| Condensed Financial Statements of Parent Company |
CONSTRUCTION PARTNERS, INC.
PARENT COMPANY ONLY
CONDENSED BALANCE SHEETS
(in thousands, except share and per share data)
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September 30, |
|
2023 |
|
2022 |
| ASSETS |
|
|
|
| Cash and cash equivalents |
$ |
54,410 |
|
|
$ |
43,130 |
|
| Prepaid expenses and other current assets |
1,411 |
|
|
2,995 |
|
| Total current assets |
55,821 |
|
|
46,125 |
|
| Property, plant and equipment, net |
4,643 |
|
|
4,646 |
|
| Investment in subsidiaries |
524,466 |
|
|
444,473 |
|
|
|
|
|
| Due from subsidiaries |
13,015 |
|
|
58,593 |
|
| Other assets |
30,587 |
|
|
28,140 |
|
| Total assets |
$ |
628,532 |
|
|
$ |
581,977 |
|
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
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| Current liabilities: |
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|
|
|
|
|
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| Accrued expenses and other current liabilities |
$ |
4,123 |
|
|
$ |
3,477 |
|
| Current maturities of long-term debt |
886 |
|
|
1,204 |
|
| Total current liabilities |
5,009 |
|
|
4,681 |
|
| Long-term liabilities: |
|
|
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| Due to subsidiaries |
87,183 |
|
|
39,275 |
|
| Deferred income taxes, net |
5,030 |
|
|
4,553 |
|
| Long-term debt, net of current maturities and debt issuance costs |
14,736 |
|
|
77,589 |
|
|
|
|
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| Total long-term liabilities |
106,949 |
|
|
121,417 |
|
| Total liabilities |
111,958 |
|
|
126,098 |
|
| Stockholders’ Equity |
|
|
|
Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2023 and September 30, 2022 and no shares issued and outstanding |
— |
|
|
— |
|
Class A common stock, par value $0.001; 400,000,000 shares authorized, 43,760,546 shares issued and 43,727,680 shares outstanding at September 30, 2023, and 41,195,730 shares issued and 41,193,024 shares outstanding at September 30, 2022 |
44 |
|
|
41 |
|
Class B common stock, par value $0.001; 100,000,000 shares authorized, 11,921,463 shares issued and 8,998,511 shares outstanding at September 30, 2023, and 14,275,867 shares issued and 11,352,915 shares outstanding at September 30, 2022 |
12 |
|
|
15 |
|
|
|
|
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| Additional paid-in capital |
267,330 |
|
|
256,571 |
|
Treasury stock, Class A common stock, par value $0.001, at cost, 32,866 shares at September 30, 2023, and 2,706 shares at September 30, 2022 |
(178) |
|
|
(39) |
|
Treasury stock, Class B common stock, par value $0.001, at cost, 2,922,952 shares at September 30, 2023 and 2022 |
(15,603) |
|
|
(15,603) |
|
| Accumulated other comprehensive loss |
18,694 |
|
|
17,620 |
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| Retained earnings |
246,275 |
|
|
197,274 |
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| Total stockholders’ equity |
516,574 |
|
|
455,879 |
|
| Total liabilities and stockholders’ equity |
$ |
628,532 |
|
|
$ |
581,977 |
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|
|
|
|
See note to condensed financial statements of parent company.
CONSTRUCTION PARTNERS, INC.
PARENT COMPANY ONLY
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except share and per share amounts)
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For the Fiscal Year Ended
September 30, |
|
|
2023 |
|
2022 |
|
2021 |
|
| Equity in net income of subsidiaries |
$ |
50,899 |
|
|
$ |
24,690 |
|
|
$ |
25,505 |
|
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| General and administrative expenses |
(2,535) |
|
|
(4,758) |
|
|
(6,399) |
|
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| Interest expense, net |
(24) |
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|
68 |
|
|
834 |
|
|
| Gain on sale of equipment, net |
— |
|
|
6 |
|
|
— |
|
|
| Other income |
4 |
|
|
13 |
|
|
3 |
|
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| Income before provision for income taxes |
48,344 |
|
|
20,019 |
|
|
19,943 |
|
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| Income tax benefit |
657 |
|
|
1,357 |
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|
234 |
|
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| Net income |
$ |
49,001 |
|
|
$ |
21,376 |
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|
$ |
20,177 |
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| Other comprehensive (loss), net of tax |
|
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| Unrealized gain (loss) on interest rate swap contract, net |
1,297 |
|
|
18,091 |
|
|
(23) |
|
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| Unrealized (loss) on restricted investments, net |
(223) |
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|
(448) |
|
|
— |
|
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| Other comprehensive (loss) |
1,074 |
|
|
17,643 |
|
|
(23) |
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| Comprehensive income |
$ |
50,075 |
|
|
$ |
39,019 |
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|
$ |
20,154 |
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| Net income per share attributable to common stockholders: |
|
|
|
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| Basic |
$ |
0.95 |
|
|
$ |
0.41 |
|
|
$ |
0.39 |
|
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| Diluted |
$ |
0.94 |
|
|
$ |
0.41 |
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|
$ |
0.39 |
|
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| Weighted average number of common shares outstanding: |
|
|
|
|
|
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| Basic |
51,827,001 |
|
|
51,773,559 |
|
|
51,636,955 |
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| Diluted |
52,260,206 |
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|
51,957,420 |
|
|
51,773,213 |
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See note to condensed financial statements of parent company.
CONSTRUCTION PARTNERS, INC.
PARENT COMPANY ONLY
CONDENSED STATEMENTS OF CASH FLOWS
(in thousands)
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For the Fiscal Year Ended
September 30, |
|
2023 |
|
2022 |
|
2021 |
| Cash flows from operating activities: |
|
|
|
|
|
| Net income |
$ |
49,001 |
|
|
$ |
21,376 |
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|
$ |
20,177 |
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| Adjustments to reconcile net income to net cash (used in) provided by operating activities: |
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| Depreciation, depletion, accretion and amortization |
757 |
|
|
757 |
|
|
475 |
|
| Gain on sale of equipment |
— |
|
|
(6) |
|
|
— |
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| Loss (gain) on derivative instruments |
— |
|
|
(1,668) |
|
|
(894) |
|
| Equity-based compensation expense |
10,759 |
|
|
8,000 |
|
|
3,549 |
|
| Equity in net income of subsidiaries |
(50,899) |
|
|
(24,690) |
|
|
(25,505) |
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| Deferred income tax benefit |
— |
|
|
(248) |
|
|
(451) |
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| Other non-cash adjustments |
(417) |
|
|
(73) |
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|
9 |
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| Changes in operating assets and liabilities: |
|
|
|
|
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| Prepaid expenses and other current assets |
1,584 |
|
|
(1,932) |
|
|
(135) |
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| Other assets |
(256) |
|
|
(593) |
|
|
(2,008) |
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| Accrued expenses and other current liabilities |
646 |
|
|
507 |
|
|
1,001 |
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| Other liabilities |
— |
|
|
(748) |
|
|
(97) |
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| Net cash (used in) provided by operating activities |
11,175 |
|
|
682 |
|
|
(3,879) |
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| Cash flows from investing activities: |
|
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|
|
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| Purchases of property, plant and equipment |
(737) |
|
|
(243) |
|
|
(2,641) |
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| Proceeds from sale of equipment |
— |
|
|
6 |
|
|
— |
|
| Investment in subsidiary |
(29,317) |
|
|
(10,986) |
|
|
— |
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| Net cash used in investing activities |
(30,054) |
|
|
(11,223) |
|
|
(2,641) |
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| Cash flows from financing activities: |
|
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| Change in amounts due to (from) subsidiaries, net |
32,126 |
|
|
(65,622) |
|
|
(6,296) |
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| Purchase of treasury stock |
(139) |
|
|
(39) |
|
|
— |
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| Principal payments on long-term debt |
(1,828) |
|
|
(420) |
|
|
— |
|
| Proceeds from issuance of long-term debt, net of debt issuance costs and discount |
— |
|
|
54,527 |
|
|
— |
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| Net cash (used in) provided by financing activities |
30,159 |
|
|
(11,554) |
|
|
(6,296) |
|
| Net change in cash and cash equivalents |
11,280 |
|
|
(22,095) |
|
|
(12,816) |
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| Cash and cash equivalents: |
|
|
|
|
|
| Beginning of period |
43,130 |
|
|
65,225 |
|
|
78,041 |
|
| End of period |
$ |
54,410 |
|
|
$ |
43,130 |
|
|
$ |
65,225 |
|
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|
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See note to condensed financial statements of parent company.
Note to Condensed Financial Statements of Parent Company
These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of Construction Partners, Inc. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed 25% of the consolidated net assets of the Company. The ability of Construction Partners, Inc.’s operating subsidiaries to pay dividends is restricted by the terms of the credit facilities described in Note 11 - Debt. These condensed parent company-only financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the exception that the parent company accounts for its subsidiaries using the equity method. These condensed parent company-only financial statements should be read in conjunction with the consolidated financial statements and related notes thereto.
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