| Condensed Financial Statements of Registrant |
CONSTRUCTION PARTNERS, INC.
PARENT COMPANY ONLY
CONDENSED BALANCE SHEETS
(in thousands, except share and per share data)
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September 30, |
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2019 |
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2018 |
| ASSETS |
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| Cash and cash equivalents |
$ |
31,610 |
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$ |
53,352 |
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| Investment in subsidiaries |
313,277 |
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|
247,944 |
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| Due from subsidiaries |
1,020 |
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|
545 |
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| Other assets |
551 |
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|
1,226 |
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| Total current assets |
346,458 |
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|
303,067 |
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| Property, plant and equipment |
606 |
|
131 |
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| Total assets |
$ |
347,064 |
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$ |
303,198 |
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
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| Current liabilities: |
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| Treasury stock purchase obligation |
$ |
— |
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$ |
569 |
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| Due to subsidiaries |
400 |
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|
800 |
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| Other current liabilities |
1,231 |
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|
183 |
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| Total current liabilities |
1,631 |
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|
1,552 |
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| Long-term liabilities: |
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| Due to subsidiaries |
1,883 |
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|
2,177 |
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| Total long-term liabilities |
1,883 |
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2,177 |
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| Total liabilities |
3,514 |
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3,729 |
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| Stockholders’ Equity |
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Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2019 and September 30, 2018 and no shares issued and outstanding |
— |
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— |
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Class A common stock, par value $0.001; 400,000,000 shares authorized, 32,597,736 shares issued and outstanding at September 30, 2019, and 11,950,000 shares issued and outstanding at September 30, 2018 |
33 |
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12 |
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Class B common stock, par value 0.001; 100,000,000 shares authorized, 22,106,961 shares issued and 19,184,009 shares outstanding at September 30, 2019, and 42,387,571 issued and 39,464,619 outstanding at September 30, 2018 |
22 |
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42 |
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| Additional paid-in capital |
243,452 |
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|
242,493 |
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Treasury stock, at cost, 2,922,952 shares of Class B common stock, par value $0.001 |
(15,603) |
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(15,603) |
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| Retained earnings |
115,646 |
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|
72,525 |
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| Total stockholders’ equity |
343,550 |
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|
299,469 |
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| Total liabilities and stockholders’ equity |
$ |
347,064 |
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$ |
303,198 |
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See note to condensed financial statements of parent company.
CONSTRUCTION PARTNERS, INC.
PARENT COMPANY ONLY
CONDENSED STATEMENTS OF INCOME
(in thousands, except per share amounts)
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For the Fiscal Year Ended
September 30, |
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2019 |
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2018 |
| Equity in net income of subsidiaries |
$ |
45,631 |
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$ |
51,515 |
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| Equity-based compensation expense |
(957) |
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(975) |
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| General and administrative expenses |
(3,369) |
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(1,542) |
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| Interest income, net |
373 |
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|
72 |
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| Income before provision for income taxes |
41,678 |
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49,070 |
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| Income tax benefit |
1,443 |
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|
1,721 |
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| Net income |
$ |
43,121 |
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$ |
50,791 |
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| Net income per share attributable to common stockholders: |
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| Basic |
$ |
0.84 |
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$ |
1.11 |
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| Diluted |
$ |
0.84 |
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|
1.11 |
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| Weighted average number of common shares outstanding: |
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| Basic |
51,421,159 |
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45,605,845 |
| Diluted |
51,427,220 |
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45,919,648 |
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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, |
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2019 |
|
2018 |
| Cash flows from operating activities: |
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| Net income |
$ |
43,121 |
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$ |
50,791 |
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| Adjustments to reconcile net income to net cash used in operating activities: |
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| Amortization of deferred debt issuance costs |
6 |
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6 |
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| Equity-based compensation expense |
957 |
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|
975 |
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| Equity in net income of subsidiaries |
(45,631) |
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(51,515) |
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| Changes in operating assets and liabilities: |
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| Other current assets |
675 |
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|
969 |
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| Other liabilities |
1,049 |
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(3,369) |
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| Net cash provided by (used in) operating activities |
177 |
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(2,143) |
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| Cash flows from investing activities: |
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| Purchases of property, plant and equipment |
(475) |
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(131) |
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| Investment in subsidiary |
(19,703) |
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(34,155) |
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| Net cash (used in) provided by investing activities |
(20,178) |
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(34,286) |
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| Cash flows from financing activities: |
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| Change in amounts due to (from) subsidiaries, net |
(1,175) |
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(6,994) |
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| Payment of treasury stock purchase obligation |
(569) |
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(2,569) |
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| Proceeds from initial public offering of Class A common stock, net of offering costs |
— |
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98,009 |
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| Proceeds from sale of stock |
3 |
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5 |
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| Net cash provided by (used in) financing activities |
(1,741) |
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|
88,451 |
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| Net change in cash and cash equivalents |
(21,742) |
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|
52,022 |
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| Cash and cash equivalents: |
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| Beginning of period |
53,352 |
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|
1,330 |
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| End of period |
$ |
31,610 |
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$ |
53,352 |
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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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