EAGLE MATERIALS INC. EXECUTIVE SUMMARY
We are a leading manufacturer of heavy construction materials and light building materials inthe United States . Our primary products,Portland Cement and Gypsum Wallboard, are commodities that are essential in commercial and residential construction; public construction projects; and projects to build, expand, and repair roads and highways. Demand for our products is generally cyclical and seasonal, depending on economic and geographic conditions. We distribute our products throughout most ofthe United States , except the Northeast, which provides us with regional economic diversification. However, general economic downturns or localized downturns in the regions where we have operations may have a material adverse effect on our business, financial condition, and results of operations. Our business is organized into two sectors: Heavy Materials, which includes the Cement and Concrete and Aggregates segments; and Light Materials, which includes the Gypsum Wallboard and Recycled Paperboard segments. Financial results and other information for the three and six months endedSeptember 30, 2022 and 2021, are presented on a consolidated basis and by these business segments - Cement, Concrete and Aggregates, Gypsum Wallboard, and Recycled Paperboard. We conduct one of our cement operations through a joint venture,Texas Lehigh Cement Company LP , which is located inBuda, Texas (the Joint Venture). We own a 50% interest in the Joint Venture and account for our interest under the equity method of accounting. We proportionately consolidate our 50% share of the Joint Venture's Revenue and Operating Earnings in the presentation of our Cement segment, which is the way management organizes the segments within the Company for making operating decisions and assessing performance. All our business activities are conducted inthe United States . These activities include the mining of limestone for the manufacture, production, distribution, and sale of portland cement (a basic construction material that is the essential binding ingredient in concrete); the grinding and sale of slag; the mining of gypsum for the manufacture and sale of gypsum wallboard; the manufacture and sale of recycled paperboard to the gypsum wallboard industry and other paperboard converters; the sale of readymix concrete; and the mining and sale of aggregates (crushed stone, sand, and gravel). OnApril 22, 2022 , we completed the ConAgg Acquisition. The Purchase Price of the ConAgg Acquisition was approximately$120.2 million . The ConAgg Acquisition is included in our Heavy Materials sector, in the Concrete and Aggregates business segment. OnSeptember 16, 2022 , we acquired a cement distribution terminal located inNashville, Tennessee (the Terminal Acquisition). The purchase price of the Terminal Acquisition was approximately$39.5 million . The Terminal Acquisition is included in our Heavy Materials sector, in the Cement business segment.
See Footnote (B) in the Unaudited Consolidated Financial Statements for more information regarding the ConAgg Acquisition and the Terminal Acquisition.
MARKET CONDITIONS AND OUTLOOK
During the first half of fiscal 2023, our end markets generally remained resilient despite external challenges, such as transportation disruptions, supply chain constraints, and increasing interest rates and inflation. Construction activity in most of our regional markets continued to outpace the national average, and sales volume in our largest business lines remained strong during the three months endedSeptember 30, 2022 - our Gypsum Wallboard shipments were up 6%, and although our Cement sales volume decreased 2%, it remains historically high. 21 --------------------------------------------------------------------------------
Demand Outlook
The principal end-use market of Cement is public infrastructure (i.e. roads, bridges, and highways). Our Cement business remains in a near sold-out position. We expect demand for cement to remain strong as theInfrastructure Investment and Jobs Act accelerates federal funding of infrastructure construction and repair projects during the latter half of this fiscal year and throughout calendar 2023. However, despite underlying demand growth, our ability to achieve further Cement sales volume growth from our existing facilities is limited, because our integrated cement sales network is operating at high utilization levels. The principal end use for gypsum wallboard is residential housing, consisting of new construction (both single-family and multi-family homes) as well as repair and remodel. The construction of single-family homes tend to be more wallboard-intensive than multi-family homes. Gypsum Wallboard shipments and orders currently remain steady, and we expect home construction backlogs to support product demand throughout the remainder of our fiscal year. However, we recognize tighterU.S. fiscal policy, which has resulted in the highest mortgage rates in the last 20 years, will likely have an adverse impact on residential construction activity in the future. Our Recycled Paperboard business sells paper primarily into the gypsum wallboard market, and demand for our paper generally follows the demand for gypsum wallboard.
Cost Outlook
We are well positioned to manage our cost structure and meet our customers' needs during the remainder of the fiscal year, despite rising inflation and increased transportation costs. Our substantial raw material reserves for our Cement, Aggregates, and Gypsum Wallboard businesses, and their proximity to our respective manufacturing facilities, support our low-cost producer position across all our business segments. Energy and freight costs increased in all our businesses during fiscal 2022, as well as the first half of fiscal 2023, and we anticipate further increases into fiscal 2024. The increases in energy costs are related to rising demand and disruption in the global supply of natural gas and solid fuels. We have forward purchase contracts for approximately 50% of our natural gas needs at$5.53 per mmbtu across all our businesses for the remainder of fiscal 2023. For freight, several factors are contributing to higher costs, including limited availability of trucking and rail service, congestion on the shipping routes, and the increase in price of diesel fuel, all of which have constrained freight capacity. We do not expect these factors to improve in the near term. The primary raw material used to produce paperboard is OCC. Prices for OCC significantly increased during the prior year, but have recently declined. We expect OCC prices to remain relatively level for the remainder of fiscal 2023. Our current customer contracts for gypsum liner include price adjustments that partially compensate for changes in raw material fiber prices. However, because these price adjustments are not realized until future quarters, material costs in our Gypsum Wallboard segment are likely to be lower in the period that these price adjustments are realized. 22 --------------------------------------------------------------------------------
RESULTS OF OPERATIONS
THREE MONTHS ENDEDSEPTEMBER 30, 2022 , Compared WITH THREE MONTHS ENDEDSEPTEMBER 30, 2021 For the Three Months Ended September 30, 2022 2021 Change (dollars in thousands, except per share) Revenue$ 605,068 $ 509,694 19 % Cost of Goods Sold (410,829 ) (354,353 ) 16 % Gross Profit 194,239 155,341 25 % Equity in Earnings of Unconsolidated Joint Venture 7,156 8,260 (13 )% Corporate General and Administrative Expense (13,627 ) (10,667 ) 28 % Loss on Early Retirement of Senior Notes - (8,407 ) (100 )% Other Non-Operating Loss (664 ) (944 ) (30 )% Interest Expense, net (8,580 ) (12,268 ) (30 )% Earnings Before Income Taxes 178,524 131,315 36 % Income Tax Expense (39,529 ) (29,190 ) 35 % Net Earnings$ 138,995 $ 102,125 36 % Diluted Earnings per Share$ 3.72 $ 2.46 51 % REVENUE Revenue increased by$95.4 million , or 19%, to$605.1 million for the three months endedSeptember 30, 2022 . The ConAgg Acquisition contributed$13.9 million of Revenue during the three months endedSeptember 30, 2022 . Excluding the ConAgg Acquisition, Revenue improved by$81.5 million , or 16%, largely because of increases in both gross sales prices and Sales Volume. The increases in gross sales prices and Sales Volume positively affected Revenue by approximately$75.3 million and$6.2 million , respectively.
COST OF GOODS SOLD
Cost of Goods Sold increased by$56.4 million , or 16%, to$410.8 million for the three months endedSeptember 30, 2022 . The ConAgg Acquisition contributed$12.1 million of Cost of Goods Sold during the three months endedSeptember 30, 2022 . Excluding the ConAgg Acquisition, Cost of Goods Sold increased by$44.3 million , or 13%. The increase was due to higher Sales Volume and operating costs of$2.5 million and$41.8 million , respectively. Higher operating costs were primarily related to our Cement, Gypsum Wallboard, and Recycled Paperboard segments, which are discussed further in the segment analysis.
GROSS PROFIT
Gross Profit increased 25% to$194.2 million during the three months endedSeptember 30, 2022 . The improvement was primarily related to higher gross sales prices and Sales Volume, partially offset by increased operating costs. The gross margin increased to 32%, with higher gross sales prices being partially offset by higher operating costs. 23 --------------------------------------------------------------------------------
EQUITY IN EARNINGS OF UNCONSOLIDATED JOINT VENTURE
Equity in Earnings of our Unconsolidated Joint Venture declined$1.1 million , or 13%, for the three months endedSeptember 30, 2022 . The decrease was primarily due to lower Sales Volume and increased operating costs, which adversely affected earnings by approximately$2.0 million and$3.5 million , respectively. This was partially offset by higher gross sales prices which positively affected earnings by$4.4 million . The decline in Sales Volume was mostly due to extended equipment downtime that reduced production during the quarter. The increase in operating costs was primarily related to higher energy and purchased cement costs, which reduced operating earnings by$1.0 million and$2.4 million , respectively.
CORPORATE GENERAL AND ADMINISTRATIVE EXPENSE
Corporate General and Administrative Expense increased by approximately$2.9 million , or 28%, for the three months endedSeptember 30, 2022 . The increase was primarily due to higher salary and incentive compensation, information and technology upgrades, and legal and professional expenses of$0.8 million ,$0.6 million , and$0.5 million , respectively. The increase in salary and incentive compensation was due to higher earnings in the second quarter of fiscal 2023, while the increase in legal and professional expenses was primarily related to the Terminal Acquisition.
LOSS ON EARLY RETIREMENT OF SENIOR NOTES
InJuly 2021 , the Company redeemed and retired its 4.500% Senior Unsecured Notes due in 2026 prior to the maturity date. As a result of the early retirement, the Company paid a premium of$8.4 million . See Footnote (M) to the Unaudited Consolidated Financial Statements for more information.
OTHER NON-OPERATING INCOME
Other Non-Operating Income consists of a variety of items that are unrelated to segment operations and include non-inventoried Aggregates income, asset sales, and other miscellaneous income and cost items.
INTEREST EXPENSE, NET
Interest Expense, net decreased by approximately$3.7 million , or 30%, during the three months endedSeptember 30, 2022 . This was primarily due to the write off of approximately$6.1 million of debt issue costs related to our 4.500% Unsecured Senior Notes due in 2026 and the Term Loan Credit Agreement during the three months endedSeptember 30, 2021 . This was partially offset by$2.7 million of increased interest expense in the current-year quarter due to higher interest rates and average balance outstanding under our Revolving Credit Facility. See Footnote (M) to the Unaudited Consolidated Financial Statements for more information.
EARNINGS BEFORE INCOME TAXES
Earnings Before Income Taxes increased to$178.5 million during the three months endedSeptember 30, 2022 , primarily as because of higher Gross Profit and lower Interest Expense, net. This was partially offset by higher Corporate General and Administrative Expenses, as well as lower Equity in Earnings of Unconsolidated Joint Venture. INCOME TAX EXPENSE Income Tax Expense was$39.5 million for the three months endedSeptember 30, 2022 , compared with$29.2 million for the three months endedSeptember 30, 2021 . The effective tax rate remained flat at 22%.
NET EARNINGS
Net Earnings increased 36% to
24
--------------------------------------------------------------------------------RESULTS OF OPERATIONS
SIX MONTHS ENDEDSEPTEMBER 30, 2022 , Compared WITH Six MONTHS ENDEDSEPTEMBER 30, 2021 For the Six Months Ended September 30, 2022 2021 Change (dollars in thousands, except per share) Revenue$ 1,166,455 $ 985,464 18 % Cost of Goods Sold (821,350 ) (703,612 ) 17 % Gross Profit 345,105 281,852 22 % Equity in Earnings of Unconsolidated Joint Venture 12,254 16,230 (24 )% Corporate General and Administrative Expense (25,447 ) (20,135 ) 26 % Loss on Early Retirement of Senior Notes - (8,407 ) (100 )% Other Non-Operating Income (Loss) (1,299 ) 2,734 (148 )% Interest Expense, net (15,910 ) (19,240 ) (17 )% Earnings Before Income Taxes 314,703 253,034 24 % Income Tax Expense (70,703 ) (55,582 ) 27 % Net Earnings$ 244,000 $ 197,452 24 % Diluted Earnings per Share$ 6.46 $ 4.70 37 % REVENUE Revenue increased by$181.0 million , or 18%, to$1,166.5 million for the six months endedSeptember 30, 2022 . The ConAgg Acquisition contributed$24.9 million of Revenue during the six months endedSeptember 30, 2022 . Excluding the ConAgg Acquisition, Revenue improved by$156.1 million , or 16%, largely because of increases in both gross sales prices and Sales Volume. The increases in gross sales prices and Sales Volume positively affected Revenue by approximately$146.9 million and$9.2 million , respectively.
COST OF GOODS SOLD
Cost of Goods Sold increased by$117.8 million , or 17%, to$821.4 million for the six months endedSeptember 30, 2022 . The ConAgg Acquisition contributed$23.3 million of Cost of Goods Sold during the six months endedSeptember 30, 2022 . Excluding the ConAgg Acquisition, Cost of Goods Sold increased by$94.5 million , or 13%. The increase was due to higher operating costs and Sales Volume of$90.5 million and$4.0 million , respectively. Higher operating costs were primarily related to our Cement and Gypsum Wallboard segments, which are discussed further in the segment analysis.
GROSS PROFIT
Gross Profit increased 22% to$345.1 million during the six months endedSeptember 30, 2022 . The improvement was primarily related to higher gross sales prices and Sales Volume, partially offset by increased operating costs. The gross margin increased to 30%, with higher gross sales prices being partially offset by an increase in operating costs.
EQUITY IN EARNINGS OF UNCONSOLIDATED JOINT VENTURE
Equity in Earnings of our Unconsolidated Joint Venture declined$3.9 million , or 24%, for the six months endedSeptember 30, 2022 . The decrease was primarily due to lower Sales Volume and increased operating costs, which adversely affected earnings by approximately$1.9 million and$9.7 million , respectively. This was partially offset by higher gross sales prices which positively affected earnings by$7.7 million . The increase in operating costs was primarily related to extended equipment downtime that reduced cement production, energy, and higher purchased cement costs, which reduced operating earnings by$2.3 million ,$1.0 million , and$5.4 million , respectively. 25 --------------------------------------------------------------------------------
CORPORATE GENERAL AND ADMINISTRATIVE EXPENSE
Corporate General and Administrative Expense increased by approximately$5.3 million , or 26%, for the six months endedSeptember 30, 2022 . The increase was primarily due to higher incentive compensation, information and technology upgrades, and legal and professional expenses of$3.2 million ,$0.9 million , and$0.6 million , respectively. The increase in incentive compensation was mostly due to executive retirements during the first quarter of fiscal 2023, while the increase in legal and professional expenses was primarily related to the Terminal Acquisition.
LOSS ON EARLY RETIREMENT OF SENIOR NOTES
InJuly 2021 , the Company redeemed and retired its 4.500% Senior Unsecured Notes due in 2026 prior to the maturity date. As a result of the early retirement, the Company paid a premium of$8.4 million . See Footnote (M) to the Unaudited Consolidated Financial Statements for more information.
OTHER NON-OPERATING INCOME
Other Non-Operating Income consists of a variety of items that are unrelated to segment operations and include non-inventoried Aggregates income, asset sales, and other miscellaneous income and cost items.
INTEREST EXPENSE, NET
Interest Expense, net decreased by approximately$3.3 million , or 17%, during the six months endedSeptember 30, 2022 . This was primarily due to the write off of approximately$6.1 million of debt issue costs related to our 4.500% Unsecured Senior Notes due in 2026 and the Term Loan Credit Agreement during the six months endedSeptember 30, 2021 . This was partially offset by$3.3 million of increased interest expense in the current-year due to higher interest rates and average balance outstanding under our Revolving Credit Facility. See Footnote (M) to the Unaudited Consolidated Financial Statements for more information.
EARNINGS BEFORE INCOME TAXES
Earnings Before Income Taxes increased to$314.7 million during the six months endedSeptember 30, 2022 , primarily because of higher Gross Profit and lower Interest Expense, net. This was partially offset by higher Corporate General and Administrative Expense and lower Equity in Earnings of Unconsolidated Joint Venture.
INCOME TAX EXPENSE
Income Tax Expense was
NET EARNINGS
Net Earnings increased 24% to
26
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Three AND SIX MONTHS ENDED
The following presents results within our two business sectors for the three and six months endedSeptember 30, 2022 , and 2021. Revenue and operating results are organized by sector and discussed by individual business segment within each respective business sector. Heavy Materials CEMENT (1) For the Three Months Ended For the Six Months Ended September 30, September 30, 2022 2021 Percentage Change 2022 2021 Percentage Change (in thousands, except per ton (in thousands, except per ton information) information) Gross Revenue, including Intersegment and Joint Venture$ 319,460 $ 288,324 11 %$ 603,976 $ 558,579 8 % Less Intersegment Revenue (12,361 ) (5,223 ) 137 % (18,652 ) (13,056 ) 43 % Less Joint Venture Revenue (25,130 ) (26,926 ) (7 )% (51,445 ) (49,617 ) 4 % Gross Revenue, as reported$ 281,969 $ 256,175 10 %$ 533,879 $ 495,906 8 % Freight and Delivery Costs billed to Customers (18,737 ) (19,610 ) (4 )% (36,012 ) (38,652 ) (7 )% Net Revenue$ 263,232 $ 236,565 11 %$ 497,867 $ 457,254 9 % Sales Volume (M Tons) 2,145 2,198 (2 )% 4,138 4,234 (2 )% AverageNet Sales Price , per ton (2)$ 132.50 $ 117.78 12 %$ 130.24 $ 117.09 11 % Operating Margin, per ton$ 46.05 $ 40.38 14 %$ 38.94 $ 35.73 9 % Operating Earnings$ 98,779 $ 88,750 11 %$ 161,127 $ 151,297 6 %
(1) Total of wholly owned subsidiaries and proportionately consolidated 50% interest of the Joint Venture's results. (2) Net of freight per ton, including Joint Venture.
Three months ended
Cement Revenue was$319.5 million , an 11% increase, for the three months endedSeptember 30, 2022 . The increase was primarily due to higher gross sales prices, which improved Cement Revenue by approximately$32.6 million , partially offset by lower Sales Volume, which reduced Revenue by$1.4 million . Cement Operating Earnings increased$10.0 million to$98.8 million for the three months endedSeptember 30, 2022 . The increase was due to higher gross sales prices of$32.6 million . This was partially offset by lower Sales Volume of$0.8 million and higher operating costs of$21.8 million . The increase in operating costs was primarily due to higher energy and maintenance costs of approximately$16.4 million and$5.9 million , respectively. Operating Margin remained consistent at 31% primarily because higher gross sales prices were offset by increased operating costs.
Six months ended
Cement Revenue was$604.0 million , an 8% increase, for the six months endedSeptember 30, 2022 . The increase was primarily due to higher gross sales prices, which improved Cement Revenue by approximately$52.0 million , partially offset by lower Sales Volume, which reduced Revenue by$6.6 million . Cement Operating Earnings increased$9.8 million to$161.1 million for the six months endedSeptember 30, 2022 . The increase was due to higher gross sales prices of$52.0 million . This was partially offset by lower Sales Volume of$3.7 million and higher operating costs of$38.5 million . The increase in operating costs was primarily due to higher energy and maintenance costs of approximately$24.4 million and$14.8 million , respectively. Operating Margin remained consistent at 27%, primarily because higher operating costs were offset by increased gross sales prices. 27
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CONCRETE AND AGGREGATES
For the Three Months Ended For the Six Months Ended
September 30, September 30,
2022 2021 Percentage Change 2022 2021 Percentage Change
(in thousands, except net (in thousands, except net
sales prices) sales prices)
Gross Revenue, as reported $ 69,613 $ 52,750 32 % $ 131,231 $ 97,504 35 %
Sales Volume
M Cubic Yards of Concrete 451 398 13 % 857 746 15 %
M Tons of Aggregate 912 481 90 % 1,707 842 103 %
Average Net Sales Price
Concrete - Per Cubic Yard $ 134.28 $ 120.15 12 % $ 131.65 $ 119.23 10 %
Aggregates - Per Ton $ 10.87 $ 10.40 5 % $ 11.05 $ 10.20 8 %
Operating Earnings $ 7,276 $ 7,539 (3 )% $ 13,008 $ 12,883 1 %
Three months ended
Concrete and Aggregates Revenue increased 32% to$69.6 million for the three months endedSeptember 30, 2022 . The ConAgg Acquisition contributed$13.9 million of Revenue during the three months endedSeptember 30, 2022 . Excluding the ConAgg Acquisition, Revenue increased by$2.9 million , or 5%. The increase was due to higher gross sales prices, which improved Revenue by$5.3 million , partially offset by lower Sales Volume, primarily in Concrete, of$2.4 million . Operating Earnings decreased 3% to approximately$7.3 million . Excluding the ConAgg Acquisition, Operating Earnings decreased by$2.0 million to$5.5 million . The decrease in Operating Earnings was due to increased operating costs and lower Sales Volume of$7.0 million and$0.3 million , respectively. This was partially offset by higher gross sales prices of$5.3 million . The increase in operating costs was primarily due to higher materials and delivery expenses of approximately$3.6 million and$2.3 million , respectively.
Six months ended
Concrete and Aggregates Revenue increased 35% to$131.2 million for the six months endedSeptember 30, 2022 . The ConAgg Acquisition contributed$24.9 million of Revenue during the six months endedSeptember 30, 2022 . Excluding the ConAgg Acquisition, Revenue was up 9% to$8.8 million . The increase was due to higher gross sales prices and Sales Volume in Aggregates, which increased Revenue by$9.1 million and$1.1 million , respectively, partially offset by lower Sales Volume in Concrete of$1.4 million . Operating Earnings decreased 1% to approximately$13.0 million . Excluding the ConAgg Acquisition, Operating Earnings decreased by$1.5 million to$11.4 million . The decline in Operating Earnings was due to increased operating costs of$10.6 million . This was partially offset by higher gross sales prices of$9.1 million . The increase in operating costs was primarily due to higher materials and delivery expenses of approximately$6.1 million and$3.7 million , respectively. 28
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Light Materials
GYPSUM WALLBOARD
For the Three Months Ended For the Six Months Ended
September 30, September 30,
2022 2021 Percentage Change 2022 2021 Percentage Change
(in thousands, except per MSF (in thousands, except per MSF
information) information)
Gross Revenue, as reported $ 224,638 $ 172,985 30 % $ 440,965 $ 339,252 30 %
Freight and Delivery Costs
billed to Customers (41,535 ) (32,463 ) 28 % (83,540 ) (63,785 ) 31 %
Net Revenue $ 183,103 $ 140,522 30 % $ 357,425 $ 275,467 30 %
Sales Volume (MMSF) 783 736 6 % 1,581 1,499 5 %
Average Net Sales Price , per
MSF (1) $ 233.70 $ 190.93 22 % $ 226.07 $ 183.73 23 %
Freight, per MSF $ 53.05 $ 44.11 20 % $ 52.84 $ 42.55 24 %
Operating Margin, per MSF $ 114.64 $ 90.12 27 % $ 109.95 $ 86.45 27 %
Operating Earnings $ 89,761 $ 66,331 35 % $ 173,829 $ 129,584 34 %
(1) Net of freight per MSF.
Three months ended
Gypsum Wallboard Revenue was up 30% to$224.6 million for the three months endedSeptember 30, 2022 . The gain was due to higher gross sales prices and Sales Volume, which increased Revenue by approximately$40.6 million and$11.0 million , respectively. Our market share remained relatively consistent during the three months endedSeptember 30, 2022 . Operating Earnings increased 35% to$89.8 million , primarily because of higher gross sales prices and Sales Volume. The increase in gross sales prices and Sales Volume positively affected Operating Earnings by approximately$40.6 million and$4.2 million , respectively. This was partially offset by higher operating costs, which adversely affected Operating Earnings by approximately$21.3 million . The higher operating costs were primarily related to freight, energy, and raw materials, which reduced Operating Earnings by approximately$6.9 million ,$3.8 million , and$7.5 million , respectively. Operating Margin increased to 40% for the three months endedSeptember 30, 2022 , primarily because of higher gross sales prices, partly offset by higher operating costs. Fixed costs are not a significant portion of the overall cost of wallboard; therefore, changes in utilization have a relatively minor impact on our operating cost per unit.
Six months ended
Gypsum Wallboard Revenue increased 30% to$441.0 million for the six months endedSeptember 30, 2022 . The gain was due to higher gross sales prices and Sales Volume, which increased Revenue by approximately$83.1 million and$18.6 million , respectively. Our market share remained relatively consistent during the six months endedSeptember 30, 2022 . Operating Earnings increased 34% to$173.8 million , primarily because of higher gross sales prices and Sales Volume. The increase in gross sales prices and Sales Volume positively affected Operating Earnings by approximately$83.2 million and$7.1 million , respectively. This was partially offset by higher operating costs, which adversely affected Operating Earnings by approximately$46.0 million . The higher operating costs were primarily related to freight, energy, and raw materials, which reduced Operating Earnings by approximately$16.3 million ,$9.7 million , and$16.7 million , respectively. Operating Margin increased to 39% for the six months endedSeptember 30, 2022 , primarily because of higher gross sales prices, partly offset by higher operating costs. Fixed costs are not a significant portion of the overall cost of wallboard; therefore, changes in utilization have a relatively minor impact on our operating cost per unit. 29
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RECYCLED PAPERBOARD
For the Three Months Ended For the Six Months Ended
September 30, September 30,
2022 2021 Percentage Change 2022 2021 Percentage Change
(in thousands, except per ton (in thousands, except per ton
information) information)
Gross Revenue, including
intersegment $ 53,673 $ 47,798 12 % $ 107,746 $ 91,065 18 %
Less intersegment Revenue (24,825 ) (20,014 ) 24 % (47,366 ) (38,263 ) 24 %
Gross Revenue, as reported $ 28,848 $ 27,784 4 % $ 60,380 $ 52,802 14 %
Freight and Delivery Costs
billed to Customers (2,469 ) (2,123 ) 16 % (5,018 ) (3,571 ) 41 %
Net Revenue $ 26,379 $ 25,661 3 % $ 55,362 $ 49,231 12 %
Sales Volume (M Tons) 85 87 (2 )% 169 171 (1 )%
Average Net Sales Price , per
ton (1) $ 603.62 $ 524.54 15 % $ 607.73 $ 511.76 19 %
Freight, per ton $ 29.05 $ 24.40 19 % $ 29.69 $ 20.88 42 %
Operating Margin, per ton $ 65.64 $ 11.28 482 % $ 55.59 $ 25.25 120 %
Operating Earnings $ 5,579 $ 981 469 % $ 9,395 $ 4,318 118 %
(1) Net of freight per ton.
Three months ended
Recycled Paperboard Revenue increased 12% to$53.7 million during the three months endedSeptember 30, 2022 . The increase was primarily due to higher gross sales prices, which positively affected Revenue by$7.1 million . This was partially offset by lower Sales Volume, which reduced Revenue by$1.2 million . Higher gross sales prices were related to the pricing provisions in our long-term sales agreements. Operating Earnings increased 469% to$5.6 million , primarily because of higher gross sales prices, which increased Operating Earnings by$7.1 million . This was partially offset by higher operating costs and lower Sales Volume, which reduced Operating Earnings by approximately$2.4 million and$0.1 million , respectively. The increase in operating costs was primarily related to higher input costs, namely energy, chemicals, and freight, which lowered Operating Earnings by approximately$1.8 million ,$0.7 million , and$1.9 million , respectively. This was partially offset by lower fiber costs, which reduced operating costs by$2.0 million . Operating Margin increased to 10% because of higher gross sales prices, partially offset by higher operating costs. Although the Company has certain pricing provisions in its long-term sales agreements, prices are only adjusted at certain times throughout the year, so price adjustments are not always reflected in the same period as the change in costs.
Six months ended
Recycled Paperboard Revenue increased 18% to$107.7 million during the six months endedSeptember 30, 2022 . The increase was primarily due to higher gross sales prices, which positively affected Revenue by$17.7 million , partially offset by lower Sales Volume of$0.9 million . Higher gross sales prices were related to the pricing provisions in our long-term sales agreements. Operating Earnings increased 118% to$9.4 million , primarily because of higher gross sales prices, which increased Operating Earnings by$17.7 million . This was partially offset by higher operating costs and lower Sales Volume, which reduced Operating Earnings by approximately$12.5 million and$0.1 million , respectively. The increase in operating costs was primarily related to higher input costs, namely fiber, energy, and freight, which lowered Operating Earnings by approximately$3.3 million ,$3.9 million , and$4.0 million , respectively. Operating Margin increased to 9% because of increased gross sales prices, partially offset by higher operating costs. Although the Company has certain pricing provisions in its long-term sales agreements, prices are only adjusted at certain times throughout the year, so price adjustments are not always reflected in the same period as the change in costs. 30 --------------------------------------------------------------------------------
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The preparation of financial statements in accordance with accounting principles generally accepted inthe United States requires management to adopt accounting policies and make significant judgments and estimates to develop amounts disclosed in the financial statements. In many cases, there are alternative policies or estimation techniques that could be used. We maintain a thorough process to review the application of our accounting policies and to evaluate the appropriateness of the many estimates that are required to prepare our financial statements. However, even under optimal circumstances, estimates routinely require adjustment based on changing circumstances and the receipt of new or better information. Information regarding our Critical Accounting Policies can be found in our Annual Report. The three Critical Accounting Policies that we believe either require the use of the most judgment, or the selection or application of alternative accounting policies, and are material to our financial statements, are those related to long-lived assets, goodwill, and business combinations. Management has discussed the development and selection of these Critical Accounting Policies and estimates with the Audit Committee of our Board of Directors and with our independent registered public accounting firm. In addition, Note (A) to the financial statements in our Annual Report contains a summary of our significant accounting policies.
Recent Accounting Pronouncements
Refer to Footnote (A) in the Notes to Unaudited Consolidated Financial Statements of this Form 10-Q for information regarding recently issued accounting pronouncements that may affect our financial statements.
LIQUIDITY AND CAPITAL RESOURCES
We believe at this time that we have access to sufficient financial resources
from our liquidity sources to fund our business and operations, including
contractual obligations, capital expenditures, and debt service obligations for
at least the next twelve months. We regularly monitor any potential disruptions
to the economy, and to our operations, particularly changing fiscal policy or
economic conditions affecting our industries. Please see the Debt Financing
Activities section below for a discussion of our revolving credit facility and
the amount of borrowings available to us in the next twelve-month period.
31
--------------------------------------------------------------------------------Cash Flow
The following table provides a summary of our cash flows:
For the Six Months Ended September 30,
2022 2021
(dollars in thousands)
Net Cash Provided by Operating Activities $ 300,445 $ 261,462
Investing Activities
Additions to Property, Plant, and Equipment (43,249 ) (26,777 )
Acquisition Spending (158,451 ) -
Net Cash Used in Investing Activities (201,700 ) (26,777 )
Financing Activities
Increase in Credit Facility 200,000 75,000
Proceeds from 2.500% Senior Unsecured Notes - 743,692
Repayment of 4.500% Senior Unsecured Notes - (350,000 )
Repayment of Term Loan and Term Loan Credit
Agreement (2,500 ) (665,000 )
Dividends Paid to Stockholders (19,149 ) (10,547 )
Purchase and Retirement of Common Stock (210,398 ) (247,845 )
Proceeds from Stock Option Exercises 735 14,460
Loss on Early Retirement of Senior Notes - (8,407 )
Payment of Debt Issuance Costs (903 ) (7,985 )
Shares Redeemed to Settle Employee Taxes on Stock
Compensation (1,806 ) (1,359 )
Net Cash Used in Financing Activities (34,021 ) (457,991 )
Net Increase (Decrease) in Cash and Cash
Equivalents $ 64,724 $ (223,306 )
Net Cash Provided by Operating Activities increased by $38.9 million to $300.4
million during the six months ended September 30, 2022 . This increase was
primarily attributable to higher Net Earnings, adjusted for non-cash charges, of
approximately $50.0 million . This was partially offset by changes in working
capital of $4.6 million and lower dividends from our Unconsolidated Joint
Venture of $6.5 million .
Working capital increased by $94.5 million to $329.6 million at September 30,
2022 , compared with March 31, 2022 . The increase was due to higher Cash and Cash
Equivalents of approximately $64.7 million and higher Accounts and Notes
Receivable, net of approximately $56.3 million . This was partially offset by
lower Inventories and Income Tax Receivables of $10.9 million and $2.8 million ,
respectively, as well as higher Accounts Payable and Accrued Liabilities, and
Current Portion of Long-term Debt of $4.8 million and $10.0 million ,
respectively. The reduction in inventory was due to our normal sales cycle in
which we build inventory in the winter months to meet demand in the spring and
summer. The ConAgg Acquisition in April 2022 increased working capital by
approximately $9.0 million at September 30, 2022 .
The increase in Accounts Receivable at September 30, 2022 , was primarily related
to higher Revenue during the three months ended September 30, 2022 , compared
with the three months ended March 31, 2022 . As a percentage of quarterly sales
generated for the respective quarter, Accounts Receivable was approximately 38%
at September 30, 2022 , and 43% at March 31, 2022 . Accounts Receivable related to
the ConAgg Acquisition at September 30, 2022 , was approximately $6.9 million .
Management measures the change in Accounts Receivable by monitoring the days
sales outstanding on a monthly basis to determine if any deterioration has
occurred in the collectability of the Accounts Receivable. No significant
deterioration in the collectability of our Accounts Receivable was identified at
September 30, 2022 . Notes Receivable are monitored on an individual basis, and
no significant deterioration in the collectability of our Notes Receivable was
identified at September 30, 2022 .
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Our Inventory balance at September 30, 2022 , declined by approximately $10.9
million from our balance at March 31, 2022 . Excluding the ConAgg Acquisition,
whose inventory consists mostly of Aggregates, our Inventory balance declined by
$14.6 million . Within Inventory, raw materials and materials-in-progress
decreased by approximately $8.7 million and finished cement decreased by
approximately $12.1 million . These declines were partially offset by increases
in Repair Parts and Supplies of $6.9 million and Fuel and Coal $2.0 million . The
decline in raw materials and materials-in-progress and finished cement is
consistent with our business cycle; we generally build up clinker inventory over
the winter months to meet the demand for cement in the spring and summer. The
increase in repair parts inventory was primarily due to the build-up of
inventory necessary for our scheduled outages over the next several months. The
largest individual balance in our Inventory is our repair parts. These parts are
necessary given the size and complexity of our manufacturing plants, as well as
the age of certain of our plants, which creates the need to stock a high level
of repair parts inventory. We believe all of these repair parts are necessary,
and we perform semi-annual analyses to identify obsolete parts. We have less
than one year's sales of all product inventories, and our inventories have a low
risk of obsolescence because our products are basic construction materials.
Net Cash Used in Investing Activities during the six months ended September 30,
2022 , was approximately $201.7 million , compared with $26.8 million during the
same period in 2021, an increase of approximately $174.9 million . The increase
was primarily related to the Acquisition Spending of $158.5 million for the
ConAgg Acquisition and the Terminal Acquisitions in fiscal 2023. The remaining
increase was due to the purchase of reserves for our Concrete and Aggregates
business.
Net Cash Used In Financing Activities was approximately $34.0 million during the
six months ended September 30, 2022 , compared with $458.0 million during the six
months ended September 30, 2021 . The $424.0 million decrease was primarily
related to higher borrowings, net of repayments, of $393.8 million and lower
amounts paid for early termination of debt, debt issuance costs, and share
repurchases of $8.4 million , $7.1 million , and $37.4 million , respectively. This
was partially offset by increases in Dividends Paid to Shareholders of $8.6
million and lower proceeds from exercise of stock options of $13.7 million .
Our debt-to-capitalization ratio and net-debt-to-capitalization ratio were 49.7%
and 47.8%, respectively, at September 30, 2022 , compared with 45.6% and 45.1%,
respectively, at March 31, 2022 .
Debt Financing Activities
Below is a summary of the Company's outstanding debt facilities atSeptember 30, 2022 : Maturity Revolving Credit FacilityMay 2027 Term LoanMay 2027
2.500% Senior Unsecured Notes
See Footnote (M) to the Unaudited Consolidated Financial Statements for further details on the Company's debt facilities, including interest rate, and financial and other covenants and restrictions. The borrowing capacity of our Revolving Credit Facility is$750.0 million untilMay 5, 2027 . The Revolving Credit Facility also includes a swingline loan sublimit of$25.0 million , and a$40.0 million letter of credit facility. AtSeptember 30, 2022 , we had$200.0 million outstanding under the Revolving Credit Facility and$6.4 million of outstanding letters of credit, leaving us with$543.6 million of available borrowings under the Revolving Credit Facility, net of the outstanding letters of credit. We are contingently liable for performance under$26.8 million in performance bonds relating primarily to our mining operations. We do not have any off-balance sheet debt, or any outstanding debt guarantees. Other than the Revolving Credit Facility, we have no additional source of committed external financing in place. Should the Revolving Credit Facility be terminated, no assurance can be given as to our ability to secure a new source of financing. Consequently, if any balance were outstanding on the Revolving Credit Facility at the time of 33 --------------------------------------------------------------------------------
termination, and an alternative source of financing could not be secured, it would have a material adverse impact on our business.
We believe that our cash flow from operations and available borrowings under our Revolving Credit Facility, as well as cash on hand, should be sufficient to meet our currently anticipated operating needs, capital expenditures, and dividend and debt service requirements for at least the next 12 months. However, our future liquidity and capital requirements may vary depending on a number of factors, including market conditions in the construction industry, our ability to maintain compliance with covenants in our Revolving Credit Facility, the level of competition, and general and economic factors beyond our control, such as COVID-19 or similar pandemics. These and other developments could reduce our cash flow or require that we seek additional sources of funding. We cannot predict what effect these factors will have on our future liquidity. As market conditions warrant, the Company may from time to time seek to purchase or repay its outstanding debt securities or loans, including the 2.500% Senior Unsecured Notes, Term Loan, and borrowings under the Revolving Credit Facility, in privately negotiated or open market transactions, by tender offer or otherwise. Subject to any applicable limitations contained in the agreements governing our indebtedness, any purchases we make may be funded by the use of cash on our balance sheet or the incurrence of new debt. The amounts involved in any such purchase transactions, individually or in aggregate, may be material.
We had approximately
Dividends
Dividends paid were$19.1 million and$10.5 million for the six months endedSeptember 30, 2022 and 2021, respectively. OnMay 19, 2021 , we announced the reinstatement of our quarterly dividend which had been suspended in fiscal 2021. Each quarterly dividend payment is subject to review and approval by our Board of Directors, who will continue to evaluate our dividend payment amount on a quarterly basis. Share Repurchases During the three and six months endedSeptember 30, 2022 , our share repurchases were as follows: Total Number Maximum of Number Shares of Shares Purchased that May as Part of Yet be Total Number Publicly Purchased of Average Announced Under the Shares Price Paid Plans Plans Period Purchased Per Share or Programs or Programs April 1 through April 30, 2022 296,000$ 124.41 296,000 May 1 through May 31, 2022 294,000 124.72 294,000 June 1 through June 30, 2022 294,000 121.86 294,000 Quarter 1 Totals 884,000$ 124.00 884,000 July 1 through July 31, 2022 280,000$ 115.46 280,000 August 1 through August 31, 2022 308,000 128.93
308,000
September 1 through September 30, 2022 252,000 114.08
252,000
Quarter 2 Totals 840,000$ 119.98
840,000
Year-to-Date Totals 1,724,000$ 122.04
1,724,000 9,098,992
OnMay 17, 2022 , the Board of Directors authorized us to repurchase an additional 7.5 million shares. This authorization brought the cumulative total of Common Stock our Board has approved for repurchase in the open market to 55.9 million shares since we became publicly held inApril 1994 . ThroughSeptember 30, 2022 , we have repurchased approximately 46.8 million shares. Share repurchases may be made from time to time in the open market or in privately negotiated transactions. The timing and amount of any share repurchases are determined by management, based on its evaluation of market and economic conditions and other factors. In some cases, repurchases may be made pursuant to plans, programs, or directions established from time to time by the Company's management, including plans intended to comply with the safe-harbor provided by Rule 10b5-1. 34 -------------------------------------------------------------------------------- During the six months endedSeptember 30, 2022 , the Company withheld from employees 13,317 shares of stock upon the vesting of Restricted Shares that were granted under the Plan. We withheld these shares to satisfy the employees' statutory tax withholding requirements, which is required once the Restricted Shares or Restricted Share Units are vested.
Capital Expenditures
The following table details capital expenditures by category:
For the Six Months Ended September 30,
2022 2021
(dollars in thousands)
Land and Quarries $ 10,157 $ 1,378
Plants 21,944 22,480
Buildings, Machinery, and Equipment 11,148 2,919
Total Capital Expenditures $ 43,249 $ 26,777
Capital expenditures for fiscal 2023 are expected to range from $110.0 million
to $120.0 million and will be allocated across both Heavy Materials and Light
Materials sectors. These estimated capital expenditures will include maintenance
capital expenditures and improvements, as well as other safety and regulatory
projects.
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FORWARD LOOKING STATEMENTS
Certain matters discussed in this report contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the context of the statement and generally arise when the Company is discussing its beliefs, estimates or expectations. These statements are not historical facts or guarantees of future performance but instead represent only the Company's belief at the time the statements were made regarding future events which are subject to certain risks, uncertainties and other factors, many of which are outside the Company's control. Actual results and outcomes may differ materially from what is expressed or forecast in such forward-looking statements. The principal risks and uncertainties that may affect the Company's actual performance include the following: the cyclical and seasonal nature of the Company's businesses; public infrastructure expenditures; adverse weather conditions; the fact that our products are commodities and that prices for our products are subject to material fluctuation due to market conditions and other factors beyond our control; availability of raw materials; changes in the costs of energy, including, without limitation, electricity, natural gas, coal and oil, and the nature of our obligations to counterparties under energy supply contracts, such as those related to market conditions (such as fluctuations in spot market prices), governmental orders and other matters; changes in the cost and availability of transportation; unexpected operational difficulties, including unexpected maintenance costs, equipment downtime and interruption of production; material nonpayment or non-performance by any of our key customers; inability to timely execute announced capacity expansions; difficulties and delays in the development of new business lines; governmental regulation and changes in governmental and public policy (including, without limitation, climate change and other environmental regulation); possible outcomes of pending or future litigation or arbitration proceedings; changes in economic conditions specific to any one or more of the Company's markets; adverse impact of severe weather conditions (such as winter storms, tornados and hurricanes) on our facilities, operations and contractual arrangements with third parties; cyber-attacks or data security breaches; announced increases in capacity in the gypsum wallboard and cement industries; changes in the demand for residential housing construction or commercial construction or construction projects undertaken by state or local governments; the availability of acquisitions or other growth opportunities that meet our financial return standards and fit our strategic focus; risks related to pursuit of acquisitions, joint ventures and other transactions or the execution or implementation of such transactions, including the integration of operations acquired by the Company; general economic conditions; and interest rates. For example, increases in interest rates, decreases in demand for construction materials or increases in the cost of energy (including, without limitation, electricity, natural gas, coal and oil) and the cost of our raw materials could affect the revenue and operating earnings of our operations. In addition, changes in national or regional economic conditions and levels of infrastructure and construction spending could also adversely affect the Company's result of operations. Finally, any forward-looking statements made by the Company are subject to the risks and impacts associated with natural disasters, pandemics or other unforeseen events, including, without limitation, any resurgence of the COVID-19 pandemic and responses thereto designed to contain its spread and mitigate its public health effects, as well as their impact on economic conditions, capital and financial markets. These and other factors are described in the Company's Annual Report on Form 10-K for the fiscal year endedMarch 31, 2022 . All forward-looking statements made herein are made as of the date hereof, and the risk that actual results will differ materially from expectations expressed herein will increase with the passage of time. The Company undertakes no duty to update any forward-looking statement to reflect future events or changes in the Company's expectations. 36
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