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3/25122, 9:42 AM road -20210930
<br />Table of Contents
<br />Alabama Acquisition -Provisional
<br />On July 30, 2021, a subsidiary of the Company acquired an HMA contracting company and related entities, all headquartered in
<br />Cullman, Alabama. The acquisition added four hot -mix asphalt plants, four aggregates facilities, and a diverse fleet of trucks and
<br />construction equipment to support the Company's operations in central and northern Alabama. The acquisition was accounted for as a
<br />business combination in accordance with Topic 805. As of September 30, 2021, the purchase price allocation is provisional pending
<br />certain information necessary to finalize estimates of fair value of certain assets acquired and liabilities assumed. The Company
<br />consulted with independent third -parties to assist in the valuation process. The Company expects to finalize these values as soon as
<br />practicable and no later than one year from the acquisition date. Total consideration transferred for this acquisition was $81.7 million as
<br />of September 30, 2021.
<br />Identifiable assets acquired and liabilities assumed were recorded at their estimated fair values based on the methodology described
<br />under Fair Value Measurements in Note 2 - Significant Accounting Policies. The amount of the purchase price exceeding the net fair
<br />value of identifiable assets acquired and liabilities assumed was recorded as provisional goodwill in the amount of approximately
<br />$3.2 million, which is deductible for income tax purposes. Goodwill primarily represents the assembled work force and synergies
<br />expected to result from the acquisition.
<br />The results of operations since the July 30, 2021 acquisition date attributable to this acquisition are included in the Company's
<br />Consolidated Statements of Comprehensive Income for the fiscal year ended September 30, 2021. The Company recorded certain costs
<br />to effect the acquisition as they were incurred, which are reflected in general and administrative expenses on the Company's
<br />Consolidated Statements of Comprehensive Income in the amount of $0.4 million for the fiscal year ended September 30, 2021.
<br />Combined Acquisitions During the Fiscal Year Ender! Seplember 30, 2021
<br />The following table summarizes the consideration for the aforementioned acquisitions and the amounts of identified assets acquired
<br />and liabilities assumed as of September 30, 2021 (in thousands):
<br />Accounts receivable
<br />Inventories
<br />Property, plant and equipment
<br />Mineral reserves (included in property, plant and
<br />equipment)
<br />Intangible assets
<br />Total assets
<br />Total liabilities
<br />Goodwill
<br />Total consideration transferred
<br />Total consideration payable
<br />Total purchase price
<br />North Carolina
<br />North Carolina
<br />Alabama
<br />39,074
<br />Acquisitions -
<br />Acquisition -
<br />Acquisition -
<br />210,734
<br />Final
<br />Provisional
<br />Provisional
<br />Total
<br />$ 110
<br />$ —
<br />$ — $
<br />110
<br />4,409
<br />410
<br />6,480
<br />11,299
<br />60,819
<br />9,794
<br />35,020
<br />105,633
<br />—
<br />18,600
<br />38,118
<br />56,718
<br />—
<br />—
<br />75
<br />75
<br />65,338
<br />28,804
<br />79,693
<br />173,835
<br />—
<br />—
<br />(718)
<br />(718)
<br />33,320
<br />2,597
<br />3,157
<br />39,074
<br />97,885
<br />31,167
<br />81,682
<br />210,734
<br />773
<br />234
<br />450
<br />1,457
<br />98,658 $
<br />31,401 $
<br />82,132 $
<br />212,191
<br />The Consolidated Statements of Comprehensive Income for the fiscal year ended September 30, 2021 includes $79.3 million of
<br />revenue and $4.9 million of net loss attributable to the operations of the businesses acquired during the 2021 fiscal year from their
<br />respective acquisition dates through September 30, 2021.
<br />https:llwww.sec.govIArchivesiedgarldata/000171822710001718227210001071road-202l0930.htm 100/144
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