v3.26.1
Acquisitions
 6 Months Ended
Aug. 01, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
Fiscal 2027. During the second quarter of fiscal 2027, we acquired National Technology Integrators, a low-voltage engineering and construction firm based in Maryland. This acquisition expands our service offerings and our customer base. The purchase price is valued at $275.0 million as of the signing of the acquisition on a cash-free, debt-free basis. The value is subject to post-closing adjustment, including the final determination of cash, indebtedness, transaction expenses, and working capital balances. At the closing date, the funding of the acquisition included a cash payment of $226.4 million ($225.4 million net of cash acquired of $1.0 million), the issuance of 95,550 shares of Dycom common stock to the sellers valued at $45.0 million, and the assumption of seller indebtedness of $12.3 million. Total consideration was $271.4 million. National Technology Integrators is reported as part of the Company’s Building Systems segment. The purchase price allocation for this business is preliminary and will be completed when valuations for intangible assets and other amounts are finalized within the 12-month measurement period from the date of acquisition.

Fiscal 2026. During the fourth quarter of fiscal 2026, we acquired Power Solutions, LLC (“Power Solutions”), a company that provides comprehensive building infrastructure solutions, including electrical, energy management, security, and fire safety systems for data centers and other critical facilities in the Greater Washington D.C., Maryland, and Virginia area. This acquisition expands our service offerings and our customer base. The purchase price was valued at $1.95 billion as of the signing of the acquisition on a cash-free, debt-free basis. The value was subject to post-closing adjustment, including the final determination of cash, indebtedness and working capital balances. At the closing date, the funding of the acquisition included a cash payment of $1,644.9 million ($1,628.6 million net of cash acquired of $16.3 million), the issuance of 1,011,069 shares of Dycom common stock to the sellers valued at $351.0 million, and the assumption of seller indebtedness of $64.8 million. A post-closing working capital adjustment of $12.8 million was recorded during the first quarter of fiscal 2027. Total consideration was $2,008.7 million. The acquisition of Power Solutions resulted in the addition of a new operating segment which is also a new reportable segment – Building Systems. For additional information on our reportable segments, see Note 20, Segment Reporting. The purchase price allocation for this business is preliminary and will be completed when valuations for intangible assets and other amounts are finalized within the 12-month measurement period from the date of acquisition.

The purchase price of the acquired companies was allocated based on the fair value of the assets acquired and the liabilities assumed on the date of acquisition. The excess purchase price over the estimated fair value of the net assets acquired was recognized as goodwill.
The following table summarizes the aggregate consideration paid and the estimated fair value of assets acquired and liabilities assumed for each acquisition described above as of their respective acquisition dates (dollars in millions):

Fiscal 2027Fiscal 2026
Assets
Cash and equivalents$1.0 $16.3 
Accounts receivable80.8 324.2 
Contract assets2.1 18.9 
Other current assets1.5 1.8 
Property and equipment5.8 8.4 
Goodwill141.9 1,124.4 
Intangible assets128.2 775.0 
Other assets23.0 16.9 
Total assets384.3 2,285.9 
Liabilities
Accounts payable15.0 56.4 
Current portion of debt9.5 — 
Contract liabilities56.3 116.2 
Other accrued liabilities7.6 90.0 
Other liabilities24.5 14.6 
Total liabilities112.9 277.2 
Net Assets Acquired$271.4 $2,008.7 

The excess purchase price over the estimated fair value of the net assets acquired was recognized as goodwill. Goodwill and intangible assets total $270.1 million and $1,899.4 million for the 2027 and 2026 acquisitions, respectively and are deductible for tax purposes. Accounts receivable, contract assets (liabilities) and current liabilities were either stated at their historical carrying values, which approximate fair value given the short-term nature of these assets and liabilities, or were stated at their fair values based on an evaluation of the current market value of such assets and liabilities. The estimate of fair value for fixed assets was based on an assessment of acquired assets’ condition as well as an evaluation of the current market value of such assets.

The Company recorded intangible assets based on its estimate of fair value which consisted of the following (dollars in millions):
Estimated Useful Life (in years)Intangible Assets Acquired in fiscal 2027Intangible Assets Acquired in fiscal 2026
Customer relationships15.0$88.8 $580.0 
Backlog intangibles1.539.4 155.0 
Trade names15.0— 40.0 
Total intangible assets acquired$128.2 $775.0 

The valuation of intangible assets was determined using the income approach methodology. More specifically, the fair values of the customer relationships and the backlog intangibles were estimated using the multi-period excess earnings method, while the trade name was estimated using the relief-from-royalty method. Significant judgments and assumptions used in estimating management’s cash flow projections included projected revenue growth rates, profit margins, discount rates, customer attrition rates and royalty rates among others. The projected future cash flows are discounted to present value using an appropriate discount rate.
Results of the businesses acquired are included in our condensed consolidated financial statements from their respective dates of acquisition and represent the newly formed Building Systems reportable segment. For additional information on our reportable segments, including the results of the Building Systems segment, see Note 20, Segment Reporting.

The pro forma results for the acquisition completed during fiscal 2027 have been excluded as the impact was not material to the Company’s consolidated financial statements. The following unaudited supplemental pro forma results of operations for the Company, which incorporate the acquisition completed in fiscal 2026, have been provided for illustrative purposes only and may not be indicative of the actual results that would have been achieved by the combined companies for the periods presented or that may be achieved by the combined companies in the future (dollars in thousands).

For the Three Months EndedFor the Six Months Ended
August 1, 2026July 26, 2025August 1, 2026July 26, 2025
Contract revenues$2,005,907 $1,644,536 $3,970,689 $3,121,070 
Net income115,637 87,554 206,926 124,209 

The pro forma combined results of operations for the three and six months ended July 26, 2025 were prepared by adjusting the historical results of Dycom to include the historical results of the business acquired in fiscal 2026 as if such acquisition had occurred at the beginning of fiscal 2025. These pro forma combined historical results were adjusted for the following: an increase in interest and other financing expenses as a result of the debt incurred by Dycom for the purpose of financing the acquisition of Power Solutions and cash consideration paid for the acquired business and an increase in amortization expense due to the intangible assets recorded. The pro forma combined results of operations do not include any adjustments to eliminate the impact of acquisition-related costs incurred by Dycom or the acquired business or any cost savings or other synergies that resulted or may result from the acquisitions.