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 60,968 | 53,248 | 87,023 | 80,138 |
Pacific | Contracting services public-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 16,848 | 23,626 | 20,819 | 32,921 |
Pacific | Contracting services private-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 16,575 | 12,688 | 19,474 | 24,410 |
Pacific | Internal sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (26,483) | (30,053) | (37,779) | (46,201) |
Northwest | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 178,734 | 150,785 | 294,618 | 255,575 |
Northwest | Aggregates | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 47,966 | 43,466 | 90,540 | 77,138 |
Northwest | Ready-mix concrete | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 44,583 | 39,156 | 78,488 | 75,480 |
Northwest | Asphalt | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 34,518 | 26,281 | 41,445 | 34,691 |
Northwest | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,335 | 4,073 | 7,016 | 7,356 |
Northwest | Contracting services public-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 53,301 | 46,208 | 70,304 | 63,119 |
Northwest | Contracting services private-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 29,353 | 19,564 | 55,115 | 39,897 |
Northwest | Internal sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (35,322) | (27,963) | (48,290) | (42,106) |
Mountain | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 175,754 | 170,419 | 236,372 | 228,888 |
Mountain | Aggregates | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 28,866 | 26,919 | 38,532 | 36,129 |
Mountain | Ready-mix concrete | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 34,506 | 31,446 | 48,876 | 47,616 |
Mountain | Asphalt | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 29,472 | 31,137 | 30,282 | 31,468 |
Mountain | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8 | 9 | 11 | 15 |
Mountain | Contracting services public-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 80,381 | 30,626 | 108,619 | 53,029 |
Mountain | Contracting services private-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 37,317 | 87,786 | 50,762 | 102,197 |
Mountain | Internal sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (34,796) | (37,504) | (40,710) | (41,566) |
North Central | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 187,602 | 167,238 | 208,576 | 190,062 |
North Central | Aggregates | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 30,323 | 26,679 | 34,343 | 30,679 |
North Central | Ready-mix concrete | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 53,900 | 47,173 | 66,187 | 59,529 |
North Central | Asphalt | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 46,719 | 44,719 | 46,888 | 44,765 |
North Central | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 10,907 | 9,903 | 12,493 | 12,055 |
North Central | Contracting services public-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 94,548 | 86,011 | 99,074 | 91,531 |
North Central | Contracting services private-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,249 | 3,083 | 5,357 | 3,144 |
North Central | Internal sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (54,044) | (50,330) | (55,766) | (51,641) |
All Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 100,944 | 94,959 | 143,582 | 133,492 |
All Other | Aggregates | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,815 | 14,994 | 20,379 | 26,696 |
All Other | Ready-mix concrete | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,383 | 17,283 | 21,446 | 30,876 |
All Other | Asphalt | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 7,953 | 7,925 | 12,350 | 12,753 |
All Other | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 66,946 | 57,049 | 75,214 | 62,218 |
All Other | Contracting services public-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 19,477 | 21,015 | 37,811 | 34,058 |
All Other | Contracting services private-sector | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 388 | 75 | 1,085 | 643 |
All Other | Internal sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ (17,018) | $ (23,382) | $ (24,703) | $ (33,752) |
Contract Balances (Details)
Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |||||
Contract assets | $ 58,020 | $ 58,020 | $ 31,145 | ||
Change in contract assets | 26,875 | ||||
Contract liabilities | (44,590) | (44,590) | (39,843) | ||
Contract with Customer, Liability, Current Change | (4,747) | ||||
Net contract assets (liabilities) | 13,430 | 13,430 | $ (8,698) | ||
Change in net contract assets (liabilities) | 22,128 | ||||
Amounts included in contract liability at the beginning of the period | 11,400 | $ 6,200 | 31,700 | $ 26,200 | |
Contract with customer, performance obligation satisfied in previous period | $ 7,400 | $ 5,700 | $ 8,100 | $ 9,200 |
Uncompleted contracts remaining
Uncompleted contracts remaining performance obligations (Details 2) $ in Millions | Jun. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 1,040 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 960.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 58.8 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 13 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 21.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 25 months |
Goodwill rollforward (Details)
Goodwill rollforward (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Balance at beginning of period | $ 274,540 |
Goodwill acquired during the year | 0 |
Measurement period adjustments | (62) |
Balance at end of period | 274,478 |
Pacific | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 38,339 |
Goodwill acquired during the year | 0 |
Measurement period adjustments | (62) |
Balance at end of period | 38,277 |
Northwest | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 90,978 |
Goodwill acquired during the year | 0 |
Measurement period adjustments | 0 |
Balance at end of period | 90,978 |
Mountain | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 26,816 |
Goodwill acquired during the year | 0 |
Measurement period adjustments | 0 |
Balance at end of period | 26,816 |
North Central | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 75,879 |
Goodwill acquired during the year | 0 |
Measurement period adjustments | 0 |
Balance at end of period | 75,879 |
All Other | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 42,528 |
Goodwill acquired during the year | 0 |
Measurement period adjustments | 0 |
Balance at end of period | $ 42,528 |
Other intangible assets (Detail
Other intangible assets (Details 2) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net (excluding goodwill) | $ 12,110,000 | $ 12,110,000 | $ 13,430,000 | ||
Amortization of intangible assets | 653,000 | $ 780,000 | 1,300,000 | $ 1,400,000 | |
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | 18,540,000 | 18,540,000 | 18,540,000 | ||
Intangible assets, less accumulated amortization | 8,235,000 | 8,235,000 | 7,367,000 | ||
Intangible assets, net (excluding goodwill) | 10,305,000 | 10,305,000 | 11,173,000 | ||
Noncompete agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | 4,039,000 | 4,039,000 | 4,039,000 | ||
Intangible assets, less accumulated amortization | 3,239,000 | 3,239,000 | 2,985,000 | ||
Intangible assets, net (excluding goodwill) | 800,000 | 800,000 | 1,054,000 | ||
Other intangible assets | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, gross | 2,479,000 | 2,479,000 | 5,279,000 | ||
Intangible assets, less accumulated amortization | 1,474,000 | 1,474,000 | 4,076,000 | ||
Intangible assets, net (excluding goodwill) | $ 1,005,000 | $ 1,005,000 | $ 1,203,000 |
Future amortization expense (De
Future amortization expense (Details 3) $ in Thousands | Jun. 30, 2023 USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
Remainder of 2023 | $ 1,237 |
2024 | 2,157 |
2025 | 2,042 |
2026 | 1,739 |
2027 | 1,717 |
Thereafter | $ 3,218 |
Fair value measurements insuran
Fair value measurements insurance contracts (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |||||
Investments used to satisfy nonqualified benefit plans obligations | $ 19,100,000 | $ 19,100,000 | $ 20,100,000 | ||
Net unrealized gain (loss) on investments used to satisfy obligations under nonqualified benefit plans | 197,000 | $ (1,600,000) | 1,100,000 | $ (2,600,000) | |
Proceeds from Retired Contracts as part of the Separation | $ 4,800,000 | $ 4,800,000 |
Fair value measurements (Detail
Fair value measurements (Details 2) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Concentration risks, percentage [Abstract] | ||
Percentage in fixed-income and other investments | 47% | 63% |
Percentage investment in cash and cash equivalents | 20% | 2% |
Percentage investment in common stock of large-cap companies | 15% | 15% |
Percentage investment in common stock of mid-cap companies | 8% | 8% |
Percentage investment in common stock of small-cap companies | 6% | 6% |
Percentage investment in target date investments | 4% | 6% |
Fair value, measurements, recurring | ||
Fair value measurements [Line Items] | ||
Assets, fair value disclosure | $ 26,670 | $ 22,531 |
Fair value, inputs, level 2 | Fair value, measurements, recurring | ||
Fair value measurements [Line Items] | ||
Assets, fair value disclosure | 26,670 | 22,531 |
Money market funds | Fair value, measurements, recurring | ||
Fair value measurements [Line Items] | ||
Assets, fair value disclosure | 7,529 | 2,448 |
Money market funds | Fair value, inputs, level 2 | Fair value, measurements, recurring | ||
Fair value measurements [Line Items] | ||
Assets, fair value disclosure | 7,529 | 2,448 |
Insurance contracts* | Fair value, measurements, recurring | ||
Fair value measurements [Line Items] | ||
Assets, fair value disclosure | 19,141 | 20,083 |
Insurance contracts* | Fair value, inputs, level 2 | Fair value, measurements, recurring | ||
Fair value measurements [Line Items] | ||
Assets, fair value disclosure | $ 19,141 | $ 20,083 |
Fair value measures and disclos
Fair value measures and disclosures (Details 3) $ in Thousands | Jun. 30, 2023 USD ($) |
Fair value, balance sheet grouping [Line Items] | |
Long-term debt | $ 839,129 |
Reported Value Measurement [Member] | |
Fair value, balance sheet grouping [Line Items] | |
Long-term debt | 855,000 |
Estimate of Fair Value Measurement [Member] | |
Fair value, balance sheet grouping [Line Items] | |
Long-term debt, fair value | $ 862,420 |
Long-term debt outstanding (Det
Long-term debt outstanding (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
May 31, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | Apr. 25, 2023 | Dec. 31, 2022 | |
Long-term debt outstanding [Line Items] | |||||
Long-term debt | $ 839,129 | $ 839,129 | |||
Mandatory Annual Amortization, Years One and Two | 2.50% | ||||
Mandatory Annual Amortization, Years Three and Four | 5% | ||||
Mandatory Annual Amortization, Years Five and Thereafter | 7.50% | ||||
Maximum Distributions To The Company As A Ratio Of Average Consolidated Indebtedness To Consolidated EBITDA | 4.75% | ||||
Minimum Interest Coverage To The Company As A Ratio Of Average Interest Expense To Consolidated EBITDA | 2.25% | ||||
Long-term debt - current portion | 7,082 | $ 7,082 | $ 211 | ||
Long-Term Debt, Excluding Current Maturities | 832,047 | 832,047 | $ 427 | ||
Senior Notes | |||||
Long-term debt outstanding [Line Items] | |||||
Long-term debt | $ 425,000 | $ 425,000 | $ 425,000 | ||
Long-Term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 7.75% | ||||
Weighted Average Interest Rate | 7.75% | 7.75% | |||
Loans Payable | |||||
Long-term debt outstanding [Line Items] | |||||
Long-term debt | $ 275,000 | $ 275,000 | $ 275,000 | ||
Weighted Average Interest Rate | 7.36% | 7.36% | |||
Revolving Credit Facility | |||||
Long-term debt outstanding [Line Items] | |||||
Long-term debt | 350,000 | $ 155,000 | $ 155,000 | ||
Draw Down on Revolver | $ 190,000 | ||||
Payment of Revolver Debt | $ 35,000 | ||||
Weighted Average Interest Rate | 7.53% | 7.53% | |||
Other Notes | |||||
Long-term debt outstanding [Line Items] | |||||
Long-term debt | $ 511 | $ 511 | |||
Weighted Average Interest Rate | 0% | 0% | |||
Long-term Debt | |||||
Long-term debt outstanding [Line Items] | |||||
Unamortized Debt Issuance Costs | $ 16,382 | $ 16,382 |
Schedule of debt maturities (De
Schedule of debt maturities (Details 2) $ in Thousands | Jun. 30, 2023 USD ($) |
Long-term debt maturities [Line Items] | |
Remainder of 2023 | $ 3,645 |
2024 | 6,977 |
2025 | 10,414 |
2026 | 13,850 |
2027 | 17,187 |
Thereafter | $ 803,438 |
Cash flow information (Details)
Cash flow information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Supplemental Cash Flow Information [Abstract] | ||
Interest, net | $ 24,802 | $ 10,721 |
Income taxes paid, net | 558 | 16,470 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 7,552 | 4,758 |
Property, plant and equipment additions in accounts payable | 3,359 | 5,785 |
Proceeds from Contributions from Parent | 64,724 | 0 |
Equity contribution to MDU Resources for asset/liability transfers related to the Separation | (1,548) | 0 |
MDU Resources' stock issued prior to spin in connection with a business combination | $ 383 | $ 0 |
Business segment data (Details)
Business segment data (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 785,189 | $ 711,813 | $ 1,093,089 | $ 1,021,778 |
EBITDA: | 125,115 | 87,318 | 111,008 | 69,126 |
Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 142,155 | 128,412 | 209,941 | 213,761 |
EBITDA: | 22,041 | 15,198 | 18,928 | 20,631 |
Northwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 178,734 | 150,785 | 294,618 | 255,575 |
EBITDA: | 40,706 | 23,196 | 53,844 | 35,976 |
Mountain | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 175,754 | 170,419 | 236,372 | 228,888 |
EBITDA: | 32,561 | 28,643 | 26,014 | 20,601 |
North Central | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 187,602 | 167,238 | 208,576 | 190,062 |
EBITDA: | 24,461 | 16,108 | 894 | (8,160) |
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 100,944 | 94,959 | 143,582 | 133,492 |
EBITDA: | 5,346 | 4,173 | 11,328 | 78 |
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | (167,663) | (169,232) | (207,248) | (215,266) |
Intersegment Eliminations [Member] | Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 26,483 | 30,053 | 37,779 | 46,201 |
Intersegment Eliminations [Member] | Northwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 35,322 | 27,963 | 48,290 | 42,106 |
Intersegment Eliminations [Member] | Mountain | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 34,796 | 37,504 | 40,710 | 41,566 |
Intersegment Eliminations [Member] | North Central | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 54,044 | 50,330 | 55,766 | 51,641 |
Intersegment Eliminations [Member] | All Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 17,018 | 23,382 | 24,703 | 33,752 |
Total intersegment operating revenues | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 167,663 | $ 169,232 | $ 207,248 | $ 215,266 |
Business segment data operating
Business segment data operating revenues reconciliation (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | $ 785,189 | $ 711,813 | $ 1,093,089 | $ 1,021,778 |
Operating Segments | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | 834,890 | 762,704 | 1,132,052 | 1,069,800 |
Corporate, Non-Segment | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | 117,962 | 118,341 | 168,285 | 167,244 |
Internal sales | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | $ (167,663) | $ (169,232) | $ (207,248) | $ (215,266) |
Business segment data EBITDA re
Business segment data EBITDA reconciliation (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment, Reconciliation of Other Items from Segments to Consolidated [Line Items] | ||||
EBITDA: | $ 125,115 | $ 87,318 | $ 111,008 | $ 69,126 |
Depreciation, depletion and amortization | 31,130 | 29,752 | 60,760 | 58,101 |
Interest Expense, Net | 17,130 | 7,424 | 26,625 | 12,690 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 76,855 | 50,142 | 23,623 | (1,665) |
Operating Segments | ||||
Segment, Reconciliation of Other Items from Segments to Consolidated [Line Items] | ||||
EBITDA: | 119,769 | 83,145 | 99,680 | 69,048 |
Corporate, Non-Segment | ||||
Segment, Reconciliation of Other Items from Segments to Consolidated [Line Items] | ||||
EBITDA: | $ 5,346 | $ 4,173 | $ 11,328 | $ 78 |
Employee benefit plans (Details
Employee benefit plans (Details) $ in Millions | Jun. 01, 2023 USD ($) |
Qualified plan | Unfunded plan | Other postretirement benefits | |
Defined benefit plan disclosure, net periodic benefit cost [Line Items] | |
Defined Benefit Plan, Benefit Obligation Transferred in Connection with Spinoff | $ 1.5 |
Employee benefit plans (Detai_2
Employee benefit plans (Details 2) - Qualified plan - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Underfunded plan | Pension benefits | ||||
Defined benefit plan disclosure, net periodic benefit cost [Line Items] | ||||
Interest cost | $ 408 | $ 282 | $ 816 | $ 564 |
Expected return on assets | (450) | (493) | (900) | (986) |
Amortization of net actuarial (gain) loss | 128 | 214 | 256 | 428 |
Net periodic benefit cost | 86 | 3 | 172 | 6 |
Unfunded plan | Other postretirement benefits | ||||
Defined benefit plan disclosure, net periodic benefit cost [Line Items] | ||||
Service cost | 90 | 131 | 179 | 262 |
Interest cost | 180 | 128 | 361 | 256 |
Expected return on assets | 5 | (3) | 12 | (6) |
Amortization of prior service credit | (20) | (20) | (40) | (40) |
Amortization of net actuarial (gain) loss | (44) | 88 | (89) | 176 |
Net periodic benefit cost | $ 211 | $ 324 | $ 423 | $ 648 |
Litigation (Details)
Litigation (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Loss Contingencies [Line Items] | ||
Potential liabilities related to litigation and environmental matters | $ 970,000 | $ 1,000,000 |
Insurance Receivable | $ 325,000 | $ 325,000 |
Guarantees (Details 2)
Guarantees (Details 2) | Jun. 30, 2023 USD ($) |
Guarantor Obligations [Line Items] | |
Guarantor obligations, maximum exposure, undiscounted | $ 11,500,000 |
Amount outstanding under guarantees that is reflected on balance sheet | 0 |
Letters of credit | 4,900,000 |
Letters of credit set to expire - 2023 | 4,500,000 |
Letters of credit set to expire - 2024 | 436,000 |
Outstanding letters of credit | 0 |
Amount of surety bonds outstanding | $ 905,400,000 |
Related Party Disclosures (Deta
Related Party Disclosures (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | |
Related Party Transactions [Abstract] | ||
Transition Services Agreement Payable | $ 599,000 | $ 599,000 |
Transition Services Agreement Receivable | $ 277,000 | $ 277,000 |
Related Party Disclosures (De_2
Related Party Disclosures (Details 2) - USD ($) $ in Thousands | May 31, 2023 | May 30, 2023 | Jun. 30, 2023 | Apr. 25, 2023 |
Related Party Transaction [Line Items] | ||||
Related-party notes payable to Centennial | $ 889,700 | |||
Long-term debt | $ 839,129 | |||
Dividend paid from debt proceeds to Centennial | $ 825,000 | |||
Net contribution from Centennial after repayment of notes | $ 64,700 | |||
Senior Notes | ||||
Related Party Transaction [Line Items] | ||||
Long-term debt | 425,000 | $ 425,000 | ||
Long-Term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 7.75% | |||
Loans Payable | ||||
Related Party Transaction [Line Items] | ||||
Long-term debt | 275,000 | 275,000 | ||
Revolving Credit Facility | ||||
Related Party Transaction [Line Items] | ||||
Long-term debt | 350,000 | $ 155,000 | ||
Draw Down on Revolver | $ 190,000 |