Form: 8-K

Current report filing

August 7, 2020


Exhibit 99.1
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NEWS RELEASE
Construction Partners, Inc. Announces Fiscal 2020 Third Quarter Results
Company Raises FY 2020 Net Income Outlook and Lowers Revenue
DOTHAN, AL, August 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 third fiscal quarter ended June 30, 2020. Results for the quarter included revenues of $217.0 million, gross profit of $36.5 million, net income of $15.7 million, and adjusted EBITDA(1) of $31.9 million.

Charles E. Owens, the Company’s President and Chief Executive Officer, said, “We are pleased with our strong profitability in the third quarter, despite lower revenues. Our solid results were driven primarily by vertical integration synergies, lower costs of fuel, effective utilization of crews and equipment, a disciplined project bidding strategy and pricing of our integrated products.

Owens continued, “As an essential business engaged in critical infrastructure in each state within our footprint, we have continued to operate without significant delays related to state and local shelter-in-place orders. The resiliency of our employees and the effectiveness of our safety protocols have positioned us to effectively manage pandemic-related challenges in our day-to-day operations. Notwithstanding current top-line pressure from COVID-19 and its related effects in certain of our markets, we remain optimistic about the long-term prospects of our business and industry.”

Project backlog at June 30, 2020 was $651.2 million, compared to $579.1 million at March 31, 2020 and $581.1 million at June 30, 2019.

Revised Fiscal Year 2020 Outlook

The Company has revised its outlook for fiscal year 2020 with regard to revenue, net income and Adjusted EBITDA, as follows:

Revenue of $810 million to $820 million

Net income of $36 million to $38 million

Adjusted EBITDA (1) of $92.0 million to $94.5 million

Ned N. Fleming, III, the Company’s Executive Chairman, stated, “This was an excellent quarter, especially given the current economic and COVID-19 backdrop. The team has successfully driven operational efficiencies, generating profitability and cash flow. The entire CPI team has exemplified a commitment to safety during this pandemic, and we remain vigilant in putting the health and welfare of our employees, as well as the communities in which we work, as first priority. With our geographically diverse footprint across the Southeast and vertically integrated business model, we believe that we are well-positioned to continue to execute on our proven strategy for long-term growth and value creation.”

Conference Call

The Company will conduct a conference call today at 9:00 a.m. Central Time to discuss financial and operating results for the quarter ended June 30, 2020. 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 August 14, 2020 by calling (201) 612-7415 and using passcode 13706244#. 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.

(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.


About Construction Partners, Inc.
Construction Partners, Inc. is a vertically integrated civil infrastructure company operating across five southeastern states, with 35 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 maintain effective internal control over financial reporting; risks from the COVID-19 pandemic, and the risks, uncertainties and factors set forth under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and its subsequently filed Quarterly Reports on Form 10-Q. 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
- Financial Statements Follow –



Construction Partners, Inc.
Consolidated Statements of Income
(unaudited, in thousands, except share and per share data)


For the Three Months Ended June 30, For the Nine Months Ended June 30,
2020 2019 2020 2019
Revenues
$ 217,041    $ 227,290    $ 561,034    $ 545,921   
Cost of revenues
180,549    189,198    479,814    466,900   
Gross profit
36,492    38,092    81,220    79,021   
General and administrative expenses
(16,852)   (15,968)   (50,786)   (45,170)  
Gain on sale of equipment, net
390    58    1,134    1,085   
Operating income
20,030    22,182    31,568    34,936   
Interest expense, net
(575)   (615)   (2,690)   (1,509)  
Other income (expense)
645    190    (43)   296   
Income before provision for income taxes and earnings from investment in joint venture
20,100    21,757    28,835    33,723   
Provision for income taxes
4,772    4,941    6,622    8,080   
Earnings from investment in joint venture
419    386    532    925   
Net income
$ 15,747    $ 17,202    $ 22,745    $ 26,568   
Net income per share attributable to common stockholders:
Basic
$ 0.31    $ 0.33    $ 0.44    $ 0.52   
Diluted
$ 0.30    $ 0.33    $ 0.44    $ 0.52   
Weighted average number of common shares outstanding:
Basic
51,489,211    51,414,619    51,489,211    51,414,619   
Diluted
51,646,385    51,422,899    51,623,627    51,414,887   





Construction Partners, Inc.
Consolidated Balance Sheets
(in thousands, except share and per share data)

June 30, 2020 September 30, 2019
(unaudited)
ASSETS
Current assets:
       Cash and cash equivalents $ 78,695    $ 80,619   
       Contracts receivable including retainage, net 133,086    139,882   
       Costs and estimated earnings in excess of billings on uncompleted contracts 15,604    12,030   
       Inventories 39,256    34,291   
       Prepaid expenses and other current assets 9,277    13,144   
Total current assets 275,918    279,966   
Property, plant and equipment, net 236,751    205,870   
Operating lease right-of-use assets 7,879    —   
Goodwill 46,348    38,546   
Intangible assets, net 3,277    3,434   
Investment in joint venture 528    496   
Other assets 1,973    2,284   
Deferred income taxes, net 1,171    1,173   
Total assets $ 573,845    $ 531,769   
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
       Accounts payable $ 57,579    $ 70,442   
       Billings in excess of costs and estimated earnings on uncompleted contracts 34,511    31,115   
       Current portion of operating lease liabilities 2,379    —   
       Current maturities of debt 10,200    7,538   
       Accrued expenses and other current liabilities 21,388    19,078   
Total current liabilities 126,057    128,173   
Long-term liabilities:
       Long-term debt, net of current maturities 55,756    42,458   
       Operating lease liabilities, net of current portion 5,710    —   
       Deferred income taxes, net 11,281    11,480   
       Other long-term liabilities 7,793    6,108   
Total long-term liabilities 80,540    60,046   
Total liabilities 206,597    188,219   
Commitments and contingencies
Stockholders’ equity:
Preferred stock, par value $0.001; 10,000,000 shares authorized at June 30, 2020 and September 30, 2019 and no shares issued and outstanding —    —   
Class A common stock, par value $0.001; 400,000,000 shares authorized, 33,430,364 shares issued and outstanding at June 30, 2020, and 32,597,736 shares issued and outstanding at September 30, 2019 34    33   
Class B common stock, par value $0.001; 100,000,000 shares authorized, 21,274,333 shares issued and 18,351,381 outstanding at June 30, 2020, and 22,106,961 shares issued and 19,184,009 shares outstanding at September 30, 2019 21    22   
Additional paid-in capital 244,627    243,452   
Treasury stock, at cost, 2,922,952 shares of Class B common stock, par value $0.001 (15,603)   (15,603)  
Retained earnings 138,169    115,646   
Total stockholders’ equity 367,248    343,550   
Total liabilities and stockholders’ equity $ 573,845    $ 531,769   






Construction Partners, Inc.
Consolidated Statements of Cash Flows
(unaudited, in thousands)
For the Nine Months Ended
June 30,
2020 2019
Cash flows from operating activities:
     Net income $ 22,745    $ 26,568   
     Adjustments to reconcile net income to net cash provided by operating activities:
          Depreciation, depletion and amortization of long-lived assets 29,065    22,698   
          Amortization of deferred debt issuance costs and debt discount 115    83   
          Loss on derivative instruments 1,989    543   
          Provision for bad debt 451    421   
          Gain on sale of equipment, net (1,134)   (1,085)  
          Equity-based compensation expense 1,175    146   
          Earnings from investment in joint venture (532)   (925)  
          Distribution of earnings from investment in joint venture 139    —   
          Deferred income taxes (197)   (136)  
          Other non-cash adjustments (12)   —   
Changes in operating assets and liabilities, net of acquisition:
     Contracts receivable including retainage, net 6,345    (14,839)  
     Costs and estimated earnings in excess of billings on uncompleted contracts (3,574)   (4,709)  
     Inventories (1,878)   (11,992)  
     Prepaid expenses and other current assets 3,867    604   
     Other assets 311    3,978   
     Accounts payable (12,863)   1,722   
     Billings in excess of costs and estimated earnings on uncompleted contracts 3,396    (6,394)  
     Accrued expenses and other current liabilities 2,029    1,497   
     Other long-term liabilities (23)   (217)  
           Net cash provided by operating activities, net of acquisition 51,414    17,963   
Cash flows from investing activities:
     Purchases of property, plant and equipment (41,535)   (31,744)  
     Proceeds from sale of equipment 2,182    2,898   
     Business acquisitions, net of cash acquired (30,191)   (8,854)  
     Acquisition of liquid asphalt terminal assets —    (10,848)  
     Return of investment in joint venture 361    2,200   
          Net cash used in investing activities (69,183)   (46,348)  
Cash flows from financing activities:
     Proceeds from issuance of long-term debt, net of debt issuance costs and discount 42,719    —   
     Repayments of long-term debt (26,874)   (11,104)  
          Net cash provided by (used in) financing activities 15,845    (11,104)  
          Net change in cash and cash equivalents (1,924)   (39,489)  
Cash and cash equivalents:
     Beginning of period 80,619    99,137   
     End of period $ 78,695    $ 59,648   
Supplemental cash flow information:
     Cash paid for interest $ 1,416    $ 1,998   
     Cash paid for income taxes $ 5,600    $ 3,232   
     Operating lease right-of-use assets obtained in exchange for operating lease liabilities $ 1,241    $ —   
     Cash paid for operating lease liabilities $ 2,464    $ —   
     Non-cash items:
          Property, plant and equipment included with accounts payable at period end $ 1,073    $ 332   





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 June 30, 2020 and 2019
(unaudited, in thousands, except percentages)

    For the Three Months Ended
June 30,
    2020   2019
Net income   $ 15,747      $ 17,202   
Interest expense, net   575      615   
Provision for income taxes   4,772      4,941   
Depreciation, depletion and amortization of long-lived assets   10,034      8,059   
Equity-based compensation expense   390      146   
Management fees and expenses (1)
  355      316   
          Adjusted EBITDA   $ 31,873      $ 31,279   
Revenues   $ 217,041      $ 227,290   
Adjusted EBITDA Margin   14.7%   13.8%
(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 Updated Outlook
(unaudited, in thousands)

    For the Fiscal Year Ending September 30, 2020
    Low   High
Net income   $ 36,000      $ 38,000   
Interest expense, net   3,300      3,300   
Provision for income taxes   10,700      11,200   
Depreciation, depletion and amortization of long-lived assets   39,000      39,000   
Equity-based compensation expense   1,600      1,600   
Management fees and expenses (1)
  1,400      1,400   
Adjusted EBITDA   $ 92,000      $ 94,500   

(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.