v3.26.1
Business Acquisitions
 9 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Acquisitions Business Acquisitions
Acquisition of Certain Assets from Affiliates of Vulcan Materials Company
On October 3, 2025, the Company acquired certain asphalt manufacturing and construction assets from affiliates of Vulcan Materials Company (“VMC”) in the Houston, Texas metro area for $107.7 million, which was paid from available cash on hand and a draw from the Revolving Credit Facility. The transaction added eight HMA plants and related crews and equipment, expanding the Company’s operations in southeastern Texas.
Acquisition of P&S Paving, LLC
On October 20, 2025, the Company acquired all of the equity interests of P&S Paving, LLC (“P&S” and such acquisition, the “P&S Acquisition”), an asphalt manufacturing and construction business headquartered in Daytona Beach, Florida, for (i) $93.3 million of cash, which was paid from available cash on hand and a draw from the Revolving Credit Facility, and (ii) $51.5 million in shares of Class A common stock. The transaction expanded the Company’s operations in Florida, adding two HMA plants and related crews and equipment serving northeast and central Florida.
Acquisition of GMJ Paving Company, LLC
On January 30, 2026, the Company acquired substantially all of the assets of GMJ Paving Company, LLC (“GMJ”), an asphalt manufacturing and construction business in the Houston, Texas metro area, for $37.9 million of cash, which was paid from available cash on hand and a draw from the Revolving Credit Facility. The transaction added an HMA plant in Baytown, Texas and related crews and equipment, expanding the Company’s operations in southeastern Texas.
Acquisition of Four Star Paving, LLC
On April 1, 2026, the Company acquired substantially all of the assets of Four Star Paving, LLC (“Four Star”), a commercial paving contractor in the Nashville, Tennessee metro area, for $58.2 million of cash, which was paid from available cash on hand and a draw from the Revolving Credit Facility. The transaction added construction crews and equipment, expanding the Company’s operations in middle Tennessee.
Identifiable assets acquired and liabilities assumed were recorded at their estimated fair values based on the methodology described under “Fair Value Measurements” in Note 2 - Significant Accounting Policies. The amount of the purchase price exceeding the net fair value of identifiable assets acquired and liabilities assumed was recorded as provisional goodwill in the amount of approximately $196.5 million, which is deductible for income tax purposes. Goodwill primarily represents the assembled work force and synergies expected to result from these acquisitions, which may change as estimates are finalized.
The following table summarizes the consideration for the acquisitions and the provisional amounts of identified assets acquired and liabilities assumed as of June 30, 2026 (unaudited, in thousands):
VMCP&SGMJFour StarTotal
Cash and cash equivalents$— $107 $— $— $107 
Contracts receivable including retainage— 15,831 8,894 5,557 30,282 
Costs and estimated earnings in excess of billings on uncompleted contracts88 753 2,253 1,117 4,211 
Inventories10,790 751 320 — 11,861 
Prepaid expenses and other current assets— 285 — — 285 
Property, plant and equipment 59,915 44,129 16,801 15,397 136,242 
Operating lease right-of-use assets797 — 817 — 1,614 
Intangible assets 1,000 250 — — 1,250 
Total assets72,590 62,106 29,085 22,071 185,852 
Accounts payable— 6,025 7,052 3,237 16,314 
Billings in excess of costs and estimated earnings on uncompleted contracts1,397 8,051 1,594 485 11,527 
Accrued expenses and other current liabilities1,279 1,567 274 615 3,735 
Operating lease liabilities797 — 817 — 1,614 
Total liabilities3,473 15,643 9,737 4,337 33,190 
Goodwill38,607 98,287 18,680 40,931 196,505 
Total cash consideration transferred107,724 93,291 37,903 58,117 297,035 
Fair value of Class A common stock transferred— 51,459 — — 51,459 
Total consideration payable— — 125 548 673 
Total purchase price$107,724 $144,750 $38,028 $58,665 $349,167 

The Consolidated Statements of Comprehensive Income include $101.3 million of revenue and $4.8 million of net income attributable to the operations of the acquired businesses for the three months ended June 30, 2026 and $249.7 million of revenue and $15.2 million of net income attributable to the operations of the acquired businesses for the nine months ended June 30, 2026. The Company recorded certain costs related to the acquisitions as they were incurred, which are reflected in acquisition-related expenses on the Company’s Consolidated Statements of Comprehensive Income in the amount of $0.2 million for the three months ended June 30, 2026 and $11.7 million for the nine months ended June 30, 2026.
The following tables present pro forma revenues and net income as though the acquisitions had occurred on October 1, 2024 (unaudited, in thousands):

For the Three Months Ended June 30,
20262025
Pro forma revenues$999,418 $914,087 
Pro forma net income$60,556 $53,763 

For the Nine Months Ended June 30,
20262025
Pro forma revenues$2,606,692 $2,422,670 
Pro forma net income $98,847 $95,286 
Pro forma financial information is presented as if the operations of the acquired businesses had been included in the consolidated results of the Company since October 1, 2024, and gives effect to transactions that are directly attributable to the acquisitions, including adjustments to:
(a)include the pro forma results of operations of the acquired businesses for the three and nine months ended June 30, 2026 and 2025;
            
(b)include additional depreciation and depletion expense related to the fair value of acquired property, plant and equipment and reserves at aggregates facilities, as applicable, as if such assets were acquired on October 1, 2024 and subject to the Company’s depreciation and depletion methodologies as of that date;

(c)include interest expense under the Revolving Credit Facility, as if the funds borrowed to finance the purchase prices were borrowed on October 1, 2024, and assuming that (i) no principal payments were made from October 1, 2024 through June 30, 2026 and (ii) the interest rate in effect on the date of the acquisitions was in effect from October 1, 2024 through June 30, 2026; and

(d)exclude $0.2 million and $11.7 million of acquisition-related expenses from the three and nine months ended June 30, 2026, as though such expenses were incurred prior to the pro forma acquisition date of October 1, 2024.

Pro forma information is presented for informational purposes and may not be indicative of revenue or net income that would have been achieved if these acquisitions had occurred on October 1, 2024.
Provisional Accounting
During the nine months ended June 30, 2026, there were no material measurement period adjustments to provisional acquisitions as reported in the 2025 Form 10-K.