road-20200207
0001718227FALSE290 Healthwest Drive, Suite 2DothanAlabama3630300017182272020-02-072020-02-07

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 7, 2020 
CONSTRUCTION PARTNERS, INC.
(Exact name of registrant as specified in its charter) 
 
Delaware 001-38479 26-0758017
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (I.R.S. Employer
Identification Number)
 
290 Healthwest Drive, Suite 2
Dothan, Alabama 36303
(Address of principal executive offices) (ZIP Code)
(334) 673-9763
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange
on which registered
Class A common stock, $0.001 par value ROAD The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).  Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.          





Item 2.02. Results of Operations and Financial Condition.

On February 7, 2020, Construction Partners, Inc. issued a press release announcing its financial results for the fiscal quarter ended December 31, 2019. A copy of the press release is furnished as Exhibit 99.1 hereto, and the information contained in Exhibit 99.1 is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01.     Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.Description
104  Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Furnished herewith.




SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CONSTRUCTION PARTNERS, INC.
Date: February 7, 2020By:/s/ Charles E. Owens
Charles E. Owens
President and Chief Executive Officer



Document

Exhibit 99.1
https://cdn.kscope.io/00795e9892d91b6b500758e247ceeea6-capturea031.jpg
NEWS RELEASE
Construction Partners, Inc. Announces Fiscal 2020 First Quarter Results
Company Maintains FY 2020 Outlook

DOTHAN, AL, February 7, 2020 Construction Partners, Inc. (NASDAQ: ROAD) (the “Company”), a vertically integrated civil infrastructure company specializing in the construction and maintenance of roadways across five southeastern states, today reported financial and operating results for its first fiscal quarter ended December 31, 2019.
Key Metrics: First Quarter of Fiscal 2020 Compared to the First Quarter of Fiscal 2019
Revenue was $175.3 million, up 13.6%
Gross profit was $23.8 million, up 12.4%
Net income was $5.5 million, up 6.0%
Earnings per share were $0.11, up from $0.10
Adjusted EBITDA (1) was $17.2 million, up 17.0%
Adjusted EBITDA margin (1) was 9.8%, up 30 bps
Charles E. Owens, the Company’s President and Chief Executive Officer, stated, “We are pleased to report double-digit year-over-year growth in revenue, gross profit and Adjusted EBITDA for the first quarter of fiscal 2020. This growth was driven both by improved performance in our existing markets and by recent strategic acquisitions in Florida and Alabama. We are maintaining our full-year outlook for fiscal 2020 based on our historical experience of generating approximately forty percent of our revenue in the first half of the fiscal year and approximately sixty percent during the second half.”
Project backlog at December 31, 2019 was $539.1 million, compared to $531.6 million at September 30, 2019 and $575.2 million at December 31, 2018. Owens continued, “We maintain a construction backlog composed primarily of recurring, maintenance-related projects of the type that we typically prefer, and we continue to see opportunities to bid on these types of projects in our markets.”
Fiscal Year 2020 Outlook
The Company maintained its outlook for fiscal year 2020 with regard to revenue, net income and Adjusted EBITDA, as follows:
Revenue of $830 million to $870 million, compared to $783.2 million actual in FY 2019
Net income of $39 million to $44 million, compared to $43.1 million actual in FY 2019
Adjusted EBITDA (1) of $94 million to $102 million, compared to $92.3 million actual in FY 2019
The fiscal year 2020 outlook does not take into account the potential impact of any new federal or state infrastructure or highway-related legislation that could take effect in 2020.
--------------------------------------------------------------------------------------------------------------------------------
(1) Adjusted EBITDA and Adjusted EBITDA margin are financial measures not presented in accordance with generally accepted accounting principles (“GAAP”). Please see “Reconciliation of Non-GAAP Financial Measures” at the end of this press release.





Ned N. Fleming, III, the Company’s Executive Chairman, stated, “The Company continues to execute at a high level, led by seasoned and experienced operators across the organization. Management is delivering strong results consistent with our strategy for achieving controlled, profitable growth. The positive supply and demand dynamics for our business endures, as deteriorating road conditions in our five rapidly growing southeastern states, coupled with the publicly funded demand for our services, continues. With a combination of projected Company growth and a number of potential acquisition candidates in markets of interest to us, we are excited about the future prospects for Construction Partners.”
Conference Call
The Company will conduct a conference call on Friday, February 7, 2020 at 9:00 a.m. Central Time to discuss financial and operating results for the quarter ended December 31, 2019. To access the call live by phone, dial (412) 902-0003 and ask for the Construction Partners call at least 10 minutes prior to the start time. A telephonic replay will be available through February 14, 2020 by calling (201) 612-7415 and using passcode 13697985#. A webcast of the call will also be available live and for later replay on the Company’s Investor Relations website at www.constructionpartners.net.
About Construction Partners, Inc.
Construction Partners, Inc. is a vertically integrated civil infrastructure company operating across five southeastern states, with 33 hot-mix asphalt plants, nine aggregate facilities and one liquid asphalt terminal. Publicly funded projects make up the majority of its business and include local and state roadways, interstate highways, airport runways and bridges. The majority of the Company’s public projects are maintenance-related. Private sector projects include paving and sitework for office and industrial parks, shopping centers, local businesses and residential developments. To learn more, visit www.constructionpartners.net.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained herein that are not statements of historical or current fact constitute “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. These statements may be identified by the use of words such as “may,” “will,” “expect,” “should,” “anticipate,” “intend,” “project,” “outlook,” “believe” and “plan.” The forward-looking statements contained in this press release include, without limitation, statements related to financial projections, future events, business strategy, future performance, future operations, backlog, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Important factors could cause actual results to differ materially from those expressed in the forward-looking statements, including, among others: our ability to successfully manage and integrate acquisitions; failure to realize the expected economic benefits of acquisitions, including future levels of revenues being lower than expected and costs being higher than expected; failure or inability to implement growth strategies in a timely manner; declines in public infrastructure construction and reductions in government funding, including the funding by transportation authorities and other state and local agencies; risks related to our operating strategy; competition for projects in our local markets; risks associated with our capital-intensive business; government requirements and initiatives, including those related to funding for public or infrastructure construction, land usage and environmental, health and safety matters; unfavorable economic conditions and restrictive financing markets; our ability to obtain sufficient bonding capacity to undertake certain projects; our ability to accurately estimate the overall risks, requirements or costs when we bid on or negotiate contracts that are ultimately awarded to us; the cancellation of a significant number of contracts or our disqualification from bidding for new contracts; risks related to adverse weather conditions; our substantial indebtedness and the restrictions imposed on us by the terms thereof; our ability to maintain favorable relationships with third parties that supply us with equipment and essential supplies; our ability to retain key personnel and maintain satisfactory labor relations; property damage, results of litigation and other claims and insurance coverage issues; risks related to our information technology systems and infrastructure; our ability to remediate material weaknesses in internal control over financial reporting identified in preparing prior financial statements and to subsequently maintain effective internal control over financial reporting; and the risks, uncertainties and factors set forth under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K. Forward-looking statements speak only as of the date they are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events, or circumstances or other changes affecting such statements except to the extent required by applicable law.
Contacts:
Rick Black / Ken Dennard
Dennard Lascar Investor Relations
ROAD@DennardLascar.com
(713) 529-6600



Construction Partners, Inc.
Consolidated Statements of Income
(unaudited, in thousands, except share and per share data)
For the Three Months Ended
December 31,
20192018
Revenues$175,314  $154,327  
Cost of revenues151,557  133,199  
        Gross profit23,757  21,128  
General and administrative expenses(17,113) (14,431) 
Gain on sale of equipment, net309  334  
       Operating income6,953  7,031  
Interest expense, net(281) (515) 
Other income (expense)65  (17) 
       Income before provision for income taxes and earnings from investment in joint venture6,737  6,499  
Provision for income taxes1,319  1,651  
Earnings from investment in joint venture43  306  
       Net income$5,461  $5,154  
Net income per share attributable to common stockholders:
       Basic$0.11  $0.10  
       Diluted$0.11  $0.10  
Weighted average number of common shares outstanding:
       Basic51,489,211  51,414,619  
       Diluted51,609,380  51,414,619  




Construction Partners, Inc.
Consolidated Balance Sheets
(in thousands, except share and per share data)
December 31,
2019
September 30,
2019
(unaudited)
ASSETS
Current assets:
       Cash and cash equivalents$49,443  $80,619  
       Contracts receivable including retainage, net118,548  139,882  
       Costs and estimated earnings in excess of billings on uncompleted contracts14,152  12,030  
       Inventories36,271  34,291  
       Prepaid expenses and other current assets16,087  13,144  
Total current assets234,501  279,966  
Property, plant and equipment, net229,502  205,870  
Operating lease right of use assets8,532  —  
Goodwill45,467  38,546  
Intangible assets, net3,381  3,434  
Investment in joint venture39  496  
Other assets1,953  2,284  
Deferred income taxes1,173  1,173  
Total assets$524,548  $531,769  
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
       Accounts payable$48,627  $70,442  
       Billings in excess of costs and estimated earnings on uncompleted contracts31,169  31,115  
       Current portion of operating lease liabilities2,930  —  
       Current maturities of debt8,511  7,538  
       Accrued expenses and other current liabilities11,649  19,078  
Total current liabilities102,886  128,173  
Long-term liabilities:
       Long-term debt, net of current maturities49,149  42,458  
       Operating lease liabilities, net of current portion5,818  —  
       Deferred income taxes11,480  11,480  
       Other long-term liabilities6,031  6,108  
Total long-term liabilities72,478  60,046  
Total liabilities175,364  188,219  
Commitments and contingencies
Stockholders’ Equity:
       Preferred stock, par value $0.001; 10,000,000 shares authorized at December 31, 2019 and September 30, 2019 and no shares issued and outstanding—  —  
       Class A common stock, par value $0.001; 400,000,000 shares authorized, 32,705,418 shares issued and outstanding at December 31, 2019, and 32,597,736 shares issued and outstanding at September 30, 201933  33  



December 31,
2019
September 30,
2019
       Class B common stock, par value $0.001; 100,000,000 shares authorized, 21,999,279 shares issued and 19,076,327 outstanding at December 31, 2019, and 22,106,961 shares issued and 19,184,009 shares outstanding at September 30, 201922  22  
       Additional paid-in capital243,847  243,452  
       Treasury stock, at cost, 2,922,952 shares of Class B common stock, par value $0.001(15,603) (15,603) 
Retained earnings120,885  115,646  
Total stockholders’ equity349,184  343,550  
Total liabilities and stockholders’ equity$524,548  $531,769  







Construction Partners, Inc.
Consolidated Statements of Cash Flows
(unaudited, in thousands)
For the Three Months Ended
December 31,
20192018
Cash flows from operating activities:
     Net income$5,461  $5,154  
     Adjustments to reconcile net income to net cash provided by operating activities:
          Depreciation, depletion and amortization of long-lived assets9,438  7,138  
          Amortization of deferred debt issuance costs and debt discount36  27  
          Provision for bad debt145  145  
          Gain on sale of equipment(309) (334) 
          Equity-based compensation expense395  —  
          Earnings from investment in joint venture(43) (306) 
          Other non-cash adjustments(6) —  
Changes in operating assets and liabilities, net of acquisition:
     Contracts receivable including retainage, net21,981  26,174  
     Costs and estimated earnings in excess of billings on uncompleted contracts(2,122) (858) 
     Inventories(1,535) (3,982) 
     Prepaid expenses and other current assets(2,943) (2,277) 
     Other assets331  298  
     Accounts payable(21,815) (25,290) 
     Billings in excess of costs and estimated earnings on uncompleted contracts54  733  
     Accrued expenses and other current liabilities(7,444) (5,402) 
     Other long-term liabilities(77) (9) 
           Net cash provided by operating activities1,547  1,211  
Cash flows from investing activities:
     Purchases of property, plant and equipment(23,595) (7,406) 
     Proceeds from sale of equipment492  536  
     Business acquisition, net of cash acquired(17,748) —  
     Distributions received from investment in joint venture500  1,800  
          Net cash used in investing activities(40,351) (5,070) 
Cash flows from financing activities:
     Proceeds from issuance of long-term debt, net of debt issuance costs and discount9,777  —  
     Repayments of long-term debt(2,149) (3,711) 
          Net cash provided by (used in) financing activities7,628  (3,711) 
          Net change in cash and cash equivalents(31,176) (7,570) 
Cash and cash equivalents:
     Beginning of period80,619  99,137  
     End of period$49,443  $91,567  
Supplemental cash flow information:
     Cash paid for interest$496  $747  
     Cash paid for income taxes$300  $60  
     Operating lease right of use assets obtained in exchange for operating lease liabilities$217  $—  
     Cash paid for operating lease liabilities$870  $—  
     Non-cash items:
          Property, plant and equipment financed with accounts payable$391  $178  




Reconciliation of Non-GAAP Financial Measures

Adjusted EBITDA represents net income before, as applicable from time to time, (i) interest expense, net, (ii) provision (benefit) for income taxes, (iii) depreciation, depletion and amortization of long-lived assets, (iv) equity-based compensation expense and (v) certain management fees and expenses, and excludes income recognized in connection with a legal settlement between certain of the Company’s subsidiaries and a third party that did not directly relate to the Company’s business and that the Company does not expect to reoccur. Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of revenues for each period. Adjusted EBITDA and Adjusted EBITDA Margin are supplemental measures of our operating performance that are neither required by, nor presented in accordance with, GAAP. These measures should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP as an indicator of our operating performance. Management uses Adjusted EBITDA and Adjusted EBITDA Margin as key performance indicators, and we believe they are measures frequently used by securities analysts, investors and other parties to evaluate companies in our industry. These measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP.

Our calculation of Adjusted EBITDA and Adjusted EBITDA Margin may not be comparable to similarly named measures reported by other companies. Potential differences may include differences in capital structures, tax positions and the age and book depreciation of intangible and tangible assets.

The following tables present a reconciliation of net income, the most directly comparable measure calculated in accordance with GAAP, to Adjusted EBITDA, and the calculation of Adjusted EBITDA Margin for each of the periods presented:

Construction Partners, Inc.
Net Income to Adjusted EBITDA Reconciliation
Fiscal Quarters Ended December 31, 2019 and 2018
(unaudited, in thousands, except percentages)

  For the Three Months Ended
December 31,
  2019 2018
Net income $5,461   $5,154  
Interest expense, net 281   515  
Provision for income taxes 1,319   1,651  
Depreciation, depletion and amortization of long-lived assets 9,438   7,138  
Equity-based compensation expense 395   —  
Management fees and expenses (2)
 314   254  
Adjusted EBITDA $17,208   $14,712  
Revenues $175,314   $154,327  
Adjusted EBITDA Margin 9.8% 9.5%
(1) Reflects fees and reimbursement of certain out-of-pocket expenses under a management services agreement with an affiliate of SunTx Capital Partners, the Company’s controlling stockholder.




Construction Partners, Inc.
Net Income to Adjusted EBITDA Reconciliation
Fiscal Year 2020 Outlook
(unaudited, in thousands)

  For the Fiscal Year Ending September 30, 2020
  Low High
Net income $39,000   $44,000  
Interest expense, net 1,400   1,500  
Provision for income taxes 12,700   14,400  
Depreciation, depletion and amortization of long-lived assets 38,000   39,200  
Equity-based compensation expense 1,600   1,600  
Management fees and expenses (1)
 1,300   1,300  
Adjusted EBITDA $94,000   $102,000  

(1) Reflects fees and reimbursement of certain out-of-pocket expenses under a management services agreement with an affiliate of SunTx Capital Partners, the Company’s controlling stockholder.