U.S. Concrete Announces Its Full Year 2017 And Fourth Quarter Results

EULESS, Texas, March 1, 2018 /PRNewswire/ -- U.S. Concrete, Inc. (NASDAQ: USCR), a leading producer of ready-mixed concrete in select major markets across the United States, today reported results for its full year 2017 and the quarter ended December 31, 2017.

Full Year 2017 Highlights Compared to Full Year 2016

    --  Consolidated revenue increased 14.4% to $1.3 billion
    --  Ready-mixed concrete average sales price improved 3.5% to $134.86 per
        cubic yard
    --  Aggregate products average sales price increased 7.9% to $12.92 per ton
    --  Net income attributable to U.S. Concrete per diluted share of $1.53
        compared to $0.55
    --  Income from continuing operations of $26.3 million compared to $9.6
        million
    --  Adjusted Net Income from Continuing Operations per Diluted Share(1) of
        $2.98 compared to $2.86
    --  Total Adjusted EBITDA(1 )increased 20.3% to $192.3 million
    --  Generated net cash provided by operating activities of $94.8 million and
        Adjusted Free Cash Flow(1 )of $55.6 million

Fourth Quarter 2017 Highlights Compared to Fourth Quarter 2016

    --  Consolidated revenue increased 7.1% to $341.4 million
    --  Ready-mixed concrete average sales price improved 1.3% to $133.96 per
        cubic yard
    --  Ready-mixed concrete material spread per cubic yard increased 1.7% from
        $65.12 to $66.24
    --  Aggregate products average sales price increased 9.2% to $13.73 per ton
    --  Generated net cash provided by operating activities of $10.6 million and
        Adjusted Free Cash Flow(1 )of $3.0 million


    _______

    1                Adjusted Net Income from Continuing
                     Operations per Diluted Share,
                     Total Adjusted EBITDA, and
                     Adjusted Free Cash Flow are non-
                     GAAP financial measures.  Please
                     refer to the reconciliations and
                     other information at the end of
                     this press release.

FULL YEAR 2017 RESULTS COMPARED TO FULL YEAR 2016 RESULTS

Consolidated revenue for 2017 increased 14.4% to $1.3 billion, versus $1.2 billion in the prior year driven by higher volume and pricing both organically and from acquisitions in 2016 and 2017, in both ready-mixed concrete and aggregate products. Revenue from the ready-mixed concrete segment increased $152.0 million, or 14.3%, for 2017 compared to the prior year. Aggregate products revenue increased $14.3 million, or 18.8%, for 2017 compared to the prior year.

For 2017, net income attributable to U.S. Concrete was $25.5 million compared to $8.9 million for 2016. For 2017, income from continuing operations was $26.3 million compared to $9.6 million for 2016. For 2017, Total Adjusted EBITDA of $192.3 million was $32.5 million greater than the $159.8 million in 2016. In 2017, ready-mixed concrete segment Adjusted EBITDA increased by $28.3 million to $185.8 million compared to the prior year. In 2017, aggregate products segment Adjusted EBITDA increased by $5.4 million to $27.2 million compared to the prior year.

FOURTH QUARTER 2017 RESULTS COMPARED TO FOURTH QUARTER 2016 RESULTS

Consolidated revenue increased 7.1% to $341.4 million for the fourth quarter of 2017, compared to $318.8 million in the fourth quarter of 2016. Revenue from the ready-mixed concrete segment increased $13.4 million, or 4.6%, driven by volume and pricing increases both organically and from acquisitions in 2016 and 2017. The Company's ready-mixed concrete sales volume was 2.3 million cubic yards for the quarter, up 3.3% year-over-year. Ready-mixed concrete average sales price per cubic yard increased $1.71, or 1.3%, to $133.96 compared to $132.25 in the prior year fourth quarter. Ready-mixed concrete material spread per cubic yard increased 1.7% from $65.12 to $66.24. Ready-mixed concrete backlog at the end of 2017 was approximately 7.9 million cubic yards, up 7.6% compared to the end of the prior year. Aggregate products sales volume was 1.9 million tons, up 41.4% year-over-year. Aggregate products average sales price increased 9.2% to $13.73 per ton.

For the 2017 fourth quarter, operating income decreased $24.1 million to an operating loss of $0.3 million including the impact of a non-cash $5.8 million goodwill impairment charge related to our U.S. Virgin Islands operations resulting from the uncertainty associated with the recovery following the hurricanes. The resulting operating margin was (0.1)% compared to 7.5% in the fourth quarter of 2016. On a non-GAAP basis, our consolidated Adjusted Gross Profit decreased $9.4 million to $61.5 million, with an Adjusted Gross Margin of 18.0% compared to 22.2% in the prior year fourth quarter. Operating income and Adjusted Gross Profit were negatively impacted by a $5.0 million increase to our self-insurance reserves year-over-year. Adjusted Gross Profit and Adjusted Gross Margin are non-GAAP financial measures. Please refer to the reconciliations and other information at the end of this press release.

Selling, general and administrative ("SG&A") expenses were $33.2 million in the 2017 fourth quarter compared to $28.6 million in the prior year fourth quarter. As a percentage of revenue, SG&A expenses were 9.7% in the 2017 fourth quarter, as compared to 9.0% in the prior year fourth quarter. In the 2017 fourth quarter, SG&A expenses included $5.3 million of acquisition-related professional fees. Adjusted SG&A expenses were 7.5% in the 2017 fourth quarter as compared to 8.5% in the prior year fourth quarter.

For the 2017 fourth quarter, loss from continuing operations was $2.8 million, as compared to $15.4 million in the 2016 fourth quarter. Total Adjusted EBITDA of $43.6 million in the 2017 fourth quarter decreased $2.5 million compared to the prior year fourth quarter. Ready-mixed concrete segment Adjusted EBITDA decreased $4.7 million to $41.0 million in the 2017 fourth quarter primarily due to the negative impact of increased self-insurance reserves. Aggregate products Adjusted EBITDA of $8.3 million in the 2017 fourth quarter increased $1.6 million compared to the prior year fourth quarter. Total Adjusted EBITDA is a non-GAAP financial measure. Please refer to the definitions, reconciliations and other information at the end of this press release.

For the fourth quarter of 2017, net loss attributable to U.S. Concrete was $3.1 million, or $0.19 per diluted share, compared to $15.6 million, or $1.01 per diluted share, in the fourth quarter of 2016. Adjusted Net Income from Continuing Operations was $8.2 million, or $0.50 per diluted share, in the 2017 fourth quarter, compared to $13.4 million, or $0.82 per diluted share in the prior year fourth quarter, including the impact of a normalized tax rate of 40% in both periods. Adjusted Net Income from Continuing Operations excludes a non-cash derivative loss of $26.4 million during the fourth quarter of 2016 related to the Company's warrants that expired on August 31, 2017. Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations Per Diluted Share are non-GAAP financial measures. Please refer to the reconciliations and other information at the end of this press release.

MANAGEMENT COMMENTARY

William J. Sandbrook, President, Chief Executive Officer and Vice Chairman of U.S. Concrete, stated, "We completed another exciting and opportunistic year, reaching new highs in volumes, revenue and profit driven by solid growth both organically and through acquisitions. For the full year 2017, total revenue of $1.3 billion increased 14.4% from the prior year and Adjusted EBITDA increased 20.3% to $192.3 million. We continue to capitalize on opportunities that leverage our market strength and operational efficiencies as evidenced by our sixth straight year of Adjusted EBITDA margin expansion. We are particularly proud of our performance in light of significant weather headwinds in every quarter of 2017 within our various regions. For the fourth quarter of 2017, our ready-mixed concrete segment achieved year-over-year volume and average sales price growth of 3.3% and 1.3%, respectively. Our leadership position in our markets enabled us to achieve our 27th straight quarter of year-over-year ready-mixed concrete price increases to $133.96 per cubic yard. We also continue to improve average selling prices for our aggregate products, achieving a 9.2% year-over-year increase in the fourth quarter of 2017."

Mr. Sandbrook concluded, "We are very pleased that we continue to drive superior execution of our strategy and achieve high levels of operational excellence. The underlying demand trends in all of our major markets continue to be positive. Overall, the economic fundamentals across our markets are very positive and with the recently passed tax reform and pre-cursor to a potential infrastructure bill, we remain optimistic about the overall economy and construction industry. Our ready-mixed concrete backlog and existing acquisition pipeline continue to provide excellent opportunities for continued growth."

BALANCE SHEET AND LIQUIDITY

Net cash provided by operating activities in the fourth quarter of 2017 was $10.6 million compared to $23.6 million in the prior year fourth quarter. The Company's Adjusted Free Cash Flow in the fourth quarter of 2017 was $3.0 million compared to $17.6 million in the prior year fourth quarter. Adjusted Free Cash Flow is a non-GAAP financial measure. Please refer to the definitions, reconciliations and other information at the end of this press release.

At December 31, 2017, the Company had cash and cash equivalents of $22.6 million and total debt of $693.3 million, resulting in Net Debt of $670.7 million. Net Debt increased by $297.1 million from December 31, 2016, primarily as a result of our Polaris acquisition in the 2017 fourth quarter. The Company had $206.4 million of unused availability under its revolving credit facility as of December 31, 2017. Net Debt is a non-GAAP financial measure. Please refer to the reconciliation and other information at the end of this press release.

CONFERENCE CALL AND WEBCAST DETAILS

U.S. Concrete will host a conference call on Thursday, March 1, 2018 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time), to review its full year and fourth quarter 2017 results. To participate in the call, please dial toll-free (877) 312-8806 (International (253) 237-1166) - Conference ID: 2498559 at least ten minutes before the conference call begins and ask for the U.S. Concrete conference call.

A live webcast will be available on the Investor Relations section of the Company's website at www.us-concrete.com. Please visit the website at least 15 minutes before the call begins to register and download and install any necessary audio software. A replay of the conference call and archive of the webcast will be available shortly after the call on the Investor Relations section of the Company's website at www.us-concrete.com.

ABOUT U.S. CONCRETE

U.S. Concrete serves the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. The Company has 163 standard ready-mixed concrete plants, 17 volumetric ready-mixed concrete facilities, and 18 producing aggregates facilities. During 2017, U.S. Concrete sold approximately 9.0 million cubic yards of ready-mixed concrete and approximately 6.2 million tons of aggregates.

For more information on U.S. Concrete, visit www.us-concrete.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release contains various forward-looking statements and information that are based on management's belief, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. The Company disclaims any obligation to update these statements and cautions you not to rely unduly on them. Forward-looking information includes, but is not limited to, statements regarding: the expansion of the business; the opportunities and results of our acquisitions; the prospects for growth in new and existing markets; encouraging nature of volume and pricing increases; the business levels of our existing markets; ready-mixed concrete backlog; ability to maintain our cost structure and monitor fixed costs; ability to maximize liquidity, manage variable costs, control capital spending and monitor working capital usage; and the adequacy of current liquidity. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions, including, among other matters: general and regional economic conditions; the level of activity in the construction industry; the ability of U.S. Concrete to complete acquisitions and to effectively integrate the operations of acquired companies; development of adequate management infrastructure; departure of key personnel; access to labor; union disruption; competitive factors; government regulations; exposure to environmental and other liabilities; the cyclical and seasonal nature of U.S. Concrete's business; adverse weather conditions; the availability and pricing of raw materials; the availability of refinancing alternatives; results of litigation; and general risks related to the industry and markets in which U.S. Concrete operates. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those expected. These risks, as well as others, are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission, including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2017, to be filed on March 1, 2018.

(Tables Follow)


                                                                            U.S. CONCRETE, INC. AND SUBSIDIARIES

                                                                           CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                          (in thousands, except per share amounts)


                                                  Three Months Ended                                        Twelve Months Ended
                                                     December 31,                                               December 31,

                                             2017                  2016                    2017                               2016
                                             ----                  ----                    ----                               ----

                                                   (Unaudited)

    Revenue                                       $341,352                                        $318,777                         $1,336,039  $1,168,160

    Cost of goods sold
     before depreciation,
     depletion and
     amortization                         278,277                         247,887                             1,056,605                922,338

    Selling, general and
     administrative
     expenses                              33,161                          28,572                               119,234                100,019

    Depreciation,
     depletion and
     amortization                          18,996                          16,057                                67,798                 54,852

    Change in value of
     contingent
     consideration                          5,863                           2,900                                 7,910                  5,225

    Impairment of goodwill
     and other assets                       5,590                               -                                6,238                      -

    Gain on sale of
     assets, net                            (198)                          (400)                                (694)               (1,416)
                                             ----                            ----                                  ----                 ------

    Operating income
     (loss)                                 (337)                         23,761                                78,948                 87,142

    Interest expense, net                  10,895                           7,776                                41,957                 27,709

    Derivative loss                             -                         26,368                                   791                 19,938

    Loss on extinguishment
     of debt                                    -                              -                                   60                 12,003

    Other expense
     (income), net                             29                         (1,825)                              (2,562)               (3,237)
                                              ---                          ------                                ------                 ------

    Income (loss) from
     continuing operations
     before income taxes                 (11,261)                        (8,558)                               38,702                 30,729

    Income tax expense
     (benefit)                            (8,418)                          6,834                                12,436                 21,151
                                           ------                           -----                                ------                 ------

    Income (loss) from
     continuing operations                (2,843)                       (15,392)                               26,266                  9,578

    Loss from discontinued
     operations, net of
     taxes                                  (106)                          (199)                                (630)                 (717)
                                             ----                            ----                                  ----                   ----

    Net income (loss)                     (2,949)                       (15,591)                               25,636                  8,861

    Less: Net income
     attributable to non-
     controlling interest                   (124)                              -                                (124)                     -
                                             ----                             ---                                 ----                    ---

    Net income (loss)
     attributable to U.S.
     Concrete                                     $(3,073)                                      $(15,591)                           $25,512      $8,861
                                                   =======                                        ========                            =======      ======


    Basic income (loss) per share
     attributable to U.S. Concrete:

    Income (loss) from
     continuing operations                         $(0.18)                                        $(1.00)                             $1.64       $0.63

    Loss from discontinued
     operations, net of
     taxes                                 (0.01)                         (0.01)                               (0.04)                (0.04)
                                            -----                           -----                                 -----                  -----

    Net income (loss) per
     share attributable to
     U.S. Concrete -basic                          $(0.19)                                        $(1.01)                             $1.60       $0.59
                                                    ======                                          ======                              =====       =====


    Diluted income (loss) per share
     attributable to U.S. Concrete:

    Income (loss) from
     continuing operations                         $(0.18)                                        $(1.00)                             $1.57       $0.59

    Loss from discontinued
     operations, net of
     taxes                                 (0.01)                         (0.01)                               (0.04)                (0.04)
                                            -----                           -----                                 -----                  -----

    Net income (loss) per
     share attributable to
     U.S. Concrete -
     diluted                                       $(0.19)                                        $(1.01)                             $1.53       $0.55
                                                    ======                                          ======                              =====       =====


    Weighted average shares outstanding:

    Basic                                  16,405                          15,457                                15,911                 15,098
                                           ======                          ======                                ======                 ======

    Diluted                                16,405                          15,457                                16,642                 16,226
                                           ======                          ======                                ======                 ======


                                       U.S. CONCRETE, INC. AND SUBSIDIARIES

                                           CONSOLIDATED BALANCE SHEETS

                                                  (in thousands)


                                              December 31, 2017               December 31, 2016
                                              -----------------               -----------------

                        ASSETS

    Current assets:

    Cash and cash equivalents                                         $22,581                      $75,774

    Trade accounts receivable, net                      214,221                           207,292

    Inventories                                          48,085                            41,979

    Prepaid expenses                                      5,297                             5,534

    Other receivables                                    19,191                             8,691

    Other current assets                                  2,310                             2,019
                                                          -----                             -----

    Total current assets                                311,685                           341,289
                                                        -------                           -------

    Property, plant and equipment,
     net                                                636,268                           337,412

    Goodwill                                            204,731                           133,271

    Intangible assets, net                              118,123                           130,973

    Other assets                                          5,327                             2,457
                                                          -----                             -----

    Total assets                                                   $1,276,134                     $945,402
                                                                   ==========                     ========

                LIABILITIES AND EQUITY

    Current liabilities:

    Accounts payable                                                 $117,070                     $110,694

    Accrued liabilities                                  65,420                            76,514

    Current maturities of long-
     term debt                                           25,951                            16,654

    Derivative liabilities                                    -                           57,415
                                                            ---                           ------

    Total current liabilities                           208,441                           261,277
                                                        -------                           -------

    Long-term debt, net of
     current maturities                                 667,385                           432,644

    Other long-term obligations
     and deferred credits                                93,341                            54,996

    Deferred income taxes                                 4,825                             7,656
                                                          -----                             -----

    Total liabilities                                   973,992                           756,573
                                                        -------                           -------

    Commitments and contingencies

    Equity:

    Preferred stock                                           -                                -

    Common stock                                             18                                17

    Additional paid-in capital                          319,016                           249,832

    Accumulated deficit                                (13,784)                         (39,296)

    Treasury stock, at cost                            (24,799)                         (21,724)

    Total shareholders' equity                          280,451                           188,829

    Non-controlling interest                             21,691                                 -

    Total equity                                        302,142                           188,829

    Total liabilities and equity                                   $1,276,134                     $945,402
                                                                   ==========                     ========


                                        U.S. CONCRETE, INC. AND SUBSIDIARIES

                                        CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                   (in thousands)

                                                     Twelve Months Ended December 31,

                                                           2017                    2016
                                                           ----                    ----

    CASH FLOWS FROM OPERATING
     ACTIVITIES:

    Net income including non-
     controlling interest                                          $25,636                          $8,861

    Adjustments to reconcile net income
     to net cash provided by operating
     activities:

    Depreciation, depletion and
     amortization                                        67,798                             54,852

    Amortization of debt issuance costs                   1,962                              1,845

    Loss on extinguishment of debt                           60                             12,003

    Amortization of discount on long-
     term incentive plan and other
     accrued interest                                       651                                593

    Amortization of premium on long-
     term debt                                          (1,551)                                 -

    Change in value of contingent
     consideration                                        7,910                              5,225

    Derivative loss                                         791                             19,938

    Net gain on disposal of assets                        (694)                           (1,416)

    Deferred income taxes                               (3,381)                            16,786

    Provision for doubtful accounts and
     customer disputes                                    4,632                              2,966

    Stock-based compensation                              8,285                              7,099

    Impairments of goodwill and other
     assets                                               6,238                                  -

    Unrealized foreign exchange loss                        299                                  -

    Changes in assets and liabilities,
     excluding effects of acquisitions:

    Accounts receivable                                 (5,757)                          (25,588)

    Inventories                                             611                            (3,749)

    Prepaid expenses and other current
     assets                                             (2,806)                           (2,342)

    Other assets and liabilities                          2,649                              2,171

    Accounts payable and accrued
     liabilities                                       (18,506)                            16,667
                                                        -------                             ------

    Net cash provided by operating
     activities                                          94,827                            115,911
                                                         ------                            -------

    CASH FLOWS FROM INVESTING
     ACTIVITIES:

    Purchases of property, plant and
     equipment                                         (42,727)                          (40,425)

    Payments related to acquisitions,
     net of cash acquired                             (295,071)                         (127,927)

    Proceeds from sale of property,
     plant and equipment                                  2,059                              2,744

    Proceeds from disposal of acquired
     businesses                                           1,445                              1,565

    Insurance proceeds from property
     loss claim                                               -                             1,348
                                                            ---                             -----

    Net cash used in investing
     activities                                       (334,294)                         (162,695)
                                                       --------                           --------

    CASH FLOWS FROM FINANCING
     ACTIVITIES:

    Proceeds from revolver borrowings                    54,422                            128,904

    Repayments of revolver borrowings                  (45,422)                         (173,904)

    Proceeds from issuance of debt                      211,500                            400,000

    Repayments of debt                                        -                         (200,000)

    Premium paid on early retirement of
     debt                                                     -                           (8,500)

    Proceeds from exercise of warrants
     and stock options                                    2,695                                348

    Payments of other long-term
     obligations                                        (9,008)                           (4,679)

    Payments for other financing                       (20,317)                          (13,433)

    Debt issuance costs                                 (4,493)                           (7,824)

    Other treasury share purchases                      (3,075)                           (2,857)

    Other proceeds                                            -                               578
                                                            ---                               ---

    Net cash provided by financing
     activities                                         186,302                            118,633
                                                        -------                            -------

    EFFECT OF EXCHANGE RATES ON CASH
     AND CASH EQUIVALENTS                                  (28)                                 -
                                                            ---                                ---

    NET INCREASE (DECREASE) IN CASH AND
     CASH EQUIVALENTS                                  (53,193)                            71,849

    CASH AND CASH EQUIVALENTS AT
     BEGINNING OF PERIOD                                 75,774                              3,925
                                                         ------                              -----

    CASH AND CASH EQUIVALENTS AT END OF
     PERIOD                                                        $22,581                         $75,774
                                                                   =======                         =======

SEGMENT FINANCIAL INFORMATION

Our two reportable segments consist of ready-mixed concrete and aggregate products. Our chief operating decision maker evaluates segment performance and allocates resources based on Adjusted EBITDA. The following tables set forth certain unaudited financial information relating to our continuing operations by reportable segment (in thousands, except average sales price amounts):


                                     Three Months Ended                 Twelve Months Ended
                                        December 31,                       December 31,

                                2017                     2016                2017           2016
                                ----                     ----                ----           ----

    Revenue:

    Ready-mixed concrete

    Sales to external
     customers                         $303,882                 $290,512                         $1,213,027  $1,060,991

    Aggregate products

    Sales to external
     customers                17,486                     10,909                49,791                 41,665

    Intersegment sales        11,630                      9,028                40,874                 34,669
                              ------                      -----                ------                 ------

    Total aggregate products  29,116                     19,937                90,665                 76,334
                              ------                     ------                ------                 ------

    Total reportable segment
     revenue                 332,998                    310,449             1,303,692              1,137,325

    Other products and
     eliminations              8,354                      8,328                32,347                 30,835
                               -----                      -----                ------                 ------

    Total revenue                      $341,352                 $318,777                         $1,336,039  $1,168,160
                                       ========                 ========                         ==========  ==========


    Reportable Segment
     Adjusted EBITDA

    Ready-mixed concrete
     Adjusted EBITDA                    $41,008                  $45,725                           $185,785    $157,534

    Aggregate products
     Adjusted EBITDA                     $8,273                   $6,651                            $27,162     $21,731


                               Three Months Ended                              Twelve Months Ended

                                  December 31,                Increase            December 31,            Increase

                          2017                 2016        %              2017       2016              %
                          ----                 ----       ---             ----       ----             ---


    Ready-Mixed Concrete


    Average
     sales
     price
     per
     cubic
     yard                        $133.96                         $132.25            1.3%                       $134.86        $130.35 3.5%

    Sales
     volume
     in
     cubic
     yards               2,265                      2,193                 3.3%                  8,984             8,122 10.6%


    Aggregate Products


    Average
     sales
     price
     per ton                      $13.73                          $12.57            9.2%                        $12.92         $11.97 7.9%

    Sales
     volume
     in tons             1,920                      1,358                41.4%                  6,197             5,563 11.4%

NON-GAAP FINANCIAL MEASURES
(Unaudited)

Total Adjusted EBITDA and Total Adjusted EBITDA Margin

Total Adjusted EBITDA and Total Adjusted EBITDA Margin are non-GAAP financial measures. We define Total Adjusted EBITDA as our income (loss) from continuing operations, excluding the impact of income tax expense (benefit), depreciation, depletion and amortization, net interest expense, loss on extinguishment of debt, derivative loss, non-cash change in revaluation of contingent consideration, impairment of goodwill and other assets, hurricane-related losses, quarry dredge costs for specific event, purchase accounting adjustments for inventory, certain foreign currency losses resulting from Polaris acquisition, non-cash stock compensation expense, acquisition-related professional fees, and officer transition expenses. Acquisition-related professional fees consists of fees and expenses for accountants, lawyers and other professionals incurred during the negotiation and closing of strategic acquisitions and does not include fees or expenses associated with post-closing integration of strategic acquisitions. We define Total Adjusted EBITDA Margin as the amount determined by dividing Total Adjusted EBITDA by total revenue. We have included Total Adjusted EBITDA and Total Adjusted EBITDA Margin herein because they are widely used by investors for valuation and comparing our financial performance with the performance of other building material companies. We also use Total Adjusted EBITDA and Total Adjusted EBITDA Margin to monitor and compare the financial performance of our operations. Total Adjusted EBITDA does not give effect to the cash we must use to service our debt or pay our income taxes and thus does not reflect the funds actually available for capital expenditures. In addition, our presentation of Total Adjusted EBITDA may not be comparable to similarly titled measures other companies report. Total Adjusted EBITDA and Total Adjusted EBITDA Margin are not intended to be used as an alternative to any measure of our performance in accordance with GAAP. The following table reconciles Total Adjusted EBITDA to the most directly comparable GAAP financial measure, which is income (loss) from continuing operations (in thousands).


                                   Three Months Ended                     Twelve Months Ended
                                      December 31,                           December 31,

                                 2017                 2016          2017                      2016
                                 ----                 ----          ----                      ----

    Total Adjusted EBITDA
     Reconciliation

    Income (loss) from
     continuing operations              $(2,843)                         $(15,392)                 $26,266    $9,578

    Add:  Income tax expense
     (benefit)                (8,418)                        6,834                        12,436      21,151
                               ------                         -----                        ------      ------

    Income (loss) from
     continuing operations
     before income taxes     (11,261)                      (8,558)                       38,702      30,729

    Add:  Depreciation,
     depletion and
     amortization              18,996                        16,057                        67,798      54,852

    Add:  Interest expense,
     net                       10,895                         7,776                        41,957      27,709

    Add:  Loss on
     extinguishment of debt         -                            -                           60      12,003

    Add:  Derivative loss           -                       26,368                           791      19,938

    Add:  Non-cash change
     in revaluation of
     contingent
     consideration              5,863                         2,900                         7,910       5,225

    Add:  Impairment of
     goodwill and other
     assets                     5,590                             -                        6,238           -

    Add:  Hurricane-related
     losses                     1,792                             -                        3,038           -

    Add:  Quarry dredge
     costs for specific
     event                      1,215                             -                        3,390           -

    Add:  Purchase
     accounting adjustments
     for inventory              1,287                             -                        1,287           -

    Add:  Foreign currency
     losses resulting from
     Polaris acquisition        1,949                             -                        1,949           -

    Add:  Non-cash stock
     compensation expense       1,762                         1,421                         8,285       7,099

    Add:  Acquisition-
     related professional
     fees                       5,264                           121                        10,132       2,250

    Add:  Officer transition
     expenses                     200                             -                          784           -

    Total Adjusted EBITDA                $43,552                            $46,085                 $192,321  $159,805
                                         =======                            =======                 ========  ========


    Income (loss) from
     continuing operations
     margin                    (0.8)%                       (4.8)%                         2.0%       0.8%

    Total Adjusted EBITDA
     Margin                     12.8%                        14.5%                        14.4%      13.7%

Adjusted Gross Profit and Adjusted Gross Margin

Adjusted Gross Profit and Adjusted Gross Margin are non-GAAP financial measures. We define Adjusted Gross Profit as our operating income (loss), excluding the impact of depreciation, depletion and amortization ("DD&A"), selling, general and administrative expenses, change in revaluation of contingent consideration, hurricane-related losses in cost of goods sold ("COGS") before DD&A, purchase accounting adjustments for inventory, quarry dredge costs for specific event, and loss (gain) on disposal of assets, net. We define Adjusted Gross Margin as the amount determined by dividing Adjusted Gross Profit by total revenue. We have included Adjusted Gross Profit and Adjusted Gross Margin herein because they are widely used by investors for valuing and comparing our financial performance from period to period. We also use Adjusted Gross Profit and Adjusted Gross Margin to monitor and compare the financial performance of our operations. Adjusted Gross Profit and Adjusted Gross Margin are not intended to be used as an alternative to any measure of our performance in accordance with GAAP. The following table reconciles Adjusted Gross Profit to the most directly comparable GAAP financial measure, which is operating income (in thousands).


                               Three Months Ended                           Twelve Months Ended

                                  December 31,                                  December 31,

                             2017                 2016                 2017                     2016
                             ----                 ----                 ----                     ----


    Adjusted Gross Profit
     Reconciliation


    Operating income
     (loss)                           $(337)                  $23,761                                 $78,948   $87,142

    Add: Depreciation,
     depletion and
     amortization          18,996                      16,057                                67,798      54,852

    Add: Selling, general
     and administrative
     expenses              33,161                      28,572                               119,234     100,019

    Add: Non-cash change
     in revaluation of
     contingent
     consideration          5,863                       2,900                                 7,910       5,225

    Add: Hurricane-
     related losses in
     COGS before DD&A       1,519                           -                                2,399           -

    Add: Purchase
     accounting
     adjustments for
     inventory              1,287                           -                                1,287           -

    Add: Quarry dredge
     costs for specific
     event                  1,215                           -                                3,390           -

    Less: Gain on disposal
     of assets, net         (198)                      (400)                                (694)    (1,416)
                             ----                        ----                                  ----      ------

    Adjusted Gross Profit
     (non-GAAP)                      $61,506                   $70,890                                $280,272  $245,822
                                     =======                   =======                                ========  ========


    Operating income
     margin                (0.1)%                       7.5%                                 5.9%       7.5%

    Adjusted Gross Margin
     (non-GAAP)             18.0%                      22.2%                                21.0%      21.0%

Adjusted SG&A and Adjusted SG&A as a Percentage of Revenue

Adjusted selling, general and administrative ("SG&A") and Adjusted SG&A as a percentage of revenue are non-GAAP financial measures. We define Adjusted SG&A as selling, general and administrative expenses, excluding the impact of non-cash stock compensation expense, acquisition-related professional fees, hurricane-related losses and officer transition expenses. We define Adjusted SG&A as a percentage of revenue as Adjusted SG&A divided by total revenue. We have included Adjusted SG&A and Adjusted SG&A as a percentage of revenue herein because they are used by investors to compare our SG&A leverage with the performance of other building materials companies. We use Adjusted SG&A and Adjusted SG&A as a percentage of revenue to monitor and compare the financial performance of our operations. Adjusted SG&A and Adjusted SG&A as a percentage of revenue are not intended to be used as an alternative to any measure of our performance under GAAP. The following table reconciles Adjusted SG&A to the most directly comparable GAAP financial measure, which is SG&A (in thousands).


                              Three Months Ended                            Twelve Months Ended

                                 December 31,                                   December 31,

                            2017                 2016                  2017                     2016
                            ----                 ----                  ----                     ----

    Adjusted SG&A

    Selling, general and
     administrative
     expenses                       $33,161                    $28,572                                $119,234 $100,019

    Less: Non-cash
     stock compensation
     expense             (1,762)                      (1,421)                             (8,285)    (7,099)

    Less: Acquisition-
     related
     professional fees   (5,264)                        (121)                            (10,132)    (2,250)

    Less: Hurricane-
     related losses        (273)                            -                               (273)          -

    Less: Officer
     transition expenses   (200)                            -                               (784)          -
                            ----                           ---                                ----         ---

    Adjusted SG&A (non-
     GAAP)                          $25,662                    $27,030                                 $99,760  $90,670
                                    =======                    =======                                 =======  =======


    SG&A as a percentage
     of revenue             9.7%                         9.0%                                8.9%       8.6%

    Adjusted SG&A as a
     percentage of
     revenue (non-GAAP)     7.5%                         8.5%                                7.5%       7.8%

Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations per Diluted Share

Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations per Diluted Share are non-GAAP financial measures. We define Adjusted Net Income from Continuing Operations as net income (loss) attributable to U.S. Concrete, excluding the impact of net income attributable to non-controlling interest, loss (income) from discontinued operations, net of taxes, income tax expense (benefit), derivative loss, loss on extinguishment of debt, impairment of goodwill and other assets, purchase accounting adjustments for inventory, certain foreign currency losses resulting from our Polaris acquisition, hurricane-related losses, quarry dredge costs for specific event, non-cash stock compensation expense, acquisition-related professional fees, officer transition expenses and non-cash change in revaluation of contingent consideration. We also adjust Adjusted Net Income from Continuing Operations for a normalized effective income tax rate of 40%. We define Adjusted Net Income from Continuing Operations per Diluted Share as Adjusted Net Income from Continuing Operations on a diluted per share basis. Acquisition-related professional fees consists of fees and expenses for accountants, lawyers and other professionals incurred during the negotiation and closing of strategic acquisitions and does not include fees or expenses associated with post-closing integration of strategic acquisitions.

We have included Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations per Diluted Share herein because they are used by investors for valuation and comparing our financial performance with the performance of other building material companies. We use Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations per Diluted Share to monitor and compare the financial performance of our operations. Adjusted Net Income from Continuing Operations and Adjusted Net Income from Continuing Operations per Diluted Share are not intended to be used as an alternative to any measure of our performance in accordance with GAAP.

The following tables reconcile (i) Adjusted Net Income from Continuing Operations to the most directly comparable GAAP financial measure, which is net income (loss) attributable to U.S. Concrete and (ii) Adjusted Net Income from Continuing Operations per Diluted Share to the most directly comparable GAAP financial measure, which is net income (loss) attributable to U.S. Concrete per diluted share (in thousands, except per share amounts).


                                                          Three Months Ended                        Twelve Months Ended
                                                             December 31,                               December 31,

                                                   2017                    2016          2017                     2016
                                                   ----                    ----          ----                     ----


    Adjusted Net Income from Continuing Operations Reconciliation


    Net income (loss)
     attributable to U.S.
     Concrete                                             $(3,073)                            $(15,591)                 $25,512    $8,861

    Add:  Net income
     attributable to non-
     controlling interest                           124                                -                         124            -

    Add:  Loss from
     discontinued
     operations, net of
     taxes                                          106                              199                          630          717

    Add:  Income tax
     expense (benefit)                          (8,418)                           6,834                       12,436       21,151
                                                 ------                            -----                       ------       ------

    Income (loss) from
     continuing operations
     before income taxes                       (11,261)                         (8,558)                      38,702       30,729

    Add: Derivative loss                              -                          26,368                          791       19,938

    Add: Loss on
     extinguishment of
     debt                                             -                               -                          60       12,003

    Add: Impairment of
     goodwill and other
     assets                                       5,590                                -                       6,238            -

    Add: Purchase
     accounting
     adjustments for
     inventory                                    1,287                                -                       1,287            -

    Add: Foreign currency
     losses resulting from
     Polaris acquisition                          1,949                                -                       1,949            -

    Add: Hurricane-
     related losses                               1,792                                -                       3,038            -

    Add: Quarry dredge
     costs for specific
     event                                        1,215                                -                       3,390            -

    Add: Non-cash stock
     compensation expense                         1,762                            1,421                        8,285        7,099

    Add: Acquisition-
     related professional
     fees                                         5,264                              121                       10,132        2,250

    Add: Officer
     transition expenses                            200                                -                         784            -

    Add: Non-cash change
     in revaluation of
     contingent
     consideration                                5,863                            2,900                        7,910        5,225
                                                  -----                            -----                        -----        -----

    Adjusted income from
     continuing operations
     before income taxes                         13,661                           22,252                       82,566       77,244

    Less:  Normalized
     income tax expense(1)                        5,464                            8,901                       33,026       30,898

    Adjusted Net Income
     from Continuing
     Operations (non-
     GAAP)                                                  $8,197                               $13,351                  $49,540   $46,346
                                                            ======                               =======                  =======   =======


    (1)  Assumes a normalized effective tax rate of 40% in all periods.


                                 Three Months                    Twelve Months
                              Ended December 31,              Ended December 31,

                             2017                2016          2017                 2016
                             ----                ----          ----                 ----


    Adjusted Net Income
     from Continuing
     Operations per
     Diluted Share
     Reconciliation


    Net income (loss)
     attributable to U.S.
     Concrete per diluted
     share                          $(0.19)                         $(1.01)              $1.53    $0.55

    Add:  Net income
     attributable to non-
     controlling interest    0.01                           -                     0.01         -

    Add:  Loss from
     discontinued
     operations, net of
     taxes per diluted
     share                   0.01                        0.01                      0.04      0.04

    Add:  Income tax
     expense (benefit) per
     diluted share         (0.52)                       0.45                      0.75      1.30
                            -----                        ----                      ----      ----

    Income (loss) from
     continuing operations
     before income taxes
     per diluted share     (0.69)                     (0.55)                     2.33      1.89

    Add:  Impact of
     derivative loss            -                       1.61                      0.05      1.23

    Add:  Impact of loss
     on extinguishment of
     debt                       -                          -                        -     0.74

    Add:  Impact of
     impairment of
     goodwill and other
     assets                  0.34                           -                     0.37         -

    Add:  Impact of
     purchase accounting
     adjustments for
     inventory               0.08                           -                     0.08         -

    Add:  Impact of
     foreign currency
     losses resulting from
     Polaris acquisition     0.12                           -                     0.12         -

    Add:  Impact of
     hurricane-related
     losses                  0.11                           -                     0.18         -

    Add:  Impact of quarry
     dredge costs for
     specific event          0.07                           -                     0.20         -

    Add:  Impact of non-
     cash stock
     compensation expense    0.11                        0.09                      0.50      0.44

    Add:  Impact of
     acquisition-related
     professional fees       0.32                        0.01                      0.61      0.14

    Add:  Impact of
     officer transition
     expenses                0.01                           -                     0.05         -

    Add:  Impact of non-
     cash change in value
     of contingent
     consideration           0.36                        0.18                      0.47      0.32
                             ----                        ----                      ----      ----

    Adjusted income from
     continuing operations
     before income taxes     0.83                        1.36                      4.96      4.76

    Less:  Normalized
     income tax expense(1)   0.33                        0.54                      1.98      1.90
                             ----                        ----                      ----      ----

    Adjusted Net Income
     from Continuing
     Operations per
     Diluted Share (non-
     GAAP)(2)                         $0.50                            $0.82               $2.98    $2.86
                                      =====                            =====               =====    =====


    (1)  Assumes a normalized effective tax
     rate of 40% in all periods.

    (2)  Net loss per diluted share for the
     three months ended December 31, 2017 and
     2016 excludes common stock equivalents of
     0.1 million and 0.9 million shares,
     respectively, from our restricted stock,
     restricted stock units, options and
     warrants as their impact is anti-dilutive
     based on the loss from continuing
     operations for the period; however, these
     common stock equivalents are included in
     Adjusted Net Income from Continuing
     Operations per Diluted Share.

Adjusted Free Cash Flow

Adjusted Free Cash Flow is a non-GAAP financial measure. We define Adjusted Free Cash Flow as net cash provided by operating activities less capital expenditures, plus proceeds from the sale of property, plant and equipment, proceeds from disposal of acquired businesses and insurance proceeds from property loss claim. We consider Adjusted Free Cash Flow to be an important indicator of our ability to service our debt and generate cash for acquisitions and other strategic investments. However, Adjusted Free Cash Flow is not intended to be used as an alternative to any measure of our liquidity in accordance with GAAP. The following table reconciles Adjusted Free Cash Flow to the most directly comparable GAAP financial measure, which is net cash provided by operating activities (in thousands).


                                   Three Months                          Twelve Months
                                Ended December 31,                    Ended December 31,

                              2017                 2016          2017                    2016
                              ----                 ----          ----                    ----


    Adjusted Free Cash
     Flow Reconciliation


    Net cash provided by
     operating activities             $10,581                           $23,621                  $94,827  $115,911

    Less: Capital
     expenditures          (8,743)                      (9,384)                   (42,727)    (40,425)

    Add: Proceeds from the
     sale of property,
     plant and equipment     1,056                           824                       2,059        2,744

    Add: Proceeds from the
     disposal of acquired
     businesses                140                         1,190                       1,445        1,565

    Add: Insurance
     proceeds from
     property loss claim         -                        1,348                           -       1,348
                               ---                        -----                         ---       -----

    Adjusted Free Cash
     Flow (non-GAAP)                   $3,034                           $17,599                  $55,604   $81,143
                                       ======                           =======                  =======   =======

Net Debt

Net Debt is a non-GAAP financial measure. We define Net Debt as total debt, including current maturities and capital lease obligations, less cash and cash equivalents. We believe that Net Debt is useful to investors as a measure of our financial position. We use Net Debt to monitor and compare our financial position from period to period. However, Net Debt is not intended to be used as an alternative to any measure of our financial position in accordance with GAAP. The following table reconciles Net Debt to the most directly comparable GAAP financial measure, which is total debt, including current maturities and capital lease obligations (in thousands).


                                   As of                 As of

                               December 31,          December 31,
                                       2017                   2016
                                       ----                   ----


    Net Debt Reconciliation


    Total debt, including
     current maturities and
     capital lease obligations              $693,336                 $449,298

    Less: cash and cash
     equivalents                     22,581                   75,774
                                     ------                   ------

    Net Debt                                $670,755                 $373,524
                                            ========                 ========

Net Debt to Total Adjusted EBITDA

Net Debt to Total Adjusted EBITDA is a non-GAAP financial measure. We define Net Debt to Total Adjusted EBITDA as Net Debt divided by Total Adjusted EBITDA for the applicable last twelve-month period. We believe that Net Debt to Total Adjusted EBITDA is useful to investors as a measure of our financial position. We use this measure to monitor and compare our financial position from period to period. However, Net Debt to Total Adjusted EBITDA is not intended to be used as an alternative to any measure of our financial position in accordance with GAAP. The following table presents our calculation of Net Debt to Total Adjusted EBITDA and the most directly comparable GAAP ratio, which is total debt to last twelve months ("LTM") income from continuing operations (in thousands). For an explanation and reconciliation of Total Adjusted EBITDA, see page 9 of this release.


                               Twelve Month Period

                               January 1, 2017 to

                                December 31, 2017
                                -----------------


    Total Adjusted EBITDA                          $192,321
                                                   ========


    Net Debt                                       $670,755
                                                   ========


    Total debt to income from
     continuing operations                           26.40x

    Net Debt to Total Adjusted
     EBITDA as of December 31,
     2017                                             3.49x

Source: USCR-E

Company Contact Information:
U.S. Concrete, Inc. Investor Relations
844-828-4774
IR@us-concrete.com

Media Contact:
Media@us-concrete.com

View original content with multimedia:http://www.prnewswire.com/news-releases/us-concrete-announces-its-full-year-2017-and-fourth-quarter-results-300606351.html

SOURCE U.S. Concrete, Inc.