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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): August 5, 2024
Summit Materials, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3687347-1984212
(State or Other Jurisdiction(Commission(I.R.S. Employer
of Incorporation)File Number)Identification No.)
 
1801 California Street, Suite 3500
Denver, Colorado 80202
(Address of Principal Executive Offices) (Zip Code)
 Registrant’s Telephone Number, Including Area Code:  (303) 893-0012
 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 classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock (par value, $0.01 per share)SUMNew York Stock Exchange

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 August 5, 2024, Summit Materials, Inc. (the “Company”) issued a press release announcing the results of the Company’s operations for the fiscal quarter ended June 29, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
    The information in this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.
 
    (d)    Exhibits 
Exhibit No.Description
   
99.1 
104.1Cover Page Interactive Data File (embedded within the Inline XBRL document)



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.
 
 
  
 
 
 SUMMIT MATERIALS, INC.
   
 DATED:  August 5, 2024
By:/s/ Christopher B. Gaskill
 Name:Christopher B. Gaskill
 Title:EVP, Chief Legal Officer & Secretary




Exhibit 99.1
 
Summit Materials, Inc. Reports Second Quarter 2024 Results
Argos USA Synergies On Track
Sustained Aggregates Growth
Reaffirming 2024 Guidance Range
DENVER, CO. - (August 5, 2024) - Summit Materials, Inc. (NYSE: SUM) (“Summit,” “Summit Materials,” “Summit Inc.” or the “Company”), a market-leading producer of aggregates and cement company, today announced results for the second quarter ended June 29, 2024. All comparisons are versus the quarter ended July 1, 2023 unless noted otherwise.

Three months ended
($ in thousands, except per share amounts)June 29, 2024July 1, 2023% Chg vs. PY
Net revenue$1,075,471 $680,373 58.1 %
Operating income172,896 129,633 33.4 %
Net income106,075 84,728 25.2 %
Basic EPS$0.60 $0.70 (14.3)%
Adjusted Cash Gross Profit368,253 236,747 55.5 %
Adjusted EBITDA296,166 191,745 54.5 %
Adjusted Diluted EPS$0.66 $0.71 (7.0)%

“We are pleased and proud to report that our teams safely and successfully managed through weather-related disruptions to deliver a strong quarter of strategic execution and solid financial results,” remarked Anne Noonan, Summit Materials President and CEO. “Our resilient performance was supported by positive pricing momentum across all lines of business, ongoing cost savings initiatives underway across our network, and a more durable portfolio. As a result, our 2024 financial targets are virtually unchanged. Namely, we are still on track to generate at least $40 million dollars of Argos USA synergies, drive significant pro forma margin expansion this year, and confidently deliver 2024 Adjusted EBITDA within our previous guidance range. Without question, Summit Materials is well positioned to capitalize on a constructive pricing environment and tap operation improvements across our enterprise to profitably grow in an uneven demand environment. This growth, together with a fortified and capable balance sheet will help generate significant shareholder value this year and the years ahead. Our team remains focused on controlling what we can, acting with agility, and delivering on all of our 2024 stakeholder commitments.”

2024 Guidance
For the full year 2024, Summit is reaffirming its Adjusted EBITDA range of approximately $970 million to $1,010 million and its 2024 capital expenditures range of approximately $430 million to $470 million.

Adjusted EBITDA is a non-GAAP measure. Refer to the “Non-GAAP Financial Measures” section for more information. Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, we have not provided reconciliations for forward-looking non-GAAP measures. For the same reasons, we are unable to address the probable significance of the unavailable information, which could be material to future results.

Second Quarter 2024 | Total Company Results
Net revenue increased $395.1 million, or 58.1%, in the second quarter to $1,075.5 million. In the quarter, $464.0 million of net revenue was due to acquisitions, primarily the Argos USA transaction. Divestitures decreased net revenue by $46.6 million in the period. All lines of business experienced organic pricing growth.

Operating income increased in the second quarter by 33.4% to $172.9 million largely due to the Argos USA transaction. Summit's operating margin percentage for the three months ended June 29, 2024, decreased to 16.1% from 19.1%.

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Net income attributable to Summit Inc. increased to $106.1 million, or $0.60 per basic share, compared to $83.6 million, or $0.70 per basic share in the prior year period. Summit reported adjusted diluted net income of $115.2 million, or $0.66 per adjusted diluted share, compared to an adjusted diluted net income of $84.7 million, or $0.71 per adjusted diluted share, in the prior year period.

Adjusted EBITDA increased $104.4 million, or 54.5%, to $296.2 million reflecting the contribution from the Argos USA assets, continued pricing gains, and operational improvements across the enterprise, including integration synergies.

Second Quarter 2024 | Results by Line of Business
Aggregates Business: Aggregates net revenues increased by $4.6 million to $187.1 million in the second quarter. Aggregates adjusted cash gross profit margin expanded to 54.1% in the second quarter as compared to 53.6% in the prior year period, reflecting strong commercial and operational execution. Aggregates sales volume decreased 10.0% in the second quarter. Organic aggregates sales volumes decreased 9.4% as a result of wet weather conditions and restrained private end-market activity. Average selling prices for aggregates increased 11.8%, with organic pricing increasing 10.8%. Pricing growth was strong throughout the footprint and led by the East Segment, which increased 14.8% versus the prior year period.

Cement Business: Cement Segment net revenues increased to $324.8 million in the second quarter. Cement Segment adjusted cash gross profit margin decreased to 49.4% in the second quarter, compared to 52.8% in the prior year period, due primarily to margin mix impacts from inclusion of the Argos USA assets. Sales volume of cement increased 238.0%. Organic sales volumes decreased 16.5% due to reduced import volume in the River Markets and moderating demand conditions. Organic average selling prices increased 7.3% in the second quarter, primarily reflecting traction from increases implemented earlier in the year.
 
Products Business: Products net revenues were $495.5 million in the second quarter, up 60.0% versus the prior year period. Products adjusted cash gross profit margin decreased to 17.3% in the second quarter. Organic average sales price for ready-mix concrete increased 5.6%, with pricing growth in both segments. Organic sales volumes of ready-mix concrete decreased 14.9% due to adverse weather conditions in Houston and restrained private end-market activity. Organic average selling prices for asphalt increased 0.5%. Organic sales volume decreased 6.6%, driven, in part, by unfavorable timing on activity.

Second Quarter 2024 | Results By Reporting Segment
West Segment: The West Segment operating income decreased $3.9 million to $70.7 million. Adjusted EBITDA decreased $2.9 million, or 2.8%, to $101.6 million in the second quarter largely reflecting unfavorable weather conditions in the Houston market. Aggregates revenue decreased 4.9%, driven by a volume decline of 12.2%. Pricing grew 8.3% over the prior period led by double-digit growth in Houston and Arizona markets. Ready-mix concrete revenue increased 16.7% on 3.8% pricing growth and 12.4% volume growth. Organic ready-mix pricing increased 5.3%. Subdued private construction activity drove organic ready-mix volumes down 13.9% in the period. Asphalt revenue decreased 6.1% reflecting a volume decline of 6.6% while pricing remained relatively flat.

East Segment: The East Segment operating income increased $15.3 million to $46.9 million and Adjusted EBITDA increased $22.9 million to $70.6 million. Aggregates revenue increased 6.0% versus the prior year period driven by strong pricing. Organic aggregates volumes decreased 8.9%, with softness in Kansas and Missouri markets that more than offset growth in Georgia and the Carolinas. Aggregates pricing increased 14.8% with most markets realizing double-digit growth. Ready-mix concrete revenue increased $164.7 million to $191.9 million due to the acquisition of the Argos USA ready-mix concrete operations in Florida, Georgia, and the Carolinas. Asphalt revenue decreased $9.2 million versus the prior year period due to divestiture of certain asphalt assets.

Cement Segment: The Cement Segment operating income increased 113.8% to $92.0 million. Adjusted EBITDA increased $87.9 million, primarily from the Argos USA transaction. Adjusted EBITDA margin decreased to 43.3% from 47.3% in the year-ago period due to margin mix from inclusion of the Argos USA cement assets and planned maintenance at certain cement plants. As noted above, the Cement Segment reported an organic volume decrease of 16.5% and organic selling price growth of 7.3%.
 
Liquidity and Capital Resources
As of June 29, 2024, the Company had $538.7 million in cash and $2.8 billion in debt outstanding. The Company's $625 million revolving credit facility has $592.7 million available after outstanding letters of credit.
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For the six months ended June 29, 2024, cash flow provided by operations was $111.4 million and cash paid for capital expenditures was $176.0 million.

As of June 29, 2024, approximately $149.0 million remained available for share repurchases under the share repurchase program.

Webcast and Conference Call Information
Summit Materials will conduct a conference call on Tuesday, August 6, 2024, at 12:00 p.m. eastern time (10:00 a.m. mountain time) to review the Company’s second quarter 2024 financial results, discuss recent events and conduct a question-and-answer session.

A webcast of the conference call and accompanying presentation materials will be available in the Investors section of Summit’s website at investors.summit-materials.com. To listen to a live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register, download, and install any necessary audio software.

A webcast of the conference call and accompanying presentation materials will be available in the Investors section of Summit’s website at investors.summit-materials.com or at the following link:
https://events.q4inc.com/attendee/766164594

To participate in the live teleconference for second quarter 2024 financial results:

North America Toll-Free:     1-888-330-3416
International Toll:        1-646-960-0820
Conference ID:            1542153
Password:            Summit

To listen to a replay of the teleconference, which will be available through August 13, 2024:

US & Canada Toll-Free:        1-800-770-2030
Conference ID:             1542153

About Summit Materials
Summit Materials is a market-leading producer of aggregates and cement with vertically integrated operations that supply ready-mix concrete and asphalt in select markets. Summit is a geographically diverse, materials-led business of scale that offers customers in the United States and British Columbia, Canada high quality products and services for the public infrastructure, residential and non-residential end markets. Summit has a strong track record of successful acquisitions since its founding and continues to pursue high-return growth opportunities in new and existing markets. For more information about Summit Materials, please visit www.summit-materials.com.


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Non-GAAP Financial Measures
The Securities and Exchange Commission (“SEC”) regulates the use of “non-GAAP financial measures,” such as Adjusted Net Income (Loss), Adjusted Diluted Net Income (Loss), Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Cash Gross Profit, Adjusted Cash Gross Profit Margin, and Free Cash Flow which are derived on the basis of methodologies other than in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). We have provided these measures because, among other things, we believe that they provide investors with additional information to measure our performance, evaluate our ability to service our debt and evaluate certain flexibility under our restrictive covenants. Our Adjusted Net Income (Loss), Adjusted Diluted Net Income (Loss), Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Cash Gross Profit, Adjusted Cash Gross Profit Margin, and Free Cash Flow may vary from the use of such terms by others and should not be considered as alternatives to or more important than net income (loss), operating income (loss), revenue or any other performance measures derived in accordance with U.S. GAAP as measures of operating performance or to cash flows as measures of liquidity.

Adjusted EBITDA, Adjusted EBITDA Margin, and other non-GAAP measures have important limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results as reported under U.S. GAAP. Some of the limitations of Adjusted EBITDA, Adjusted EBITDA Margin and other non-GAAP measures are that these measures do not reflect: (i) our cash expenditures or future requirements for capital expenditures or contractual commitments; (ii) changes in, or cash requirements for, our working capital needs; (iii) interest expense or cash requirements necessary to service interest and principal payments on our debt; and (iv) income tax payments we are required to make. Because of these limitations, we rely primarily on our U.S. GAAP results and use Adjusted EBITDA, Adjusted EBITDA Margin and other non-GAAP measures on a supplemental basis.

Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Cash Gross Profit, Adjusted Cash Gross Profit Margin, Adjusted Net Income (Loss), Adjusted Diluted Net Income (Loss), Adjusted Diluted EPS, and Free Cash Flow reflect additional ways of viewing aspects of our business that, when viewed with our GAAP results and the accompanying reconciliations to U.S. GAAP financial measures included in the tables attached to this press release, may provide a more complete understanding of factors and trends affecting our business. We strongly encourage investors to review our consolidated financial statements in their entirety and not rely on any single financial measure. Reconciliations of the non-GAAP measures used in this press release are included in the attached tables. 
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Cautionary Statement Regarding Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the federal securities laws, which involve risks and uncertainties. Forward-looking statements include all statements that do not relate solely to historical or current facts, and you can identify forward-looking statements because they contain words such as “believes,” “expects,” “may,” “will,” “outlook,” “should,” “seeks,” “intends,” “trends,” “plans,” “estimates,” “projects” or “anticipates” or similar expressions that concern our strategy, plans, expectations or intentions. All statements made relating to our estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates and financial results are forward-looking statements. These forward-looking statements are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, it is very difficult to predict the effect of known factors, and, of course, it is impossible to anticipate all factors that could affect our actual results. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by us or any other person that the results or conditions described in such statements or our objectives and plans will be realized. Important factors could affect our results and could cause results to differ materially from those expressed in our forward-looking statements, including but not limited to the factors discussed in the section entitled “Risk Factors” in Summit Inc.’s Annual Report on Form 10-K for the fiscal year ended December 30, 2023, and Quarterly Report on Form 10-Q for the fiscal quarter ended March 30, 2024, each as filed with the SEC, and any factors discussed in the section entitled “Risk Factors” in any of our subsequently filed SEC filings; and the following:

–our dependence on the construction industry and the strength of the local economies in which we operate, including residential;
–the cyclical nature of our business;
–risks related to weather and seasonality;
–risks associated with our capital-intensive business;
–competition within our local markets;
–risks related to the integration of Argos USA and realization of intended benefits within the intended timeframe;
–our ability to execute on our acquisition strategy and portfolio optimization strategy and, successfully integrate acquisitions with our existing operations;
–our dependence on securing and permitting aggregate reserves in strategically located areas;
–the impact of rising interest rates;
–declines in public infrastructure construction and delays or reductions in governmental funding, including the funding by transportation authorities, the federal government and other state agencies particularly;
–our reliance on private investment in infrastructure, which may be adversely affected by periods of economic stagnation and recession;
–environmental, health and safety laws or governmental requirements or policies concerning zoning and land use;
–rising prices for, or more limited availability of, commodities, labor and other production and delivery inputs as a result of inflation, supply chain challenges or otherwise;
–our ability to accurately estimate the overall risks, requirements or costs when we bid on or negotiate contracts that are ultimately awarded to us;
–material costs and losses as a result of claims that our products do not meet regulatory requirements or contractual specifications;
–cancellation of a significant number of contracts or our disqualification from bidding for new contracts;
–special hazards related to our operations that may cause personal injury or property damage not covered by insurance;
–unexpected factors affecting self-insurance claims and reserve estimates;
–our current level of indebtedness, including our exposure to variable interest rate risk;
–potential incurrence of substantially more debt;
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–restrictive covenants in the instruments governing our debt obligations;
–our dependence on senior management and other key personnel, and our ability to retain qualified personnel;
–supply constraints or significant price fluctuations in the electricity and petroleum-based resources that we use, including diesel and liquid asphalt;
–climate change and climate change legislation or other regulations;
–evolving corporate governance and corporate disclosure regulations and expectations, including with respect to environmental, social and governance matters;
–unexpected operational failures or difficulties;
–costs associated with pending and future litigation;
–interruptions in our information technology systems and infrastructure; including cybersecurity and data leakage risks;
–potential labor disputes, strikes, other forms of work stoppage or other union activities; and
–material or adverse effects related to the Argos USA combination.
 
All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements. Any forward-looking statement that we make herein speaks only as of the date of this press release. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.

6

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Unaudited Consolidated Statements of Operations
($ in thousands, except share and per share amounts)

 Three months endedSix months ended
 June 29,July 1,June 29,July 1,
 2024202320242023
Revenue:    
Product$993,741 $595,714 $1,722,435 $967,886 
Service81,730 84,659 126,265 119,757 
Net revenue1,075,471 680,373 1,848,700 1,087,643 
Delivery and subcontract revenue42,791 48,777 74,577 76,895 
Total revenue1,118,262 729,150 1,923,277 1,164,538 
Cost of revenue (excluding items shown separately below):    
Product650,088 377,634 1,206,108 673,515 
Service57,130 65,992 93,335 96,030 
Net cost of revenue707,218 443,626 1,299,443 769,545 
Delivery and subcontract cost42,791 48,777 74,577 76,895 
Total cost of revenue750,009 492,403 1,374,020 846,440 
General and administrative expenses83,875 53,838 152,401 99,836 
Depreciation, depletion, amortization and accretion104,397 54,787 200,368 105,681 
Transaction and integration costs10,265 1,712 72,473 2,076 
Gain on sale of property, plant and equipment (3,180)(3,223)(4,028)(3,653)
Operating income172,896 129,633 128,043 114,158 
Interest expense52,849 27,902 104,741 55,322 
Loss on debt financings— — 5,453 493 
Gain on sale of businesses(3,758)— (18,743)— 
Other income, net(8,086)(5,478)(16,964)(11,188)
Income from operations before taxes131,891 107,209 53,556 69,531 
Income tax expense25,816 22,481 14,751 16,015 
Net income106,075 84,728 38,805 53,516 
Net income attributable to Summit Holdings (1)— 1,091 (404)683 
Net income attributable to Summit Inc.$106,075 $83,637 $39,209 $52,833 
Earnings per share of Class A common stock:
Basic$0.60 $0.70 $0.23 $0.44 
Diluted$0.60 $0.70 $0.23 $0.44 
Weighted average shares of Class A common stock:
Basic175,550,487 118,931,914 171,531,031 118,805,785 
Diluted176,132,001 119,393,709 172,308,044 119,431,604 
________________________________________________________
(1) Represents portion of business owned by pre-IPO investors rather than by Summit.
7

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
($ in thousands, except share and per share amounts)
8

 June 29,December 30,
 20242023
 (unaudited)(audited)
Assets  
Current assets:  
Cash and cash equivalents$538,708 $374,162 
Restricted cash— 800,000 
Accounts receivable, net550,093 287,252 
Costs and estimated earnings in excess of billings33,948 10,289 
Inventories349,099 241,350 
Other current assets28,461 17,937 
Current assets held for sale446 1,134 
Total current assets1,500,755 1,732,124 
Property, plant and equipment, less accumulated depreciation, depletion and amortization (June 29, 2024 - $1,509,453 and December 30, 2023 - $1,399,468)
4,354,088 1,976,820 
Goodwill2,093,010 1,224,861 
Intangible assets, less accumulated amortization (June 29, 2024 - $39,586 and December 30, 2023 - $18,972)
168,282 68,081 
Deferred tax assets, less valuation allowance (June 29, 2024 - $1,113 and December 30, 2023 - $1,113)
— 52,009 
Operating lease right-of-use assets89,360 36,553 
Other assets108,497 59,134 
Total assets$8,313,992 $5,149,582 
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of debt$7,575 $3,822 
Current portion of acquisition-related liabilities8,987 7,007 
Accounts payable282,091 123,621 
Accrued expenses250,355 171,691 
Current operating lease liabilities17,217 8,596 
Billings in excess of costs and estimated earnings7,635 8,228 
Total current liabilities573,860 322,965 
Long-term debt2,771,463 2,283,639 
Acquisition-related liabilities21,217 28,021 
Tax receivable agreement liability47,667 41,276 
Deferred tax liabilities189,138 15,854 
Noncurrent operating lease liabilities77,326 33,230 
Other noncurrent liabilities300,577 108,017 
Total liabilities3,981,248 2,833,002 
Stockholders’ equity:  
Class A common stock, par value $0.01 per share; 1,000,000,000 shares authorized, 175,586,471 and 119,529,380 shares issued and outstanding as of June 29, 2024 and December 30, 2023, respectively
1,757 1,196 
Class B common stock, par value $0.01 per share; 250,000,000 shares authorized, 0 and 99 shares issued and outstanding as of June 29, 2024 and December 30, 2023, respectively
— — 
Preferred Stock, par value $0.01 per share; 250,000,000 shares authorized, 1 and 0 shares issued and outstanding as of June 29, 2024 and December 30, 2023, respectively
— — 
Additional paid-in capital3,412,879 1,421,813 
Accumulated earnings915,960 876,751 
Accumulated other comprehensive income2,148 7,275 
Stockholders’ equity4,332,744 2,307,035 
Noncontrolling interest in Summit Holdings— 9,545 
Total stockholders’ equity4,332,744 2,316,580 
Total liabilities and stockholders’ equity$8,313,992 $5,149,582 

9

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Unaudited Consolidated Statements of Cash Flows
($ in thousands)
 Six months ended
 June 29,July 1,
 20242023
Cash flows from operating activities:  
Net income$38,805 $53,516 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion206,668 110,659 
Share-based compensation expense14,133 9,924 
Net gain on asset and business disposals(22,773)(3,655)
Non-cash loss on debt financings5,453 161 
Change in deferred tax asset, net2,976 9,350 
Other1,163 (21)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net(104,579)(101,119)
Inventories(11,552)(27,115)
Costs and estimated earnings in excess of billings(24,076)(28,760)
Other current assets2,509 (1,070)
Other assets3,922 1,732 
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable7,700 52,157 
Accrued expenses(4,584)19,048 
Billings in excess of costs and estimated earnings(144)1,299 
Tax receivable agreement (benefit) expense6,227 (531)
Other liabilities(10,444)(1,533)
Net cash provided by operating activities111,404 94,042 
Cash flows from investing activities:
Acquisitions, net of cash acquired(1,113,267)(237,666)
Purchase of intellectual property(21,400)— 
Purchases of property, plant and equipment(175,960)(126,893)
Proceeds from the sale of property, plant and equipment14,217 5,760 
Proceeds from sale of businesses86,031 — 
Other(2,070)(1,852)
Net cash used in investing activities(1,212,449)(360,651)
Cash flows from financing activities:
Proceeds from debt issuances1,007,475 — 
Debt issuance costs(17,731)(1,566)
Payments on debt(509,765)(6,720)
Payments on acquisition-related liabilities(6,289)(11,539)
Proceeds from stock option exercises1,580 84 
Other(8,088)(4,838)
Net cash provided by (used in) financing activities467,182 (24,579)
Impact of foreign currency on cash(1,591)747 
Net decrease in cash and cash equivalents and restricted cash(635,454)(290,441)
Cash and cash equivalents and restricted cash—beginning of period1,174,162 520,451 
Cash and cash equivalents and restricted cash—end of period$538,708 $230,010 
10

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Unaudited Revenue Data by Segment and Line of Business
($ in thousands)
 Three months endedSix months ended
 June 29,July 1,June 29,July 1,
 2024202320242023
Segment Net Revenue:  
West$423,680$400,038$707,285$634,408
East326,970168,460584,811287,243
Cement324,821111,875556,604165,992
Net Revenue$1,075,471$680,373$1,848,700$1,087,643
Line of Business - Net Revenue:    
Materials    
Aggregates$187,100$182,512$332,611$326,165
Cement (1)311,188103,607535,285152,620
Products495,453309,595854,539489,101
Total Materials and Products993,741595,7141,722,435967,886
Services81,73084,659126,265119,757
Net Revenue$1,075,471$680,373$1,848,700$1,087,643
Line of Business - Net Cost of Revenue:    
Materials    
Aggregates$85,845$84,713$172,359$178,048
Cement150,72744,568303,91988,403
Products409,658243,854724,603401,095
Total Materials and Products646,230373,1351,200,881667,546
Services60,98870,49198,562101,999
Net Cost of Revenue$707,218$443,626$1,299,443$769,545
Line of Business - Adjusted Cash Gross Profit (2):    
Materials    
Aggregates$101,255$97,799$160,252$148,117
Cement (3)160,46159,039231,36664,217
Products85,79565,741129,93688,006
Total Materials and Products347,511222,579521,554300,340
Services20,74214,16827,70317,758
Adjusted Cash Gross Profit$368,253$236,747$549,257$318,098
Adjusted Cash Gross Profit Margin (2)    
Materials    
Aggregates54.1 %53.6 %48.2 %45.4 %
Cement (3)49.4 %52.8 %41.6 %38.7 %
Products17.3 %21.2 %15.2 %18.0 %
Services25.4 %16.7 %21.9 %14.8 %
Total Adjusted Cash Gross Profit Margin34.2 %34.8 %29.7 %29.2 %
________________________________________________________
(1) Net revenue for the cement line of business excludes revenue associated with hazardous and non-hazardous waste, which is processed into fuel and used in the cement plants and is included in services net revenue. Additionally, net revenue from cement swaps and other cement-related products are included in products net revenue.
(2) Adjusted cash gross profit is calculated as net revenue by line of business less net cost of revenue by line of business. Adjusted cash gross profit margin is defined as adjusted cash gross profit divided by net revenue.
(3) The cement adjusted cash gross profit includes the earnings from the waste processing operations, cement swaps and other products. Cement line of business adjusted cash gross profit margin is defined as cement adjusted cash gross profit divided by cement segment net revenue.

11

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Unaudited Volume and Price Statistics
(Units in thousands)
 
 Three months endedSix months ended
Total VolumeJune 29, 2024July 1, 2023June 29, 2024July 1, 2023
Aggregates (tons)14,758 16,396 26,412 28,968 
Cement (tons)2,376 703 4,114 1,041 
Ready-mix concrete (cubic yards)2,376 1,333 4,273 2,284 
Asphalt (tons)911 1,096 1,231 1,420 
 Three months endedSix months ended
PricingJune 29, 2024July 1, 2023June 29, 2024July 1, 2023
Aggregates (per ton)$15.26 $13.65 $15.09 $13.56 
Cement (per ton)153.43 149.10 152.87 148.55 
Ready-mix concrete (per cubic yards)165.51 149.91 165.10 148.41 
Asphalt (per ton)85.25 83.90 85.99 83.54 
Three months endedSix months ended
Percentage Change inPercentage Change in
Year over Year ComparisonVolumePricingVolumePricing
Aggregates (per ton)(10.0)%11.8 %(8.8)%11.3 %
Cement (per ton)238.0 %2.9 %295.2 %2.9 %
Ready-mix concrete (per cubic yards)78.2 %10.4 %87.1 %11.2 %
Asphalt (per ton)(16.9)%1.6 %(13.3)%2.9 %
Three months endedSix months ended
Percentage Change inPercentage Change in
Year over Year Comparison (Excluding acquisitions & divestitures)VolumePricingVolumePricing
Aggregates (per ton)(9.4)%10.8 %(8.8)%10.6 %
Cement (per ton)(16.5)%7.3 %(12.2)%6.8 %
Ready-mix concrete (per cubic yards)(14.9)%5.6 %(14.9)%6.7 %
Asphalt (per ton)(6.6)%0.5 %(2.8)%1.6 %


12

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Unaudited Reconciliations of Gross Revenue to Net Revenue by Line of Business
($ and Units in thousands, except pricing information)

Three months ended June 29, 2024
Gross RevenueIntercompanyNet
VolumesPricingby Product Elimination/Delivery Revenue 
Aggregates14,758 $15.26 $225,148 $(38,048)$187,100 
Cement2,376 153.43 364,477 (53,289)311,188 
Materials$589,625 $(91,337)$498,288 
Ready-mix concrete2,376 165.51 393,294 (16)393,278 
Asphalt911 85.25 77,701 (77)77,624 
Other Products82,714 (58,163)24,551 
Products$553,709 $(58,256)$495,453 
Six months ended June 29, 2024
Gross RevenueIntercompanyNet
VolumesPricingby Product Elimination/Delivery Revenue 
Aggregates26,412 $15.09 $398,645 $(66,034)$332,611 
Cement4,114 152.87 628,969 (93,684)535,285 
Materials$1,027,614 $(159,718)$867,896 
Ready-mix concrete4,273 165.10 705,449 (124)705,325 
Asphalt1,231 85.99 105,820 (211)105,609 
Other Products154,468 (110,863)43,605 
Products$965,737 $(111,198)$854,539 

13

SUMMIT MATERIALS, INC. AND SUBSIDIARIES
Unaudited Reconciliations of Non-GAAP Financial Measures
($ in thousands, except share and per share amounts)
The tables below reconcile our net income to Adjusted EBITDA and Adjusted EBITDA Margin by segment and on a consolidated basis for the three and six months ended June 29, 2024 and July 1, 2023.
Reconciliation of Net Income (Loss) to Adjusted EBITDAThree months ended June 29, 2024
by SegmentWestEastCementCorporateConsolidated
($ in thousands)
Net income (loss)$82,939$51,434$98,787$(127,085)$106,075
Interest (income) expense(7,734)(5,408)(6,286)72,27752,849
Income tax expense1,300——24,51625,816
Depreciation, depletion and amortization29,82422,84148,2242,490103,379
EBITDA$106,329$68,867$140,725$(27,802)$288,119
Accretion44652844—1,018
(Gain) loss on sale of businesses(4,672)914——(3,758)
Non-cash compensation———7,4137,413
Argos USA acquisition and integration costs (2)———9,7379,737
Other (3)(518)245—(6,090)(6,363)
Adjusted EBITDA$101,585$70,554$140,769$(16,742)$296,166
Adjusted EBITDA Margin (1)24.0 %21.6 %43.3 %27.5 %
Reconciliation of Net Income (Loss) to Adjusted EBITDAThree months ended July 1, 2023
by SegmentWestEastCementCorporateConsolidated
($ in thousands)
Net income (loss)$78,354$34,648$47,871$(76,145)$84,728
Interest (income) expense(3,378)(2,890)(4,890)39,06027,902
Income tax expense1,478——21,00322,481
Depreciation, depletion and amortization27,88415,2549,8701,03454,042
EBITDA$104,338$47,012$52,851$(15,048)$189,153
Accretion26046421—745
Non-cash compensation———5,2165,216
Other (3)(81)141—(3,429)(3,369)
Adjusted EBITDA$104,517$47,617$52,872$(13,261)$191,745
Adjusted EBITDA Margin (1)26.1 %28.3 %47.3 %28.2 %
Reconciliation of Net Income (Loss) to Adjusted EBITDASix months ended June 29, 2024
by SegmentWestEastCementCorporateConsolidated
($ in thousands)
Net income (loss)$101,889$85,925$123,780$(272,789)$38,805
Interest (income) expense(14,497)(9,980)(12,640)141,858104,741
Income tax expense (benefit)1,809——12,94214,751
Depreciation, depletion and amortization59,71845,40088,8874,337198,342
EBITDA$148,919$121,345$200,027$(113,652)$356,639
Accretion8901,05086—2,026
Loss on debt financings———5,4535,453
Gain on sale of businesses(3,828)(14,915)——(18,743)
Non-cash compensation———14,13314,133
Argos USA acquisition and integration costs (2)—6211070,85971,031
Other (3)(996)488—(12,640)(13,148)
Adjusted EBITDA$144,985$108,030$200,223$(35,847)$417,391
Adjusted EBITDA Margin (1)20.5 %18.5 %36.0 %22.6 %
Reconciliation of Net Income (Loss) to Adjusted EBITDASix months ended July 1, 2023
by SegmentWestEastCementCorporateConsolidated
($ in thousands)
Net income (loss)$87,276$40,586$44,846$(119,192)$53,516
Interest (income) expense(6,709)(5,652)(9,853)77,53655,322
14

Income tax expense2,217——13,79816,015
Depreciation, depletion and amortization54,00730,35117,8502,022104,230
EBITDA$136,791$65,285$52,843$(25,836)$229,083
Accretion51090239—1,451
Loss on debt financings———493493
Non-cash compensation———9,9249,924
Other (3)(106)282—(8,181)(8,005)
Adjusted EBITDA$137,195$66,469$52,882$(23,600)$232,946
Adjusted EBITDA Margin (1)21.6 %23.1 %31.9 %21.4 %
________________________________________________
(1) Adjusted EBITDA Margin is defined as Adjusted EBITDA as a percentage of net revenue.
(2) The adjustment for acquisition and integration costs related to the transaction is comprised of finder's fees, advisory, legal and professional fees incurred relating to the transaction.
(3) Consists primarily of interest income earned on cash balances.

15

The table below reconciles our net income attributable to Summit Materials, Inc. to adjusted diluted net income per share for the three and six months ended June 29, 2024 and July 1, 2023. The per share amount of the net income attributable to Summit Materials, Inc. presented in the table is calculated using the total equity interests for the purpose of reconciling to adjusted diluted net income per share.
 Three months endedSix months ended
 June 29, 2024July 1, 2023June 29, 2024July 1, 2023
Reconciliation of Net Income Per Share to Adjusted Diluted EPSNet IncomePer Equity UnitNet IncomePer Equity UnitNet IncomePer Equity UnitNet IncomePer Equity Unit
Net income attributable to Summit Materials, Inc.$106,075 $0.60 $83,637 $0.70 $39,209 $0.23 $52,833 $0.44 
Adjustments:
Net income (loss) attributable to noncontrolling interest— — 1,091 0.01 (404)— 683 0.01 
Argos USA acquisition and integration costs, net of tax6,723 0.05 — — 58,306 0.33 — — 
Loss (gain) on sale of businesses, net of tax2,366 0.01 — — (7,333)(0.04)— — 
Loss on debt financings— — — — 5,453 0.03 493 — 
Adjusted diluted net income$115,164 $0.66 $84,728 $0.71 $95,231 $0.55 $54,009 $0.45 
Weighted-average shares:    
Basic Class A common stock175,510,071  118,848,214  171,478,056  118,706,385  
LP Units outstanding—  1,310,004  255,783  1,310,630  
Total equity units175,510,071  120,158,218  171,733,839  120,017,015  

The following table reconciles operating income to Adjusted Cash Gross Profit and Adjusted Cash Gross Profit Margin for the three and six months ended June 29, 2024 and July 1, 2023.  
 Three months endedSix months ended
 June 29,July 1,June 29,July 1,
Reconciliation of Operating Income to Adjusted Cash Gross Profit2024202320242023
($ in thousands)    
Operating income$172,896$129,633$128,043$114,158
General and administrative expenses83,87553,838152,40199,836
Depreciation, depletion, amortization and accretion104,39754,787200,368105,681
Transaction and integration costs10,2651,71272,4732,076
Gain on sale of property, plant and equipment (3,180)(3,223)(4,028)(3,653)
Adjusted Cash Gross Profit (exclusive of items shown separately)$368,253$236,747$549,257$318,098
Adjusted Cash Gross Profit Margin (exclusive of items shown separately) (1)34.2 %34.8 %29.7 %29.2 %
_______________________________________________________
(1) Adjusted Cash Gross Profit Margin is defined as Adjusted Cash Gross Profit as a percentage of net revenue.

The following table reconciles net cash provided by operating activities to free cash flow for the three and six months ended June 29, 2024 and July 1, 2023. 
16

 Three months endedSix months ended
 June 29,July 1,June 29,July 1,
($ in thousands)2024202320242023
Net income$106,075 $84,728 $38,805 $53,516 
Non-cash items123,233 75,986 207,620 126,418 
Net income adjusted for non-cash items229,308 160,714 246,425 179,934 
Change in working capital accounts(77,659)(67,007)(135,021)(85,892)
Net cash provided by operating activities151,649 93,707 111,404 94,042 
Capital expenditures, net of asset sales(105,888)(59,326)(161,743)(121,133)
Free cash flow$45,761 $34,381 $(50,339)$(27,091)

Contact:
 
Andy Larkin
VP, Investor Relations
andy.larkin@summit-materials.com
720-618-6013


17
v3.24.2.u1
Cover Document
Aug. 05, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 05, 2024
Entity Registrant Name Summit Materials, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-36873
Entity Tax Identification Number 47-1984212
Entity Address, Address Line One 1801 California Street
Entity Address, Address Line Two Suite 3500
Entity Address, City or Town Denver
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80202
City Area Code 303
Local Phone Number 893-0012
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock (par value, $0.01 per share)
Trading Symbol SUM
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001621563
Amendment Flag false
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