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ACQUISITIONS
6 Months Ended
Sep. 30, 2022
Business Combinations [Abstract]  
ACQUISITIONS

(C) ACQUISITIONS

ConAgg Acquisition

On April 22, 2022, we purchased the assets of a readymix concrete and aggregates business (the ConAgg Acquisition). The purchase price of the ConAgg Acquisition was approximately $121.2 million, which was paid in April 2022. During August 2022, we finalized the working capital adjustment, which resulted in a reduction in the purchase price of approximately $1.0 million. After this reduction, the purchase price for the ConAgg Acquisition was approximately $120.2 million. The purchase price and expenses incurred in connection with the ConAgg Acquisition were funded through borrowings under our revolving credit facility. Operations related to the ConAgg Acquisition are included in the Concrete and Aggregates business in our segment reporting from April 22, 2022, through September 30, 2022.

The following table summarizes the allocation of the Purchase Price to assets acquired and liabilities assumed:

 

 

 

 

 

 

Fair Value

 

Working Capital

 

$

10,780

 

Property, Plant, and Equipment

 

 

39,489

 

Intangible Assets

 

 

30,750

 

Goodwill

 

 

39,135

 

Total Estimated Purchase Price

 

$

120,154

 

 

The estimated useful lives assigned to Property, Plant, and Equipment range from 5 to 30 years, while the estimated useful lives assigned to Intangible Assets range from 2 to 15 years.

The following table presents the Revenue and Operating Earnings related to the ConAgg Acquisition that has been included in our Consolidated Statement of Earnings from April 22, 2022, through September 30, 2022.

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

 

September 30, 2022

 

 

 

(dollars in thousands)

 

Revenue

 

$

13,885

 

 

$

24,915

 

Operating Earnings

 

$

1,750

 

 

$

1,643

 

 

Operating Earnings shown above for the three and six months ended September 30, 2022 were reduced by approximately $2.1 million and $4.1 million related to depreciation and amortization, respectively. Additionally, Operating Earnings for the three and six months ended September 30, 2022, were reduced by approximately $0.9 million and $2.1 million related to the recording of acquired inventories at fair value, respectively.

Terminal Acquisition

On September 16, 2022, we acquired a cement distribution terminal located in Nashville, Tennessee (the Terminal Acquisition). The purchase price of the Terminal Acquisition was approximately $39.5 million. The purchase price allocation has not been finalized. The Terminal Acquisition was funded through borrowings under our revolving credit facility. Operations related to the Terminal Acquisition are included in the Cement business in our segment reporting from September 16, 2022, through September 30, 2022.

 

The following table summarizes the preliminary allocation of the purchase price of the Terminal Acquisition to the assets acquired and liabilities assumed as of September 30, 2022:

 

 

 

 

 

 

Estimated Fair Value

 

Working Capital

 

$

1,116

 

Property, Plant, and Equipment

 

 

23,301

 

Intangible Assets

 

 

5,050

 

Goodwill

 

 

9,978

 

Total Estimated Purchase Price

 

$

39,445

 

 

The estimated useful lives assigned to Property, Plant, and Equipment range from 5 to 25 years, while the estimated useful lives assigned to Intangible Assets range from 2 to 15 years.