Subsequent Events |
9 Months Ended |
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Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events Acquisition of Ellsworth Construction, LLC On July 10, 2026, the Company acquired all of the equity interests of Ellsworth Construction, LLC (“Ellsworth”), an asphalt manufacturing and construction business headquartered in Tulsa, Oklahoma, for (i) $77.2 million of cash, which was paid from available cash on hand and a draw from the Revolving Credit Facility, and (ii) $24.8 million in shares of Class A common stock. The transaction added construction crews throughout the Tulsa and Oklahoma City metropolitan areas, an HMA plant in Broken Arrow, Oklahoma and a permitted asphalt plant site in Greater Oklahoma City. As of the date of this report, the total amount of consideration for this transaction remains subject to post-closing adjustments with respect to working capital and other matters. The membership interest purchase agreement entered into in connection with the acquisition of Ellsworth includes an earn-out provision that requires the Company to pay up to $10.0 million in cash to the former owners of Ellsworth based upon the extent of the acquired business’s achievement of certain annual Adjusted EBITDA targets over a five-year period ending September 30, 2031. No payment will be due if the Adjusted EBITDA targets are not achieved at a specified threshold level. In connection with the acquisition, the Company issued awards under the Equity Incentive Plan to key employees of Ellsworth consisting of 20,000 shares of restricted Class A common stock, in the aggregate, having a grant date fair value of approximately $1.9 million and vesting as to one-half of the shares on each of September 30, 2030 and 2031.
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