Restatement and Recast | Restatement and Recast Restatement and Recast Background As disclosed in our Annual Report, we identified errors during the preparation of the Annual Report related to deferred taxes and the calculation of income tax expense of $12.3 million in connection with the sale of Inliner, which was completed in the first quarter of 2022 and was classified within discontinued operations in our condensed consolidated financial statements during the first and second quarters of 2022 and in Other costs, net and Provision for income taxes during the third quarter of 2022. As a result, our previously issued unaudited quarterly financial information for each interim period within the nine months ended September 30, 2022 require restatement. The restated financial information also includes adjustments to correct other immaterial errors in the first three quarters of 2022, including certain errors (primarily in revenue and cost of revenue, as well as the associated tax impact) that had previously been adjusted for as out of period corrections in the periods identified. During the fourth quarter of 2021, we concluded that the assets and liabilities of our former Water and Mineral Services operating group (“WMS”) met the criteria for classification as held for sale and the results of operations were presented as discontinued operations. This included: our trenchless and pipe rehabilitation services business (“Inliner”); our water supply, treatment, delivery and maintenance business (“Water Resources”); and our mineral exploration drilling business (“Mineral Services”). During the first quarter of 2022, we completed the sale of Inliner. In September 2022, we announced our decision to retain the Water Resources and Mineral Services businesses that were previously classified as held for sale and reported in discontinued operations. In connection with the reclassification of the WMS businesses from discontinued operations to continuing operations, the condensed consolidated statement of operations for the three and six months ended June 30, 2022, as previously reported, have been recast to include Inliner through the date of sale, as well as the ongoing operations of Water Resources and Mineral Services in continuing operations. Description of Restatement and Recast Tables We have presented below a reconciliation from the previously reported to the restated and recast amounts for the three and six months ended June 30, 2022. The amounts labeled “As Previously Reported” were derived from our Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed on July 28, 2022. The impacts to the condensed consolidated statements of shareholders’ equity and comprehensive income (loss) as a result of the restatement were due to the changes in net loss for the three and six months ended June 30, 2022. In addition, there was no impact to net cash provided by (used in) investing and financing activities for the six months ended June 30, 2022 as a result of the restatement or recast. The effects of the prior-period errors and the discontinued operations reclassification impacts on our condensed consolidated financial statements are as follows (in thousands, except per share data): CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS Three months ended June 30, 2022 As Previously Reported Restatement Impacts As Restated Discontinued Operations As Restated and Recast Revenue Construction $ 632,260 $ (1,893) $ 630,367 $ 82,854 $ 713,221 Materials 136,026 — 136,026 — 136,026 Total revenue 768,286 (1,893) 766,393 82,854 849,247 Cost of revenue Construction 571,094 (6,018) 565,076 67,893 632,969 Materials 118,712 — 118,712 — 118,712 Total cost of revenue 689,806 (6,018) 683,788 67,893 751,681 Gross profit 78,480 4,125 82,605 14,961 97,566 Selling, general and administrative expenses 53,162 — 53,162 6,959 60,121 Other costs, net 20,177 — 20,177 (3,565) 16,612 Gain on sales of property and equipment, net (385) — (385) (8,530) (8,915) Operating income 5,526 4,125 9,651 20,097 29,748 Other (income) expense Interest income (782) — (782) — (782) Interest expense 3,896 — 3,896 3 3,899 Equity in income (loss) of affiliates (541) — (541) (4,335) (4,876) Other income, net 3,357 — 3,357 (96) 3,261 Total other expense, net 5,930 — 5,930 (4,428) 1,502 Income (loss) from continuing operations before income taxes (404) 4,125 3,721 24,525 28,246 Provision for income taxes on continuing operations 2,549 959 3,508 5,160 8,668 Net income (loss) from continuing operations (2,953) 3,166 213 19,365 19,578 Net income (loss) from discontinued operations 19,521 (156) 19,365 (19,365) — Net income 16,568 3,010 19,578 — 19,578 Amount attributable to non-controlling interests 583 (1,480) (897) — (897) Net income (loss) attributable to Granite Construction Incorporated from continuing operations (2,370) 1,686 (684) 19,365 18,681 Net income attributable to Granite Construction Incorporated from discontinued operations 19,521 (156) 19,365 (19,365) — Net income attributable to Granite Construction Incorporated $ 17,151 $ 1,530 $ 18,681 $ — $ 18,681 Net income (loss) per share attributable to common shareholders Basic continuing operations per share $ (0.05) $ 0.03 $ (0.02) $ 0.44 $ 0.42 Basic discontinued operations per share 0.44 (0.01) 0.43 (0.43) — Basic earnings per share $ 0.39 $ 0.02 $ 0.41 $ 0.01 $ 0.42 Diluted continuing operations per share $ (0.05) $ 0.03 $ (0.02) $ 0.41 $ 0.39 Diluted discontinued operations per share 0.44 (0.01) 0.43 (0.43) — Diluted earnings per share $ 0.39 $ 0.02 $ 0.41 $ (0.02) $ 0.39 Weighted average shares outstanding: Basic 44,534 — 44,534 — 44,534 Diluted 44,534 — 44,534 — 52,295 Six months ended June 30, 2022 As Previously Reported Restatement Impacts As Restated Discontinued Operations As Restated and Recast Revenue Construction $ 1,107,195 $ — $ 1,107,195 $ 184,292 $ 1,291,487 Materials 208,677 — 208,677 2,969 211,646 Total revenue 1,315,872 — 1,315,872 187,261 1,503,133 Cost of revenue Construction 997,837 — 997,837 154,919 1,152,756 Materials 189,780 — 189,780 2,939 192,719 Total cost of revenue 1,187,617 — 1,187,617 157,858 1,345,475 Gross profit 128,255 — 128,255 29,403 157,658 Selling, general and administrative expenses 111,663 — 111,663 18,578 130,241 Other costs, net 28,391 — 28,391 (5,500) 22,891 Gain on sales of property and equipment, net (717) — (717) (8,796) (9,513) Operating income (11,082) — (11,082) 25,121 14,039 Other (income) expense Interest income (1,405) — (1,405) 53 (1,352) Interest expense 7,471 — 7,471 13 7,484 Equity in income (loss) of affiliates (235) — (235) (5,930) (6,165) Other income, net 4,739 — 4,739 (170) 4,569 Total other expense, net 10,570 — 10,570 (6,034) 4,536 Income (loss) from continuing operations before income taxes (21,652) — (21,652) 31,155 9,503 Provision for (benefit from) income taxes on continuing operations (2,782) — (2,782) 17,802 15,020 Net income (loss) from continuing operations (18,870) — (18,870) 13,353 (5,517) Net income from discontinued operations 25,617 (12,264) 13,353 (13,353) — Net income (loss) 6,747 (12,264) (5,517) — (5,517) Amount attributable to non-controlling interests (2,535) — (2,535) — (2,535) Net (loss) attributable to Granite Construction Incorporated from continuing operations (21,405) — (21,405) 13,353 (8,052) Net income attributable to Granite Construction Incorporated from discontinued operations 25,617 (12,264) 13,353 (13,353) — Net income (loss) attributable to Granite Construction Incorporated $ 4,212 $ (12,264) $ (8,052) $ — $ (8,052) Net income (loss) per share attributable to common shareholders Basic continuing operations per share $ (0.47) $ — $ (0.47) $ 0.29 $ (0.18) Basic discontinued operations per share 0.57 (0.27) 0.30 (0.30) — Basic earnings (loss) per share $ 0.10 $ (0.27) $ (0.17) $ (0.01) $ (0.18) Diluted continuing operations per share $ (0.47) $ — $ (0.47) $ 0.29 $ (0.18) Diluted discontinued operations per share 0.57 (0.27) 0.30 (0.30) — Diluted earnings (loss) per share $ 0.10 $ (0.27) $ (0.17) $ (0.01) $ (0.18) Weighted average shares outstanding: Basic 45,128 — 45,128 — 45,128 Diluted 45,128 — 45,128 — 45,128 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Six months ended June 30, 2022 As Previously Reported Restatement Impacts As Restated Operating activities Net income (loss) $ 6,747 $ (12,264) $ (5,517) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation, depletion and amortization 32,328 — 32,328 Amortization related to long-term debt 1,423 — 1,423 Gain on sale of business (6,234) — (6,234) Gain on sales of property and equipment, net (9,513) — (9,513) Deferred income taxes 2,545 — 2,545 Stock-based compensation 4,376 — 4,376 Equity in net loss from unconsolidated joint ventures 17,228 — 17,228 Net loss from affiliates (6,165) — (6,165) Other non-cash adjustments (84) — (84) Changes in assets and liabilities: Receivables (69,114) — (69,114) Contract assets, net (71,282) — (71,282) Inventories (18,618) — (18,618) Contributions to unconsolidated construction joint ventures (33,563) — (33,563) Distributions from unconsolidated construction joint ventures and affiliates 6,522 — 6,522 Other assets, net 15,627 6,426 22,053 Accounts payable 17,983 — 17,983 Accrual for expected resolution of SEC investigation 12,000 — 12,000 Accrued expenses and other liabilities, net (5,484) 5,838 354 Net cash used in operating activities $ (103,278) $ — $ (103,278) |