U.S. Concrete Announces First Quarter 2018 Results

U.S. Concrete Announces First Quarter 2018 Results

EULESS, Texas, April 30, 2018 /PRNewswire/ -- U.S. Concrete, Inc. (NASDAQ: USCR), a leading producer of construction materials in select major markets across the United States, today reported results for the quarter ended March 31, 2018.

FIRST QUARTER 2018 HIGHLIGHTS COMPARED TO FIRST QUARTER 2017

    --  Consolidated revenue increased 9.6% to $327.8 million
    --  Ready-mixed concrete revenue increased 5.0% to $289.2 million
    --  Ready-mixed concrete average sales price improved 2.0% to $136.99 per
        cubic yard
    --  Aggregate products revenue increased 83.3% to $32.7 million
    --  Aggregate products average sales price increased 14.1% to $14.36 per ton
    --  Completed three acquisitions, including ready-mixed concrete plants in
        key growth markets enhancing the Company's established presence in the
        New York metro and Philadelphia regions, and ready-mixed concrete plants
        and aggregate reserves within Texas, which increased vertical
        integration
    --  Ready-mixed concrete backlog increased 11.0% to an all-time high of 8.2
        million cubic yards

FIRST QUARTER 2018 RESULTS COMPARED TO FIRST QUARTER 2017
Consolidated revenue increased 9.6% to $327.8 million, compared to $299.1 million in the prior year first quarter. Revenue from the ready-mixed concrete segment increased $13.8 million, or 5.0%, compared to the prior year first quarter, driven by acquisition volume and pricing. The Company's ready-mixed concrete sales volume was 2.1 million cubic yards, up 2.2% compared to the prior year first quarter. Ready-mixed concrete average sales price per cubic yard increased $2.71, or 2.0%, to $136.99 compared to $134.28 in the prior year first quarter. Ready-mixed concrete material spread increased to $67.34 per cubic yard, compared to $66.70 per cubic yard in the prior year first quarter. Ready-mixed concrete backlog at the end of the 2018 first quarter was approximately 8.2 million cubic yards, up 11.0% compared to the end of the prior year first quarter and up 4.0% compared to 2017 year end. Aggregate products sales volume was 2.1 million tons, up 71.3% compared to the prior year first quarter, including the benefit of 2017 acquisitions. Aggregate products average sales price increased 14.1% to $14.36 per ton in the 2018 first quarter compared to the prior year first quarter.

During the 2018 first quarter, operating income was $7.5 million compared to $21.3 million in the first quarter of 2017, with an operating income margin of 2.3% compared to 7.1% in the first quarter of 2017. The first quarter of 2018 included the negative impact of weather-related challenges as we experienced the wettest February on record in the Dallas/Ft. Worth metroplex and four nor'easters impacted our Atlantic region during March. These weather delays did not result in the cancellation of work, only deferring it into future quarters. On a non-GAAP basis, our consolidated Adjusted Gross Profit was $61.7 million in the 2018 first quarter compared to $63.4 million in the prior year first quarter, with an Adjusted Gross Margin of 18.8% compared to 21.2% in the prior year first quarter. Adjusted Gross Margin declined as a result of a change in overall product mix and the negative impact of weather-related delays in some of our major markets. Adjusted Gross Profit and Adjusted Gross Margin are non-GAAP financial measures. Please refer to the definitions, reconciliations and other information at the end of this press release.

Selling, general and administrative ("SG&A") expenses were $32.3 million in the 2018 first quarter compared to $25.8 million in the prior year first quarter. SG&A as a percentage of revenue was 9.8% in the 2018 first quarter compared to 8.6% in the prior year first quarter. We incurred $2.5 million in acquisition-related costs during the first quarter of 2018 compared to $0.4 million in the first quarter of 2017. We also incurred $2.2 million in non-cash stock compensation expense during the first quarter of 2018 compared to $1.6 million in the first quarter of 2017. On a non-GAAP basis, our Adjusted SG&A, which excludes acquisition-related costs and non-cash stock compensation expense, was $27.5 million for the 2018 first quarter compared to $23.2 million in the prior year first quarter, reflecting increased personnel-related costs to support our growth initiatives and acquisition strategy as well as the impact of SG&A from recent acquisitions. Adjusted SG&A as a percentage of revenue was 8.4% in the 2018 first quarter, compared to 7.8% in the prior year first quarter. Adjusted SG&A and Adjusted SG&A as a percentage of revenue are non-GAAP financial measures. Please refer to the definitions, reconciliations and other information at the end of this press release.

During the 2018 first quarter, our loss from continuing operations was $3.8 million, as compared to income from continuing operations of $7.0 million in the 2017 first quarter. Total Adjusted EBITDA was $36.0 million in the 2018 first quarter. Ready-mixed concrete segment Adjusted EBITDA was $41.0 million in the 2018 first quarter, which was adversely impacted by weather compared to the prior year. Aggregate products Adjusted EBITDA of $5.0 million in the 2018 first quarter increased $1.0 million compared to the prior year first quarter primarily related to higher sales volumes, including the benefit of 2017 acquisitions, despite significant weather-related delays during the 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 first quarter of 2018, the net loss attributable to U.S. Concrete was $3.9 million, or $0.23 per diluted share, compared to net income attributable to U.S. Concrete of $6.9 million, or $0.42 per diluted share, in the first quarter of 2017. Adjusted Net Income from Continuing Operations was $3.0 million, or $0.18 per diluted share in the first quarter of 2018, compared to $11.2 million, or $0.68 per diluted share, in the prior year first quarter, including the impact of a normalized tax rate of 26% in both periods. 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 definitions, 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, "Despite yet another challenging quarter due to weather, we are pleased to report multiple financial accomplishments, including our 29th straight quarter of year-over-year revenue growth, our 28th straight quarter of ready-mixed concrete pricing growth as well as a new first quarter revenue high of $328 million. We continue to maintain our focus on operating excellence and push forward with accelerated efforts on integrating our recent acquisitions, which were strong contributors for the quarter."

Mr. Sandbrook continued, "We have a lot to be excited about heading into the peak months of the construction season and are optimistic about the rest of the year. We have grown and maintained record backlog levels, we have just scratched the surface on the production and earnings capacity of our recent acquisitions and demand remains high in all of our markets, which we intend to capitalize on in the coming months with the cooperation of more normalized weather."

Mr. Sandbrook concluded, "Our recent acquisition of Polaris Materials represents a key success in our vertical integration growth strategy. The addition means more than just an internal source of aggregates for our ready-mixed concrete business in Northern California and entrance into new markets, but represents our ability to provide high-quality materials in otherwise supply-constrained areas for the foreseeable future. Our integration of Polaris remains ahead of our internal plan, and we continue to aggressively work on the acceleration of volume into the various markets we serve as well as plans to further develop land acquired as part of the transaction for additional capacity. We are extremely excited and confident with the anticipated returns from this dynamic acquisition."

BALANCE SHEET AND LIQUIDITY
Net cash provided by operating activities in the first quarter of 2018 was $25.9 million, compared to net cash provided by operating activities in the prior year first quarter of $29.5 million. The reduction in net cash provided by operating activities in the first quarter of 2018 primarily related to lower net income. The Company's Adjusted Free Cash Flow in the first quarter of 2018 was $19.5 million, which primarily reflects the impact of working capital changes, as compared to $19.6 million in the prior year first 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 March 31, 2018, the Company had cash and cash equivalents of $36.6 million and total debt of $755.7 million, resulting in Net Debt of $719.1 million. Net Debt increased by $48.4 million from December 31, 2017, largely as a result of the successful deployment of capital for the continued execution of our acquisition strategy and capital expenditures for plant equipment to support the growing demands in our markets. The Company had $137.7 million of unused availability under its revolving credit facility at March 31, 2018. Net Debt is a non-GAAP financial measure. Please refer to the definitions, reconciliations and other information at the end of this press release.

CONFERENCE CALL AND WEBCAST DETAILS
U.S. Concrete will host a conference call on Monday, April 30, 2018 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time), to review its first quarter 2018 results. To participate in the call, please dial (877) 312-8806 - Conference ID: 5959087 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, 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 181 standard ready-mixed concrete plants, 17 volumetric ready-mixed concrete facilities, and 19 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 beliefs, 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.

(Tables Follow)


                                                                              U.S. CONCRETE, INC. AND SUBSIDIARIES

                                                                        CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                          (Unaudited)

                                                                            (in thousands, except per share amounts)


                                                                                                                                Three Months Ended
                                                                                                                                  March 31,

                                                                                                                           2018                      2017
                                                                                                                           ----                      ----

    Revenue                                                                                                                      $327,787                   $299,133

    Cost of goods sold before depreciation, depletion and amortization                                                  267,232                     235,759

    Selling, general and administrative expenses                                                                         32,276                      25,817

    Depreciation, depletion and amortization                                                                             20,575                      15,859

    Change in value of contingent consideration                                                                             368                         608

    Gain on sale of assets, net                                                                                           (190)                      (192)
                                                                                                                           ----                        ----

    Operating income                                                                                                      7,526                      21,282

    Interest expense, net                                                                                                11,309                      10,142

    Derivative income                                                                                                         -                    (1,856)

    Other income, net                                                                                                   (1,619)                      (708)
                                                                                                                         ------                        ----

    Income (loss) from continuing operations before income taxes                                                        (2,164)                     13,704

    Income tax expense                                                                                                    1,652                       6,702
                                                                                                                          -----                       -----

    Income (loss) from continuing operations                                                                            (3,816)                      7,002

    Loss from discontinued operations, net of taxes                                                                           -                      (122)
                                                                                                                            ---                       ----

    Net income (loss)                                                                                                   (3,816)                      6,880

    Less: Net income attributable to non-controlling interest                                                              (42)                          -
                                                                                                                            ---                         ---

    Net income (loss) attributable to U.S. Concrete                                                                              $(3,858)                    $6,880
                                                                                                                                  =======                     ======


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

    Income (loss) from continuing operations                                                                                      $(0.23)                     $0.45

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

    Net income (loss) per share attributable to U.S. Concrete - basic                                                             $(0.23)                     $0.44
                                                                                                                                   ======                      =====


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

    Income (loss) from continuing operations                                                                                      $(0.23)                     $0.43

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

    Net income (loss) per share attributable to U.S. Concrete - diluted                                                           $(0.23)                     $0.42
                                                                                                                                   ======                      =====


    Weighted average shares outstanding:

    Basic                                                                                                                16,423                      15,498
                                                                                                                         ======                      ======

    Diluted                                                                                                              16,423                      16,483
                                                                                                                         ======                      ======


                                                                          U.S. CONCRETE, INC. AND SUBSIDIARIES

                                                                          CONDENSED CONSOLIDATED BALANCE SHEETS

                                                                                     (in thousands)


                                                                                                                March 31, 2018            December 31, 2017
                                                                                                                --------------            -----------------

                                                                                                                  (Unaudited)

                                                             ASSETS

    Current assets:

    Cash and cash equivalents                                                                                                     $36,616                        $22,581

    Trade accounts receivable, net                                                                                     213,354                        214,221

    Inventories                                                                                                         47,341                         48,085

    Prepaid expenses                                                                                                     9,460                          5,297

    Other receivables                                                                                                   16,073                         19,191

    Other current assets                                                                                                 1,479                          2,310

    Total current assets                                                                                               324,323                        311,685
                                                                                                                       -------                        -------

    Property, plant and equipment, net                                                                                 664,594                        636,268

    Goodwill                                                                                                           220,107                        204,731

    Intangible assets, net                                                                                             126,134                        118,123

    Other assets                                                                                                         7,161                          5,327
                                                                                                                         -----                          -----

    Total assets                                                                                                               $1,342,319                     $1,276,134
                                                                                                                               ==========                     ==========

                                              LIABILITIES AND STOCKHOLDERS' EQUITY

    Current liabilities:

    Accounts payable                                                                                                             $115,729                       $117,070

    Accrued liabilities                                                                                                 84,038                         65,420

    Current maturities of long-term debt                                                                                25,902                         25,951

    Total current liabilities                                                                                          225,669                        208,441
                                                                                                                       -------                        -------

    Long-term debt, net of current maturities                                                                          729,826                        667,385

    Other long-term obligations and deferred credits                                                                    84,533                         93,341

    Deferred income taxes                                                                                                3,123                          4,825
                                                                                                                         -----                          -----

    Total liabilities                                                                                                1,043,151                        973,992
                                                                                                                     ---------                        -------

    Commitments and contingencies

    Equity:

    Preferred stock                                                                                                          -                             -

    Common stock                                                                                                            18                             18

    Additional paid-in capital                                                                                         321,216                        319,016

    Accumulated deficit                                                                                               (17,642)                      (13,784)

    Treasury stock, at cost                                                                                           (26,032)                      (24,799)

    Total shareholders' equity                                                                                         277,560                        280,451

    Non-controlling interest                                                                                            21,608                         21,691
                                                                                                                        ------                         ------

    Total equity                                                                                                       299,168                        302,142

    Total liabilities and equity                                                                                               $1,342,319                     $1,276,134
                                                                                                                               ==========                     ==========


                                       U.S. CONCRETE, INC. AND SUBSIDIARIES

                                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                   (Unaudited)

                                                  (in thousands)


                                                           Three Months Ended
                                                              March 31,

                                                     2018                           2017
                                                     ----                           ----

    CASH FLOWS FROM OPERATING
     ACTIVITIES:

    Net income
     (loss)                                                 $(3,816)                        $6,880

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

    Depreciation,
     depletion and
     amortization                                  20,575                           15,859

    Amortization
     of debt
     issuance
     costs                                            463                              519

    Amortization
     of discount
     on long-
     term
     incentive
     plan and
     other
     accrued
     interest                                         194                              185

    Amortization
     of premium
     on long-
     term debt                                      (388)                           (388)

    Derivative
     income                                             -                         (1,856)

    Change in
     value of
     contingent
     consideration                                    368                              608

    Net gain on
     disposal of
     assets                                         (190)                           (192)

    Deferred
     income taxes                                   (547)                           2,761

    Provision for
     doubtful
     accounts and
     customer
     disputes                                         982                              718

    Stock-based
     compensation                                   2,172                            1,619

    Unrealized
     foreign
     exchange
     gain                                            (13)                               -

    Changes in assets and
     liabilities, excluding
     effects of acquisitions:

    Accounts
     receivable                                     (128)                           6,749

    Inventories                                     1,418                              182

    Prepaid
     expenses and
     other
     current
     assets                                       (1,785)                         (2,246)

    Other assets
     and
     liabilities                                  (1,346)                            (77)

    Accounts
     payable and
     accrued
     liabilities                                    7,977                          (1,777)

    Net cash
     provided by
     operating
     activities                                    25,936                           29,544
                                                   ------                           ------

    CASH FLOWS FROM INVESTING
     ACTIVITIES:

    Purchases of
     property,
     plant and
     equipment                                    (8,375)                        (10,718)

    Payments for
     acquisitions,
     net of cash
     acquired                                    (60,250)                         (2,731)

    Proceeds from
     disposals of
     property,
     plant and
     equipment                                        262                              485

    Proceeds from
     disposal of
     businesses                                        72                              294

    Insurance
     proceeds
     from
     property
     loss claims                                    1,634                                -

    Net cash used
     in investing
     activities                                  (66,657)                        (12,670)
                                                  -------                          -------

    CASH FLOWS FROM FINANCING
     ACTIVITIES:

    Proceeds from
     revolver
     borrowings                                   135,650                                -

    Repayments of
     revolver
     borrowings                                  (69,650)                               -

    Proceeds from
     issuance of
     debt                                               -                         211,500

    Proceeds from
     exercise of
     warrants and
     stock
     options                                           28                              327

    Payments of
     other long-
     term
     obligations                                  (3,540)                         (4,500)

    Payments for
     other
     financing                                    (6,419)                         (4,246)

    Debt issuance
     costs                                              -                         (3,170)

    Other
     treasury
     share
     purchases                                    (1,233)                           (735)

    Net cash
     provided by
     financing
     activities                                    54,836                          199,176

    EFFECT OF
     EXCHANGE
     RATES ON
     CASH AND
     CASH
     EQUIVALENTS                                     (80)                               -
                                                      ---                              ---

    NET INCREASE
     IN CASH AND
     CASH
     EQUIVALENTS                                   14,035                          216,050

    CASH AND CASH
     EQUIVALENTS
     AT BEGINNING
     OF PERIOD                                     22,581                           75,774
                                                   ------                           ------

    CASH AND CASH
     EQUIVALENTS
     AT END OF
     PERIOD                                                  $36,616                       $291,824
                                                             =======                       ========

UNAUDITED 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
                                                        March 31,

                                              2018                     2017
                                              ----                     ----

    Revenue:

    Ready-mixed concrete

    Sales to external customers                       $289,240                $275,456

    Aggregate products

    Sales to external customers             19,455                      9,297

    Intersegment sales                      13,223                      8,527

    Total aggregate products                32,678                     17,824
                                            ------                     ------

    Total reportable segment revenue       321,918                    293,280

    Other products and eliminations          5,869                      5,853
                                             -----                      -----

    Total revenue                                     $327,787                $299,133
                                                      ========                ========


    Reportable Segment Adjusted EBITDA

      Ready-mixed concrete Adjusted EBITDA             $40,967                 $41,504

      Aggregate products Adjusted EBITDA                $5,030                  $3,997


                                             Three Months Ended         Year-
                                                 March 31,              Over-
                                                                       Year %


                                        2018                    2017    Change
                                        ----                    ----    ------

    Ready-Mixed Concrete

    Average sales price per cubic yard          $136.99                  $134.28        2.0%

    Sales volume in cubic yards        2,095                     2,049            2.2%


    Aggregate Products

    Average sales price per ton                  $14.36                   $12.59       14.1%

    Sales volume in tons               2,135                     1,246           71.3%

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, derivative (income) loss, non-cash change in value of contingent consideration, hurricane-related losses, quarry dredge costs for specific event, purchase accounting adjustments for inventory, non-cash stock compensation expense, acquisition-related costs and officer transition expenses. Acquisition-related costs consist of fees and expenses for accountants, lawyers and other professionals incurred during the negotiation and closing of strategic acquisitions and certain acquired entities' management severance costs. Acquisition-related costs do 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
                                                                           March 31,

                                                                    2018                 2017
                                                                    ----                 ----

    Total Adjusted EBITDA Reconciliation

    Income (loss) from continuing operations                               $(3,816)                    $7,002

    Add:  Income tax expense                                       1,652                         6,702
                                                                   -----                         -----

    Income (loss) from continuing operations before income taxes (2,164)                       13,704

    Add:  Depreciation, depletion and amortization                20,575                        15,859

    Add:  Interest expense, net                                   11,309                        10,142

    Add:  Derivative income                                            -                      (1,856)

    Add:  Non-cash change in value of contingent consideration       368                           608

    Add:  Hurricane-related losses                                   307                             -

    Add:  Quarry dredge costs for specific event                     191                             -

    Add:  Purchase accounting adjustments for inventory              706                             -

    Add:  Non-cash stock compensation expense                      2,172                         1,619

    Add:  Acquisition-related costs                                2,539                           413

    Add:  Officer transition expenses                                  -                          584

    Total Adjusted EBITDA                                                   $36,003                    $41,073
                                                                            =======                    =======


    Income (loss) from continuing operations margin               (1.2)%                         2.3%

    Total Adjusted EBITDA Margin                                   11.0%                        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 value of contingent consideration, hurricane-related losses in 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

                                                                  March 31,

                                                         2018                   2017
                                                         ----                   ----

    Adjusted Gross Profit Reconciliation

    Operating income                                            $7,526                      $21,282

    Add: Depreciation, depletion and amortization      20,575                        15,859

    Add: Selling, general and administrative expenses  32,276                        25,817

    Add: Change in value of contingent consideration      368                           608

    Add: Hurricane-related losses in COGS before DD&A     277                             -

    Add: Purchase accounting adjustments for inventory    706                             -

    Add: Quarry dredge costs for specific event           191                             -

    Less: Gain on disposal of assets, net               (190)                        (192)
                                                         ----                          ----

    Adjusted Gross Profit (non-GAAP)                           $61,729                      $63,374
                                                               =======                      =======


    Operating income margin                              2.3%                         7.1%

    Adjusted Gross Margin (non-GAAP)                    18.8%                        21.2%

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 costs, officer transition expenses and hurricane-related losses. 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

                                                                   March 31,

                                                            2018                 2017
                                                            ----                 ----

    Adjusted SG&A

    Selling, general and administrative expenses                    $32,276                   $25,817

    Less: Non-cash stock compensation expense            (2,172)                      (1,619)

    Less: Acquisition-related costs                      (2,539)                        (413)

    Less: Officer transition expenses                          -                        (584)

    Less: Hurricane-related losses                          (30)                            -

    Adjusted SG&A (non-GAAP)                                        $27,535                   $23,201
                                                                    =======                   =======


    SG&A as a percentage of revenues                        9.8%                         8.6%

    Adjusted SG&A as a percentage of revenues (non-GAAP)    8.4%                         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 (income) loss, non-cash change in value of contingent consideration, hurricane-related losses, quarry dredge costs for specific event, purchase accounting adjustments for inventory, non-cash stock compensation expense, acquisition-related costs, and officer transition expenses. We also adjust Adjusted Net Income from Continuing Operations for a normalized effective income tax rate of 26%. 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 costs consist of fees and expenses for accountants, lawyers and other professionals incurred during the negotiation and closing of strategic acquisitions and certain acquired entities' management severance costs. Acquisition-related costs do 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
                                                                            March 31,

                                                                      2018                 2017
                                                                      ----                 ----

    Adjusted Net Income from Continuing Operations Reconciliation

    Net income (loss) attributable to U.S. Concrete                          $(3,858)                    $6,880

    Add:  Net income attributable to non-controlling interest           42                             -

    Add:  Loss from discontinued operations, net of taxes                -                          122

    Add:  Income tax expense                                         1,652                         6,702
                                                                     -----                         -----

    Income (loss) from continuing operations before income taxes   (2,164)                       13,704

    Less: Derivative income                                              -                      (1,856)

    Add: Non-cash change in value of contingent consideration          368                           608

    Add: Hurricane-related losses                                      307                             -

    Add: Quarry dredge costs for specific event                        191                             -

    Add: Purchase accounting adjustments for inventory                 706                             -

    Add: Non-cash stock compensation expense                         2,172                         1,619

    Add: Acquisition-related costs                                   2,539                           413

    Add: Officer transition expenses                                     -                          584
                                                                       ---                          ---

    Adjusted income from continuing operations before income taxes   4,119                        15,072

    Less:  Normalized income tax expense(1)                          1,071                         3,919

    Adjusted Net Income from Continuing Operations (non-GAAP)                  $3,048                    $11,153
                                                                               ======                    =======


    (1) Assumes a normalized effective tax rate of 26% in both periods.


                                   Three Months Ended
                                        March 31,

                              2018 (1)                2017
                               -------                ----

    Adjusted Net Income from
     Continuing Operations
     per Diluted Share
     Reconciliation

    Net income (loss)
     attributable to U.S.
     Concrete per diluted
     share                               $(0.23)                   $0.42

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

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

    Add:  Income tax expense
     per diluted share            0.10                        0.40
                                  ----                        ----

    Income (loss) from
     continuing operations
     before income taxes per
     diluted share              (0.13)                       0.83

    Less:  Impact of
     derivative income               -                     (0.11)

    Add:  Impact of non-cash
     change in value of
     contingent consideration     0.02                        0.04

    Add:  Impact of
     hurricane-related
     losses                       0.02                           -

    Add:  Impact of quarry
     dredge costs for
     specific event               0.01                           -

    Add:  Impact of purchase
     accounting adjustments
     for inventory                0.04                           -

    Add:  Impact of non-cash
     stock compensation
     expense                      0.13                        0.10

    Add:  Impact of
     acquisition-related
     costs                        0.16                        0.02

    Add:  Impact of officer
     transition expenses             -                       0.03
                                   ---                       ----

    Adjusted income from
     continuing operations
     before income taxes          0.25                        0.91

    Less:  Normalized income
     tax expense(2)               0.07                        0.23

    Adjusted Net Income from
     Continuing Operations
     per Diluted Share (non-
     GAAP)                                 $0.18                    $0.68
                                           =====                    =====


    (1) Net loss per diluted share
     for the three months ended
     March 31, 2018 excludes
     common stock equivalents of
     0.1 million shares from our
     options and restricted stock
     as their impact is anti-
     dilutive based on the net
     loss for the period; however,
     these common stock
     equivalents are included in
     Adjusted Net Income from
     Continuing Operations per
     Diluted Share.


    (2) Assumes a normalized
     effective tax rate of 26% in
     both periods.

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 purchases of property, plant and equipment, plus proceeds from the disposals of property, plant and equipment, proceeds from disposal of businesses and insurance proceeds from property loss claims. 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 Ended
                                                                                   March 31,

                                                                         2018                   2017
                                                                         ----                   ----

    Adjusted Free Cash Flow Reconciliation

    Net cash provided by operating activities                                   $25,936                        $29,544

    Less: Purchases of property, plant and equipment                  (8,375)                        (10,718)

    Add: Proceeds from the disposals of property, plant and equipment     262                              485

    Add: Proceeds from disposal of businesses                              72                              294

    Add: Insurance proceeds from property loss claims                   1,634                                -

    Adjusted Free Cash Flow (non-GAAP)                                          $19,529                        $19,605
                                                                                =======                        =======

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

                                                         March 31, 2018          December 31, 2017
                                                         --------------          -----------------

    Net Debt Reconciliation

    Total debt, including current maturities and capital
     lease obligations                                                  $755,728                   $693,336

    Less: cash and cash equivalents                              36,616                    22,581

    Net Debt (non-GAAP)                                                 $719,112                   $670,755
                                                                        ========                   ========

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 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 (income) loss, non-cash change in value of contingent consideration, impairment of goodwill and other assets, hurricane-related losses, quarry dredge costs for specific event, purchase accounting adjustments for inventory, foreign currency losses resulting from Polaris acquisition, non-cash stock compensation expense, acquisition-related costs and officer transition expenses. 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).


                                                                      Twelve Month Period

                                                                        April 1, 2017 to

                                                                         March 31, 2018
                                                                         --------------

    Total Adjusted EBITDA Reconciliation

    Income from continuing operations                                                      $15,448

    Add:  Income tax expense                                                        7,386
                                                                                    -----

    Income from continuing operations before income taxes                          22,834

    Add:  Depreciation, depletion and amortization                                 72,514

    Add:  Interest expense, net                                                    43,124

    Add:  Loss on extinguishment of debt                                               60

    Add:  Derivative loss                                                           2,647

    Add:  Non-cash change in value of contingent consideration                      7,670

    Add:  Impairment of goodwill and other assets                                   6,238

    Add:  Hurricane-related losses                                                  3,345

    Add:  Quarry dredge costs for specific event                                    3,581

    Add:  Purchase accounting adjustments for inventory                             1,993

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

    Add:  Non-cash stock compensation expense                                       8,838

    Add:  Acquisition-related costs                                                12,258

    Add:  Officer transition expenses                                                 200

    Total Adjusted EBITDA                                                                 $187,251
                                                                                          ========


    Net Debt                                                                              $719,112
                                                                                          ========


    Total debt to LTM income from continuing operations                            48.92x

    Net Debt to Total Adjusted EBITDA as of March 31, 2018 (non-GAAP)               3.84x

Source: USCR-E


    Contact:                    U.S. Concrete, Inc. Investor
                                Relations

                               844-828-4774

                               IR@us-concrete.com

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SOURCE U.S. Concrete, Inc.