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3/25/22, 9:42 AM
<br />Table of Contents
<br />road -20210930
<br />The following presents pro forma revenues and net income as though the acquisitions had occurred on October 1, 2018 (unaudited, in
<br />thousands):
<br />For the Fiscal Year Ended September 30,
<br />2021 2020 2019
<br />Pro forma revenues $ 984,222 $ 981,079 $ 996,873
<br />Pro forma net income $ 21,847 $ 46,701 $ 51,544
<br />Pro forma financial information is presented as if the operations of the acquisitions had been included in the consolidated results of the
<br />Company since October 1, 2018, and gives effect to transactions that are directly attributable to the acquisitions, including adjustments
<br />to:
<br />(a) Include the pro forma results of operations of the acquisitions for the fiscal years ended September 30, 2021, 2020 and 2019.
<br />(b) Include additional depreciation and depletion expense related to the fair value of acquired property, plant and equipment and
<br />reserves at aggregates facilities, as applicable, as if such assets were acquired on October 1, 2018 and consistently applied to
<br />the Company's depreciation and depletion methodologies.
<br />(c) Include interest expense under the Term Loan as if the funds borrowed to finance the purchase price were borrowed on
<br />October 1, 2018. Interest expense calculations further assume that no principal payments were made during the period from
<br />October 1, 2018 through September 30, 2021, and that the interest rate in effect on the date the Company made the
<br />acquisitions was in effect for the period from October 1, 2018 through September 30, 2021.
<br />(d) Exclude $1.3 million of acquisition -related expenses from the fiscal year ended September 30, 2021, as though such expenses
<br />were incurred prior to the pro forma acquisition date of October 1, 2018.
<br />Pro forma information is presented for informational purposes and may not be indicative of revenue or net income that would have
<br />been achieved if these acquisitions had occurred on October 1, 2018.
<br />Combined Acquisitions During the Fiscal Year Ended September 30, 2020
<br />During the fiscal year ended September 30, 2020, a subsidiary of the Company purchased a HMA production and paving company and
<br />two HMA manufacturing plants and certain related assets on the following dates and based in the following locations: (i) on October 1,
<br />2019, in Palm City, Florida, (ii) on March 23, 2020, in Pensacola and DeFuniak Springs, Florida. These acquisitions were accounted
<br />for as business combinations in accordance with Topic 805. Total consideration transferred for these two acquisitions was
<br />$27.5 million. The amount of the purchase price exceeding the net fair value of identifiable assets acquired and liabilities assumed was
<br />recorded as goodwill in the aggregate amount of $7.8 million for these acquisitions.
<br />Combined Acquisitions During the Fiscal Year Ended September 30, 2019
<br />During the fiscal year ended September 30, 2019, subsidiaries of the Company purchased a HMA production and paving company and
<br />a ready -mix concrete company on the following dates and based in the following locations: (i) on February 28, 2019, in Okeechobee,
<br />Florida, (ii) on July 12, 2019, in Gadsden, Alabama. These acquisitions were accounted for as business combinations in accordance
<br />with Topic 805. Total consideration transferred for these two acquisitions was $13.9 million. The amount of the purchase price
<br />exceeding the net fair value of identifiable assets acquired and liabilities assumed was recorded as goodwill in the aggregate amount of
<br />$5.6 million for these acquisitions.
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<br />https://www.sec.gov/Archives/edgar/data/0001718227/000171822721000107/road-20210930.htm 102/144
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