Exhibit 99.1

 

LOGO       NEWS RELEASE

Suncrete Announces Q2 2026 Earnings Results

Revenue Up 146% Compared to Q2 2025

Company Maintains 2026 Outlook

Tulsa, OK, August 14, 2026 Suncrete, Inc. (NASDAQ: RMIX) (the “Company”), a ready-mix concrete logistics and distribution platform strategically located in the Sunbelt region of the United States, today announced results for the second quarter ended June 30, 2026.

Randall Edgar, Suncrete’s Chief Executive Officer, said, “We are pleased to report significant year-over-year growth in the second quarter, reflecting strong execution across our organization. Our teams performed at a high level, consistently delivering materials on time and to customer specifications and reinforcing our core mission of reliably serving our customers. We believe our commitment to putting people, culture, and safety at the forefront of everything we do is a meaningful competitive advantage that enables us to deliver exceptional service and build lasting customer relationships. Despite unusually wet weather across much of our footprint in the second quarter, demand throughout our markets remained strong. We continue to be encouraged by the favorable fundamentals across the Sunbelt, supported by infrastructure investment, population and economic growth, and healthy commercial and residential construction activity. With these demand drivers, our expanding platform, and continued execution of our organic and acquisition growth strategies, we remain confident in our outlook and are maintaining our fiscal 2026 guidance.”

Edgar added, “During the quarter, we also made significant progress executing our acquisition strategy. We established a new platform in Texas and Louisiana through the acquisition of Hope Concrete, followed by the acquisition of Nelson Bros., which further strengthened our position in North Texas. We subsequently expanded our geographic reach further into Arkansas, Louisiana, Missouri, and Mississippi through the acquisition of ABC Block Company, a leading supplier of concrete products headquartered in Little Rock, Arkansas. We are making steady progress integrating these businesses and implementing initiatives across purchasing, pricing, logistics, and operational execution that we believe will enhance performance and contribute to future growth. At the same time, our acquisition pipeline continues to expand, providing additional opportunities to build scale in our existing markets and enter attractive new geographies.”


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Ned N. Fleming, III, the Company’s Executive Chairman, stated, “We are proud of our team’s exceptional execution this quarter as we continue to advance Suncrete’s long-term growth strategy. We believe our high-performing, scalable platform positions us to drive continued market share gains through a combination of organic growth and disciplined M&A. Central to our approach is partnering with high-quality local operators and providing them with the resources, scale, and support of the broader Suncrete organization while preserving the local expertise and customer relationships that made them successful. Through our disciplined growth strategy, focused on expanding market share, driving organic growth, and entering new markets through accretive acquisitions, we believe Suncrete is positioned to enhance shareholder value.”

Revenues were $97.2 million in the second quarter, an increase of 146% compared to $39.5 million in the same quarter last year.

Net loss was $37.1 million in the second quarter, compared to a net loss of $325,000 in the same quarter last year.

Adjusted EBITDA(1) in the second quarter was $13.5 million compared to $7.0 million in the same quarter last year.

Supplemental Adjusted EBITDA(1), which excludes affiliated consultant compensation, in the second quarter was $14.6 million compared to $7.7 million in the same quarter last year.

Total yards of ready-mix concrete produced and delivered in the second quarter increased 123% compared to the same quarter last year.

 

(1)

Adjusted EBITDA and Supplemental Adjusted EBITDA are financial measures not presented in accordance with U.S. generally accepted accounting principles (“GAAP”). Please see “Non-GAAP Financial Measures” at the end of this press release for additional information.

2026 Outlook

The Company is maintaining its outlook for 2026 that reflects management’s current expectations for organic growth and project execution across its core markets and includes the expected contribution of recent acquisitions, including Hope Concrete, Nelson Bros. and ABC Block Company, following the close of such acquisitions in the Company’s second quarter, with the exception of a $26.9 million non-cash charge related to the business combination that impacted net income. This guidance is based on current economic conditions and assumes no significant changes in the overall economy or other condition in the Sunbelt region of the United States in 2026. The guidance does not include the potential contribution of any future acquisitions.

 

   

Revenue in the range of $420 million to $480 million

 

   

Net loss in the range of $(31) million to $(7) million

 

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Adjusted net income (loss) in the range of $(4) million to $20 million(2)

 

   

Adjusted EBITDA in the range of $68 million to $93 million(2)

 

   

Supplemental Adjusted EBITDA in the range of $71 million to $96 million(2)

 

(2)

Adjusted net income, Adjusted EBITDA and Supplemental Adjusted EBITDA are financial measures not presented in accordance with GAAP. Please see “Non-GAAP Financial Measures” at the end of this press release for additional information.

Conference Call

The Company will conduct a conference call today at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) to discuss financial and operating results for the second quarter ended June 30, 2026. To access the call live by phone, dial (412) 902-0003 and ask for the Suncrete call at least 10 minutes prior to the start time. A webcast of the call will also be available live and for later replay on the Company’s Investor Relations website at www.suncrete.com.

About Suncrete

Suncrete is a leading pure-play ready-mix concrete company headquartered in Tulsa, Oklahoma, serving a diversified customer base across infrastructure, commercial, and residential construction projects throughout Oklahoma, Arkansas, Texas, and Louisiana, and concrete products in Arkansas, Louisiana, Mississippi, and Missouri. Suncrete is a scalable and vertically integrated logistics and distribution platform operating as a mission-critical partner in the construction value chain. The Company operates batching plants, a dedicated fleet of owned mixer trucks and a tech-enabled dispatch infrastructure through its decentralized plant network supported by regionally centralized leadership in local markets. Suncrete optimizes purchasing, pricing, customer relationships, and fleet utilization, enabling consistent customer service and reliable delivery of products on time and to customers’ specifications. With a disciplined acquisition strategy and a focus on some of the nation’s fastest-growing and most resilient construction markets, Suncrete is well positioned to benefit from continued population growth, urbanization, and infrastructure investment across the U.S. Sunbelt. To learn more, visit www.suncrete.com.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements herein that are not historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally can be identified by the words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “should,” “will,” “would,” and similar expressions or the negative of such terms or other comparable terminology. Examples of forward-looking statements include, but are not limited to, statements related to the Company’s financial projections, future events,

 

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business strategy, future performance and future operations, statements regarding the Company’s acquisition strategy and statements relating to the benefits of recently completed acquisitions. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those expressed in the forward-looking statements include, but are not limited to, the Company’s ability to successfully manage and integrate acquisitions; failure to realize the expected economic benefits of acquisitions, including future levels of revenues being lower than expected and costs being higher than expected; failure or inability to implement growth strategies in a timely manner; declines in public infrastructure construction and reductions in government funding; risks related to the Company’s operating strategy; competition for projects in the Company’s local markets; risks associated with the Company’s capital-intensive business; government requirements and initiatives; unfavorable economic conditions and restrictive financing markets; risks related to adverse weather conditions; the Company’s substantial indebtedness and the restrictions imposed on the Company by the terms thereof; risks related to the Company’s information technology systems and infrastructure; the Company’s ability to maintain effective internal control over financial reporting; and the other risks described in the Company’s filings with the Securities and Exchange Commission, including the Company’s most recent Quarterly Report on Form 10-Q. Forward-looking statements speak only as of the date they are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events, or circumstances or other changes affecting such statements except to the extent required by applicable law.

Suncrete Investor Contact:

Rick Black

Investor Relations

Suncrete@DennardLascar.com

(713) 529-6600

 

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SUNCRETE, INC.

Condensed Consolidated Statements of Operations

(unaudited in thousands, except share and per share amounts)

 

     Three months ended     Six months ended  
     June 30, 2026     June 30, 2025     June 30, 2026     June 30, 2025  

Revenues

   $ 97,231     $ 39,496     $ 159,059     $ 77,235  

Cost of Goods Sold

     68,920       26,781       110,975       51,146  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross Profit

     28,311       12,715       48,084       26,089  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating Expenses:

        

Selling, general, and administrative expenses

     24,765       9,857       41,390       19,491  

Acquisition-related costs

     12,188       —        13,144       —   

Loss on disposal of assets, net

     86       40       86       120  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     37,039       9,897       54,620       19,611  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income (loss)

     (8,728     2,818       (6,536     6,478  
  

 

 

   

 

 

   

 

 

   

 

 

 

Other income (expense):

        

Other income (expense)

     (26,950     (498     (26,876     (483

Interest expense, net

     (4,027     (2,645     (8,042     (5,253
  

 

 

   

 

 

   

 

 

   

 

 

 

Total other expense

     (30,977     (3,143     (34,918     (5,736
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) before income taxes

     (39,705     (325     (41,454     742  

Income tax benefit

     (2,595     —        (2,595     —   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     (37,110     (325     (38,859     742  
  

 

 

   

 

 

   

 

 

   

 

 

 

Distributions to senior preferred unitholders

     (628     (577     (1,226     (1,167

Series A preferred stock dividends

     (540     —        (540     —   

Accretion of redeemable preferred units to redemption value

     (10,625     (3,710     (13,845     (6,172
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss attributable to common stockholders

   $ (48,903   $ (4,612   $ (54,470   $ (6,597
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average common shares outstanding—basic and diluted

     67,519,137       19,093,562       43,440,122       19,093,562  
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic and diluted loss per common stock

   $ (0.72   $ (0.24   $ (1.25   $ (0.35
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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SUNCRETE, INC.

Condensed Consolidated Balance Sheets

(in thousands, except share amounts)

 

     June 30, 2026     December 31, 2025  
     (unaudited)        

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 28,632     $ 6,333  

Accounts receivable, net

     69,361       33,699  

Inventory

     24,204       8,723  

Other current assets

     15,555       5,047  
  

 

 

   

 

 

 

Total current assets

     137,752       53,802  
  

 

 

   

 

 

 

Property, plant and equipment:

    

Property, plant and equipment, at cost

     281,422       168,767  

Less: accumulated depreciation

     (27,142     (15,930
  

 

 

   

 

 

 

Property, plant and equipment, net

     254,280       152,837  
  

 

 

   

 

 

 

Goodwill

     152,983       79,505  

Customer relationships, net

     84,910       71,373  

Trade name

     46,874       24,800  

Other noncurrent assets, net

     22,632       2,385  
  

 

 

   

 

 

 

Total assets

   $ 699,431     $ 384,702  
  

 

 

   

 

 

 

Liabilities, Redeemable Mezzanine Equity and Stockholders’ Equity (Deficit)

    

Current liabilities:

    

Accounts payable

   $ 35,331     $ 12,558  

Accrued liabilities

     43,547       27,080  

Current portion of lease liabilities

     2,275       475  

Long-term debt, current portion

     17,370       13,654  
  

 

 

   

 

 

 

Total current liabilities

     98,523       53,767  
  

 

 

   

 

 

 

Long-term lease liability

     13,366       1,727  

Deferred income taxes

     21,785       —   

Other long-term liabilities

     6,650       —   

Long-term debt, net

     201,103       186,625  
  

 

 

   

 

 

 

Total liabilities

     341,427       242,119  

Commitments and contingencies (Note 17)

    

Redeemable mezzanine equity:

    

Redeemable senior preferred units, zero and 26,000,000 units issued and outstanding (at redemption value) at June 30, 2026 and December 31, 2025, respectively

     —        26,590  

Redeemable preferred units, zero and 115,700,000 units issued and outstanding (at redemption value) at June 30, 2026 and December 31, 2025, respectively

     —        130,623  

Stockholders’ Equity (Deficit):

    

Series A Preferred Stock, $0.0001 par value, $1,000 stated value per share; 10,000,000 shares authorized, 26,000 and zero shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

     —        —   

Class A common stock, $0.0001 par value; 400,000,000 shares authorized, 49,339,225 and 11,023,435 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

     5       1  

Class B common stock, $0.0001 par value; 100,000,000 shares authorized, 24,146,609 and 11,551,903 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

     2       1  

Accumulated deficit

     (57,892     (14,632

Additional paid-in capital

     415,889       —   
  

 

 

   

 

 

 

Total stockholders’ equity (deficit)

     358,004       (14,630
  

 

 

   

 

 

 

Total liabilities, redeemable mezzanine equity and stockholders’ equity (deficit)

   $ 699,431     $ 384,702  
  

 

 

   

 

 

 

 

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SUNCRETE, INC.

Condensed Consolidated Statements of Cash Flows

(unaudited in thousands)

 

     Six months ended June 30,  
     2026     2025  

Cash Flows from Operating Activities:

    

Net income (loss)

   $ (38,859   $ 742  

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

    

Depreciation and amortization

     15,819       8,337  

Loss on disposal of assets, net

     86       120  

Non-cash lease expense

     229       76  

Non-cash share-based compensation

     1,084       267  

Non-cash contract asset reduction

     486       —   

Deferred income taxes

     (2,555     —   

Non-cash expense for Class B shares issued to an affiliated equity holder

     26,875       —   

Non-cash debt issuance cost amortization

     344       244  

Changes in operating assets and liabilities, net of effects of acquisitions:

    

Accounts receivable, net

     (8,421     218  

Inventory

     4,175       (494

Other current assets

     (1,330     (168

Other noncurrent assets, net

     (169     —   

Accounts payable

     (10,504     507  

Accrued liabilities

     357       (125
  

 

 

   

 

 

 

Net cash provided by (used in) operating activities

     (12,383     9,724  
  

 

 

   

 

 

 

Cash Flows from Investing Activities:

    

Additions to property, plant and equipment

     (10,011     (9,416

Cash paid for acquisitions, net of cash acquired

     (174,054     —   

Proceeds from sales of property, plant and equipment

     45       123  
  

 

 

   

 

 

 

Net cash used in investing activities

     (184,020     (9,293
  

 

 

   

 

 

 

Cash Flows from Financing Activities:

    

Borrowings of debt

     30,000       —   

Repayment of debt

     (14,101     (7,450

Payment of debt issuance costs

     (1,840     —   

Distributions on Redeemable Senior Preferred Units

     (1,226     (1,167

Proceeds from issuance of shares to PIPE investors

     167,120       —   

Proceeds from merger financing

     8,179       —   

Prepaid forward early termination proceeds

     56,744       —   

Payment of merger and recapitalization related transaction costs

     (26,174     —   
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     218,702       (8,617
  

 

 

   

 

 

 

Net change in cash and cash equivalents

     22,299       (8,186

Beginning cash and cash equivalents

     6,333       8,410  
  

 

 

   

 

 

 

Ending cash and cash equivalents

   $ 28,632     $ 224  
  

 

 

   

 

 

 

 

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Non-GAAP Financial Measures

Adjusted EBITDA represents net income (loss) before interest expense, net, depreciation and amortization, and further adjusted to exclude certain non-cash or non-operating items that management does not consider indicative of our core operating performance. Such adjustments include share-based compensation expense, acquisition-related costs, acquisition bonuses, public company readiness costs, acquisition-related financing costs, and other (income) expense, as each are applicable to the periods presented. Supplemental Adjusted EBITDA further adjusts Adjusted EBITDA to exclude recurring affiliated consultant compensation. Management believes these measures provide investors with a clearer view of underlying operating performance. Adjusted EBITDA margin and Supplemental Adjusted EBITDA margin represent these measures as a percentage of revenue.

Management uses these measures as key performance indicators to evaluate our operating performance and assess trends, and believes they are also frequently used by securities analysts, investors, and other parties to evaluate companies in our industry. Management believes these non-GAAP measures enhance investors’ understanding of our operating performance and facilitate meaningful period-to-period comparisons. These measures have limitations as analytical tools and should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP as an indicator of our operating performance. Our calculation of Adjusted EBITDA, Supplemental Adjusted EBITDA, Adjusted EBITDA margin, and Supplemental Adjusted EBITDA margin may not be comparable to similarly named measures reported by other companies. Potential differences may include differences in capital structures, tax positions and the age and book depreciation of intangible and tangible assets.

 

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The following tables present a reconciliation of net income (loss) to Adjusted EBITDA and Supplemental Adjusted EBITDA and the calculation of Adjusted EBITDA margin and Supplement Adjusted EBITDA margin (in thousands):

 

     Three months ended  
     June 30,
2026
    June 30,
2025
 

Net income (loss)

   $ (37,110   $ (325

Plus:

    

Interest expense, net

     4,027       2,645  

Income tax benefit

     (2,595     —   

Depreciation and amortization expense

     9,169       4,218  

Share-based compensation expense

     947       138  

Acquisition-related costs(1)

     12,188       —   

Public company readiness(2)

     —        281  

Other (income) expense(3)

     26,875       —   
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 13,501     $ 6,957  
  

 

 

   

 

 

 

Affiliated consultant compensation(4)

     1,121       726  

Supplemental Adjusted EBITDA

   $ 14,621       7,683  

Revenues

   $ 97,231     $ 39,496  

Net income margin

     (38.2 )%      (0.8 )% 

Adjusted EBITDA margin

     13.9     17.6

Supplemental Adjusted EBITDA margin

     15.0     19.5

 

(1)

Represents legal and advisory fees incurred in connection with acquisitions.

(2)

Represents professional service costs incurred in connection with acquisition-related technical accounting and advisory support, as well as incremental costs to support our preparation for becoming a public company (e.g., resources to facilitate public company readiness).

(3)

Represents the fair value of Class B common stock issued to an affiliated equity holder in connection with the Business Combination.

(4)

Reflects recurring affiliated consultant compensation paid to support the Company’s management team on various growth initiatives.

 

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The following table presents a reconciliation of net income, the most directly comparable measure calculated in accordance with GAAP, to Adjusted EBITDA and Supplemental Adjusted EBITDA, using the high and low ends of the Company’s projected ranges (unaudited, in thousands):

 

     For the fiscal year
ending December 31,
2026
 
     Low      High  

Net income (loss)

   $ (31,231    $ (6,631

Plus:

     

Interest expense, net

     18,413        18,413  

Depreciation and amortization expense

     45,287        45,287  

Share-based compensation expense

     555        555  

Acquisition-related costs(1)

     8,140        8,140  

Public company readiness(2)

     161        161  

Other (income) expense(3)

     26,875        26,875  
  

 

 

    

 

 

 

Adjusted EBITDA

   $ 68,200      $ 92,800  
  

 

 

    

 

 

 

Affiliated consultant compensation (4)

     3,200        3,200  
  

 

 

    

 

 

 

Supplemental Adjusted EBITDA

   $ 71,400      $ 96,000  
  

 

 

    

 

 

 

 

(1)

Represents legal and advisory fees incurred in connection with acquisitions.

(2)

Represents professional service costs incurred in connection with acquisition-related technical accounting and advisory support, as well as incremental costs to support our preparation for becoming a public company (e.g., resources to facilitate public company readiness).

(3)

Represents the fair value of Class B common stock issued to an affiliated equity holder in connection with the Business Combination.

(4)

Reflects recurring affiliated consultant compensation paid to support the Company’s management team on various growth initiatives.

Adjusted net income (loss) represents net income (loss) excluding a non-cash charge equal to the fair value of Class B common stock issued to an affiliated equity holder in connection with the Business Combination.

The following table presents a reconciliation of net income (loss), the most directly comparable measure calculated in accordance with GAAP, to Adjusted net income (loss) using the high and low ends of the Company’s projected ranges (unaudited, in thousands):

 

     For the fiscal year
ending December 31,
2026
 
     Low      High  

Net income (loss)

   $ (31,231    $ (6,631

Plus:

     

Other (income) expense(1)

     26,875        26,875  
  

 

 

    

 

 

 

Adjusted net income (loss)

   $ (4,356    $ 20,244  
  

 

 

    

 

 

 

 

(1)

Represents the fair value of Class B common stock issued to an affiliated equity holder in connection with the Business Combination.

 

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