Exhibit 99.1
 
SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands)
 
 October 2,January 2,
 20212021
 (unaudited)(audited)
Assets  
Current assets:  
Cash and cash equivalents$258,083 $418,181 
Accounts receivable, net333,351 254,696 
Costs and estimated earnings in excess of billings34,181 8,666 
Inventories195,312 200,308 
Other current assets13,855 11,428 
Total current assets834,782 893,279 
Property, plant and equipment, less accumulated depreciation, depletion and amortization (October 2, 2021 - $1,234,171 and January 2, 2021 - $1,132,925)
1,841,139 1,850,169 
Goodwill1,175,855 1,202,291 
Intangible assets, less accumulated amortization (October 2, 2021 - $14,309 and January 2, 2021 - $11,864)
70,338 47,852 
Operating lease right-of-use assets27,339 28,543 
Other assets57,807 55,000 
Total assets$4,007,260 $4,077,134 
Liabilities and Members' Interest  
Current liabilities:  
Current portion of debt$6,354 $6,354 
Current portion of acquisition-related liabilities12,809 7,827 
Accounts payable156,530 121,422 
Accrued expenses137,609 160,801 
Current operating lease liabilities6,818 8,188 
Billings in excess of costs and estimated earnings11,631 16,499 
Total current liabilities331,751 321,091 
Long-term debt1,591,989 1,892,347 
Acquisition-related liabilities33,223 12,246 
Noncurrent operating lease liabilities21,596 21,500 
Other noncurrent liabilities190,511 167,182 
Total liabilities2,169,070 2,414,366 
Commitments and contingencies (see note 11)
Members' equity1,503,051 1,459,211 
Accumulated earnings353,040 222,140 
Accumulated other comprehensive loss(17,901)(18,583)
Total members' interest1,838,190 1,662,768 
Total liabilities and members' interest$4,007,260 $4,077,134 
 
See notes to unaudited consolidated financial statements.




SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Operations
(In thousands)
 
 Three months endedNine months ended
 October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Revenue:    
Product$561,938 $540,904 $1,443,972 $1,334,471 
Service100,321 104,342 235,298 228,421 
Net revenue662,259 645,246 1,679,270 1,562,892 
Delivery and subcontract revenue54,981 64,373 133,731 144,926 
Total revenue717,240 709,619 1,813,001 1,707,818 
Cost of revenue (excluding items shown separately below):
Product356,214 354,250 980,045 923,384 
Service75,741 82,969 187,570 190,153 
Net cost of revenue431,955 437,219 1,167,615 1,113,537 
Delivery and subcontract cost54,981 64,373 133,731 144,926 
Total cost of revenue486,936 501,592 1,301,346 1,258,463 
General and administrative expenses47,364 50,972 146,454 132,385 
Depreciation, depletion, amortization and accretion59,082 58,054 173,651 163,760 
Gain on sale of property, plant and equipment (1,159)(1,616)(4,331)(5,747)
Operating income125,017 100,617 195,881 158,957 
Interest expense24,134 24,561 72,474 77,807 
Loss on debt financings6,016 4,064 6,016 4,064 
Loss (gain) on sale of businesses113 — (15,319)— 
Other income, net(1,137)(1,226)(10,721)(2,753)
Income from operations before taxes95,891 73,218 143,431 79,839 
Income tax expense (benefit)7,016 (5,106)12,531 (4,877)
Net income88,875 78,324 130,900 84,716 
Net income attributable to noncontrolling interest— — — — 
Net income attributable to Summit LLC$88,875 $78,324 $130,900 $84,716 
 
See notes to unaudited consolidated financial statements.




SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Comprehensive Income
(In thousands)
 
 Three months endedNine months ended
 October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Net income$88,875 $78,324 $130,900 $84,716 
Other comprehensive income (loss):    
Foreign currency translation adjustment(4,076)2,018 682 (3,395)
Comprehensive income attributable to Summit LLC$84,799 $80,342 $131,582 $81,321 
 
See notes to unaudited consolidated financial statements.




SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Cash Flows
(In thousands)
 
 Nine months ended
 October 2, 2021September 26, 2020
Cash flow from operating activities:  
Net income$130,900 $84,716 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion177,779 164,155 
Share-based compensation expense14,875 23,119 
Net gain on asset and business disposals(19,295)(5,746)
Non-cash loss on debt financings2,116 4,064 
Change in deferred tax asset, net8,058 (7,519)
Other(586)760 
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net(78,108)(48,361)
Inventories(12,002)(2,829)
Costs and estimated earnings in excess of billings(26,969)(30,912)
Other current assets(2,556)(75)
Other assets6,459 8,367 
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable33,756 21,729 
Accrued expenses(15,598)3,164 
Billings in excess of costs and estimated earnings(2,907)395 
Other liabilities(8,549)3,012 
Net cash provided by operating activities207,373 218,039 
Cash flow from investing activities:
Acquisitions, net of cash acquired(7,263)(123,195)
Purchases of property, plant and equipment(170,070)(140,006)
Proceeds from the sale of property, plant and equipment8,827 8,848 
Proceeds from sale of business103,649 — 
Other(459)1,395 
Net cash used in investing activities(65,316)(252,958)
Cash flow from financing activities:
Capital contributions by member32,416 329 
Proceeds from debt issuances— 700,000 
Debt issuance costs— (9,565)
Payments on debt(323,802)(666,892)
Payments on acquisition-related liabilities(7,255)(7,891)
Distributions(2,500)(2,500)
Other(951)(908)
Net cash (used in) provided by financing activities(302,092)12,573 
Impact of foreign currency on cash(63)(216)
Net decrease in cash(160,098)(22,562)
Cash and cash equivalents – beginning of period418,181 311,319 
Cash and cash equivalents – end of period$258,083 $288,757 
 
See notes to unaudited consolidated financial statements.




SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Changes in Members' Interest
(In thousands)
 
 Total Members' Interest 
   Accumulated 
   otherTotal
 Members'Accumulatedcomprehensivemembers'
 equityearningslossinterest
Balance — January 2, 2021$1,459,211 $222,140 $(18,583)$1,662,768 
Net contributed capital15,920 — — 15,920 
Net loss— (27,790)— (27,790)
Other comprehensive loss— — 2,126 2,126 
Distributions(2,500)— — (2,500)
Share-based compensation5,363 — — 5,363 
Shares redeemed to settle taxes and other(416)— — (416)
Balance — April 3, 2021$1,477,578 $194,350 $(16,457)$1,655,471 
Net contributed capital15,846 — — 15,846 
Net income— 69,815 — 69,815 
Other comprehensive income— — 2,632 2,632 
Share-based compensation4,827 — — 4,827 
Balance — July 3, 2021$1,498,251 $264,165 $(13,825)$1,748,591 
Net contributed capital650 — — 650 
Net income— 88,875 — 88,875 
Other comprehensive loss— — (4,076)(4,076)
Share-based compensation4,685 — — 4,685 
Shares redeemed to settle taxes and other(535)— — (535)
Balance — October 2, 2021$1,503,051 $353,040 $(17,901)$1,838,190 
Balance — December 28, 2019$1,432,718 $101,403 $(20,971)$1,513,150 
Net contributed capital310 — — 310 
Net loss— (63,625)— (63,625)
Other comprehensive income— — (8,359)(8,359)
Distributions(2,500)— — (2,500)
Share-based compensation4,905 — — 4,905 
Shares redeemed to settle taxes and other(908)— — (908)
Balance — March 28, 2020$1,434,525 $37,778 $(29,330)$1,442,973 
Net income— 70,017 — 70,017 
Other comprehensive income— — 2,946 2,946 
Share-based compensation4,892 — — 4,892 
Balance — June 27, 2020$1,439,417 $107,795 $(26,384)$1,520,828 
Net contributed capital19 — — 19 
Net income— 78,324 — 78,324 
Other comprehensive income— — 2,018 2,018 
Share-based compensation13,322 — — 13,322 
Balance — September 26, 2020$1,452,758 $186,119 $(24,366)$1,614,511 
 
See notes to unaudited consolidated financial statements




SUMMIT MATERIALS, LLC
 
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
(Dollars in tables in thousands)

1. SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 
Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.
 
Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.
 
Summit LLC is a wholly owned indirect subsidiary of Summit Materials Holdings L.P. (“Summit Holdings”), whose primary owner is Summit Materials, Inc. (“Summit Inc.”). Summit Inc. was formed as a Delaware corporation on September 23, 2014. Its sole material asset is a controlling equity interest in Summit Holdings. Pursuant to a reorganization into a holding company structure (the “Reorganization”) consummated in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries, including Summit LLC.

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended January 2, 2021. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.
 
Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of October 2, 2021, the results of operations for the three and nine months ended October 2, 2021 and September 26, 2020 and cash flows for the nine months ended October 2, 2021 and September 26, 2020.
 
Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.
 
Business and Credit Concentrations—The Company’s operations are conducted primarily across 21 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers, and management does not


believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended October 2, 2021 or September 26, 2020.
 
Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, and from the provision of services, which are primarily paving and related services.

Products: Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Services: We earn revenue from the provision of services, which are primarily paving and related services, which are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress.

The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. The majority of our construction service contracts are for work that occurs mostly during the spring, summer and fall. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes.

Prior Period Reclassifications—We reclassified $32.6 million and $93.1 million of fixed overhead expenses related to production activities from general and administrative expenses to cost of revenue for the three and nine months ended September 26, 2020, respectively, to conform to the current year presentation. In addition, we reclassified $1.6 million and $5.7 million of gain on sale of property, plant and equipment from general and administrative expenses to a separate line item included within operating income, also to conform to the current year presentation. Lastly, we reclassified $0.4 million and $1.5 million of transaction costs from its own line item within operating income into general and administrative expenses for the three and nine months ended September 26, 2020, respectively, to conform to the current year presentation. We believe these reclassifications enhance the comparability of our financial statements to others in the industry and had no material impact on previously reported operating income or Adjusted EBITDA, a non-GAAP measure described in Note 13, Segment Information, below.
 
New Accounting Standards—In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which reduces the accounting complexity of implementing a cloud computing service arrangement. The ASU aligns the capitalization of implementation costs among hosting arrangements and costs incurred to develop internal-use software. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework Changes to The Disclosure Requirements for Defined Benefits Plans, which modifies the disclosure requirements of employer-sponsored defined benefit and other postretirement benefits plans. The ASU is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. We adopted this ASU in the fourth quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

2. ACQUISITIONS, DISPOSITIONS, GOODWILL AND INTANGIBLES
 
The Company has completed numerous acquisitions since its formation, which have been financed through a combination of debt and equity funding and available cash. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. Goodwill acquired during a business combination has an indefinite life and is not amortized. The following table summarizes the Company’s acquisitions by region and period:



Nine months endedYear ended
October 2, 2021January 2, 2021
West— 2
East21
 
The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the nine months ended October 2, 2021, as well as the acquisitions completed during 2020 that occurred after September 26, 2020, have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

Nine months endedYear ended
October 2, 2021    January 2, 2021
Financial assets$— $8,696 
Inventories173 2,856 
Property, plant and equipment7,958 130,042 
Intangible assets702 — 
Other assets— 2,790 
Financial liabilities(121)(4,469)
Other long-term liabilities(300)(16,069)
Net assets acquired8,412 123,846 
Goodwill— — 
Purchase price8,412 123,846 
Acquisition-related liabilities(1,149)— 
Other— (369)
Net cash paid for acquisitions$7,263 $123,477 


Changes in the carrying amount of goodwill, by reportable segment, from January 2, 2021 to October 2, 2021 are summarized as follows:
 WestEastCement
Total  
Balance—January 2, 2021$587,209 $410,426 $204,656 $1,202,291 
Dispositions (1)(16,222)(10,520)— (26,742)
Foreign currency translation adjustments306 — — 306 
Balance—October 2, 2021$571,293 $399,906 $204,656 $1,175,855 
_______________________________________________________________________
(1) Reflects goodwill derecognition from dispositions completed during the nine months ended October 2, 2021.

The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has certain rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases or permits. The following table shows intangible assets by type and in total:
 
 October 2, 2021January 2, 2021
Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount		Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount
Operating permits$33,671 $(2,206)$31,465 $33,671 $(1,207)$32,464 
Mineral leases19,927 (8,497)11,430 19,225 (7,571)11,654 
Reserve rights25,586 (3,123)22,463 6,234 (2,504)3,730 
Other5,463 (483)4,980 586 (582)4 
Total intangible assets$84,647 $(14,309)$70,338 $59,716 $(11,864)$47,852 
 


Amortization expense totaled $0.9 million and $2.8 million for the three and nine months ended October 2, 2021, respectively, and $0.7 million and $2.3 million for the three and nine months ended September 26, 2020, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to October 2, 2021 is as follows:
 
2021 (three months)$1,034 
20224,141 
20234,008 
20243,913 
20253,868 
20263,724 
Thereafter49,650 
Total$70,338 
In the first nine months of 2021, as part of the Company's strategy to rationalize assets, the Company sold four businesses in the East segment and one in the West segment, resulting in cash proceeds of $103.6 million and a total gain on disposition of $15.3 million.
 
3. REVENUE RECOGNITION
 
We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.
 
Revenue by product for the three and nine months ended October 2, 2021 and September 26, 2020 is as follows:
 Three months endedNine months ended
 October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Revenue by product*:    
Aggregates$160,317 $136,396 $431,201 $362,546 
Cement87,645 82,698 207,953 188,854 
Ready-mix concrete183,114 179,124 525,208 488,710 
Asphalt116,364 128,125 238,674 255,992 
Paving and related services112,671 136,191 257,966 280,446 
Other57,129 47,085 151,999 131,270 
Total revenue$717,240 $709,619 $1,813,001 $1,707,818 
*Revenue from liquid asphalt terminals is included in asphalt revenue.

Accounts receivable, net consisted of the following as of October 2, 2021 and January 2, 2021:
 
 October 2, 2021January 2, 2021
Trade accounts receivable$268,188 $191,871 
Construction contract receivables53,647 47,179 
Retention receivables14,894 18,824 
Receivables from related parties877 1,339 
Accounts receivable337,606 259,213 
Less: Allowance for doubtful accounts(4,255)(4,517)
Accounts receivable, net$333,351 $254,696 
 
Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.
 
4. INVENTORIES
 
Inventories consisted of the following as of October 2, 2021 and January 2, 2021:


October 2, 2021January 2, 2021
Aggregate stockpiles$132,325 $137,938 
Finished goods31,334 32,993 
Work in process9,189 9,281 
Raw materials22,464 20,096 
Total$195,312 $200,308 
 

5. ACCRUED EXPENSES
 
Accrued expenses consisted of the following as of October 2, 2021 and January 2, 2021:
October 2, 2021January 2, 2021
Interest$8,891 $21,860 
Payroll and benefits37,906 46,026 
Finance lease obligations17,424 24,601 
Insurance19,676 18,355 
Non-income taxes24,065 15,900 
Deferred asset purchase payments4,538 9,749 
Professional fees1,152 828 
Other (1)23,957 23,482 
Total$137,609 $160,801 
_______________________________________________________________________
(1) Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

6. DEBT
 
Debt consisted of the following as of October 2, 2021 and January 2, 2021:
October 2, 2021January 2, 2021
Term Loan, due 2024:  
$611.5 million and $616.3 million, net of $0.7 million and $0.9 million discount at October 2, 2021 and January 2, 2021, respectively
$610,830 $615,425 
5 1/8% Senior Notes, due 2025
— 300,000 
6 1/2% Senior Notes, due 2027
300,000 300,000 
5 1/4% Senior Notes, due 2029
700,000 700,000 
Total1,610,830 1,915,425 
Current portion of long-term debt6,354 6,354 
Long-term debt$1,604,476 $1,909,071 
 
The contractual payments of long-term debt, including current maturities, for the five years subsequent to October 2, 2021, are as follows:
2021 (three months)$1,588 
20226,354 
20236,354 
2024597,252 
2025— 
2026— 
Thereafter1,000,000 
Total1,611,548 
Less: Original issue net discount(718)
Less: Capitalized loan costs(12,487)
Total debt$1,598,343 
 
Senior Notes—On September 27, 2021, Summit LLC and Summit Finance (together, the “Issuers”) redeemed all $300.0 million in aggregate principal amount of their 5.125% senior notes due June 1, 2025 (the "2025 Notes") using existing


cash on hand at a price equal to par plus an applicable premium and the indenture under which the 2025 Notes were issued was satisfied and discharged. As a result of the redemption, charges of $6.0 million were recognized in the quarter ended October 2, 2021, which included charges of $3.9 million for the applicable redemption premium and $2.1 million for the write-off of the deferred financing fees.

On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029 (the “2029 Notes”). The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. The 2029 Notes were issued under an indenture dated August 11, 2020 (the "2020 Indenture"). The 2020 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2020 Indenture also contains customary events of default. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021.

On March 15, 2019, the Issuers issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019, the terms of which are generally consistent with the 2020 Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.
 
As of October 2, 2021 and January 2, 2021, the Company was in compliance with all covenants under the applicable indentures.
 
Senior Secured Credit Facilities— Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $345.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of the refinanced aggregate amount of term debt are due on the last business day of each March, June, September and December commencing with the March 2018 payment. The unpaid principal balance is due in full on the maturity date, which is November 21, 2024.
 
The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.00% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.00% for LIBOR rate loans. The maturity date with respect to revolving credit commitments under the revolving credit facility is February 25, 2024.
 
There were no outstanding borrowings under the revolving credit facility as of October 2, 2021 and January 2, 2021, with borrowing capacity of $329.1 million remaining as of October 2, 2021, which is net of $15.9 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects, large leases, workers compensation claims and the Company’s insurance liabilities.
 
Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of October 2, 2021 and January 2, 2021, Summit LLC was in compliance with all financial covenants.
 
Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

The following table presents the activity for the deferred financing fees for the nine months ended October 2, 2021 and September 26, 2020:


 Deferred financing fees
Balance—January 2, 2021$18,367 
Amortization(2,510)
Write off of deferred financing fees(2,116)
Balance—October 2, 2021$13,741 
  
  
Balance - December 28, 2019$15,436 
Loan origination fees9,565 
Amortization(2,499)
Write off of deferred financing fees(3,338)
Balance - September 26, 2020$19,164 
 
Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC Bank Canada for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.3 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of October 2, 2021 or January 2, 2021.
 
7. INCOME TAXES
 
Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its parent company and is generally not subject to federal or state income tax. However, certain subsidiary entities file federal, state and Canadian income tax returns due to their status as taxable entities in the respective jurisdiction. The effective income tax rate for the C Corporations differs from the statutory federal rate primarily due to (1) tax depletion expense in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates and (3) various other items, such as limitations on meals and entertainment and other costs. The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.
 
No material interest or penalties were recognized in income tax expense during the three and nine months ended October 2, 2021 and September 26, 2020. We recognized uncertain tax benefits in the three and nine months ended March 28, 2020 related to the passage of the Coronavirus Aid, Relief and Economic Stability Act (“CARES Act”) on March 25, 2020.

8. MEMBERS’ INTEREST
 
Accumulated other comprehensive income (loss) —The changes in each component of accumulated other comprehensive income (loss) consisted of the following:
 
    Accumulated
  Foreign currency other
 Change intranslationCash flow hedgecomprehensive
 retirement plansadjustmentsadjustments(loss) income
Balance — January 2, 2021$(8,546)$(10,037)$— $(18,583)
Foreign currency translation adjustment— 682 — 682 
Balance — October 2, 2021$(8,546)$(9,355)$— $(17,901)
Balance — December 28, 2019$(6,317)$(14,654)$— $(20,971)
Foreign currency translation adjustment— (3,395)— (3,395)
Balance — September 26, 2020$(6,317)$(18,049)$— $(24,366)
 
9. SUPPLEMENTAL CASH FLOW INFORMATION
 
Supplemental cash flow information is as follows:


 Nine months ended
October 2, 2021September 26, 2020
Cash payments:  
Interest$77,890 $86,427 
Payments for income taxes, net6,694 1,131 
Operating cash payments on operating leases7,894 8,372 
Operating cash payments on finance leases1,722 2,402 
Finance cash payments on finance leases13,739 11,528 
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations$6,476 $2,931 
Right of use assets obtained in exchange for finance leases obligations600 17,605 
 
10. LEASES

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:


Three months endedNine months ended
October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Operating lease cost$1,755 $2,478 $5,175 $7,576 
Variable lease cost90 90 263 253 
Short-term lease cost12,373 14,335 30,517 33,369 
Financing lease cost:
Amortization of right-of-use assets2,168 3,439 7,835 9,307 
Interest on lease liabilities475 780 1,689 2,329 
Total lease cost$16,861 $21,122 $45,479 $52,834 
October 2, 2021January 2, 2021
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets$27,339 $28,543 
Current operating lease liabilities$6,818 $8,188 
Noncurrent operating lease liabilities21,596 21,500 
Total operating lease liabilities$28,414 $29,688 
Finance leases:
Property and equipment, gross$69,115 $92,679 
Less accumulated depreciation(29,387)(32,828)
Property and equipment, net$39,728 $59,851 
Current finance lease liabilities$17,424 $24,601 
Long-term finance lease liabilities18,249 31,727 
Total finance lease liabilities$35,673 $56,328 
Weighted average remaining lease term (years):
Operating leases9.18.7
Finance lease2.52.4
Weighted average discount rate:
Operating leases5.0 %5.3 %
Finance leases5.3 %5.2 %
Maturities of lease liabilities, as of October 2, 2021, were as follows:
Operating LeasesFinance Leases
2021 (three months)$2,103 $3,950 
20227,489 18,668 
20235,830 7,386 
20243,662 3,209 
20252,444 2,583 
20261,794 990 
Thereafter12,976 1,843 
Total lease payments36,298 38,629 
Less imputed interest(7,884)(2,956)
Present value of lease payments$28,414 $35,673 

11. COMMITMENTS AND CONTINGENCIES
 
The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all current pending or threatened claims and


litigation will not have a material effect on the Company’s consolidated financial position, results of operations or liquidity. The Company records legal fees as incurred.

In March 2018, we were notified of an investigation by the Canadian Competition Bureau (the “CCB”) into pricing practices by certain asphalt paving contractors in British Columbia, including Winvan Paving, Ltd. (“Winvan”). We believe the investigation is focused on time periods prior to our April 2017 acquisition of Winvan and we are cooperating with the CCB. Although we currently do not believe this matter will have a material adverse effect on our business, financial condition or results of operations, we are currently not able to predict the ultimate outcome or cost of the investigation.
 
Environmental Remediation and Site Restoration—The Company’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.
 
The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of October 2, 2021 and January 2, 2021, $32.7 million and $33.6 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $9.6 million and $10.0 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of October 2, 2021 and January 2, 2021 were $108.0 million and $112.8 million, respectively.
 
Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.
 
12. FAIR VALUE
 
Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.
 
The fair value of contingent consideration as of October 2, 2021 and January 2, 2021 was: 
October 2, 2021January 2, 2021
Current portion of acquisition-related liabilities and Accrued expenses:  
Contingent consideration$554 $654 
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration$1,199 $1,209 
 
The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 9.5% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. There were no material valuation adjustments to contingent consideration as of October 2, 2021 and September 26, 2020.

Financial Instruments—The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of October 2, 2021 and January 2, 2021 was:


 October 2, 2021January 2, 2021
 Fair ValueCarrying ValueFair ValueCarrying Value
Level 1    
Long-term debt(1)$1,661,673 $1,610,830 $1,971,087 $1,915,425 
Level 3    
Current portion of deferred consideration and noncompete obligations(2)12,255 12,255 7,173 7,173 
Long term portion of deferred consideration and noncompete obligations(3)32,024 32,024 11,037 11,037 
(1)$6.4 million was included in current portion of debt as of October 2, 2021 and January 2, 2021.
(2)Included in current portion of acquisition-related liabilities on the consolidated balance sheets.
(3)Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2, inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.
 
Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.
 
13. SEGMENT INFORMATION
 
The Company has three operating segments: West, East and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.
 
The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from operations before interest, taxes, depreciation, depletion, amortization, accretion and share-based compensation, as well as various other non-recurring, non-cash amounts. Beginning with the first quarter of 2021, the Company no longer adjusts for transaction costs, as those costs are recurring cash payments, and are included in general and administrative expenses.
 
The West and East segments have several subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements.

The following tables display selected financial data for the Company’s reportable business segments as of October 2, 2021 and January 2, 2021 and for the three and nine months ended October 2, 2021 and September 26, 2020:
 Three months endedNine months ended
 October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Revenue*:    
West$369,250 $390,310 $958,351 $919,016 
East255,490 234,435 635,659 590,341 
Cement92,500 84,874 218,991 198,461 
Total revenue$717,240 $709,619 $1,813,001 $1,707,818 
*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.
 


 Three months endedNine months ended
 October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Income from operations before taxes$95,891 $73,218 $143,431 $79,839 
Interest expense24,134 24,561 72,474 77,807 
Depreciation, depletion and amortization58,381 57,364 171,474 161,912 
Accretion701 690 2,177 1,848 
Loss on debt financings6,016 4,064 6,016 4,064 
Loss (gain) on sale of businesses113 — (15,319)— 
Non-cash compensation4,685 13,322 14,875 23,119 
Other363 4,083 682 4,287 
Total Adjusted EBITDA$190,284 $177,302 $395,810 $352,876 
Total Adjusted EBITDA by Segment:
West$92,303 $95,470 $211,722 $196,881 
East69,084 56,943 138,113 119,900 
Cement40,360 35,086 82,281 63,172 
Corporate and other(11,463)(10,197)(36,306)(27,077)
Total Adjusted EBITDA$190,284 $177,302 $395,810 $352,876 
 
 Nine months ended
October 2, 2021September 26, 2020
Purchases of property, plant and equipment  
West$85,137 $51,148 
East69,469 75,006 
Cement14,852 12,097 
Total reportable segments169,458 138,251 
Corporate and other612 1,755 
Total purchases of property, plant and equipment$170,070 $140,006 
 
 Three months endedNine months ended
 October 2, 2021September 26, 2020October 2, 2021September 26, 2020
Depreciation, depletion, amortization and accretion:    
West$24,796 $23,117 $75,287 $67,082 
East22,809 22,803 66,306 65,293 
Cement10,409 11,155 28,785 28,425 
Total reportable segments58,014 57,075 170,378 160,800 
Corporate and other1,068 979 3,273 2,960 
Total depreciation, depletion, amortization and accretion$59,082 $58,054 $173,651 $163,760 

October 2, 2021January 2, 2021
Total assets:  
West$1,569,240 $1,503,382 
East1,316,659 1,303,742 
Cement863,858 850,835 
Total reportable segments3,749,757 3,657,959 
Corporate and other257,503 419,175 
Total$4,007,260 $4,077,134 
 


14. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
 
Summit LLC’s domestic wholly-owned subsidiary companies other than Finance Corp. are named as guarantors (collectively, the “Guarantors”) of the Senior Notes. Finance Corp. does not and will not have any assets or operations other than as may be incidental to its activities as a co-issuer of the Senior Notes and other indebtedness. Certain other partially-owned subsidiaries and a non-U.S. entity do not guarantee the Senior Notes (collectively, the “Non-Guarantors”). The Guarantors provide a joint and several, full and unconditional guarantee of the Senior Notes.
 
There are no significant restrictions on Summit LLC’s ability to obtain funds from any of the Guarantors in the form of dividends or loans. Additionally, there are no significant restrictions on a Guarantor’s ability to obtain funds from Summit LLC or its direct or indirect subsidiaries.
 
The following condensed consolidating balance sheets, statements of operations and cash flows are provided for the Issuers, the Guarantors and the Non-Guarantors.
 
Earnings from subsidiaries are included in other income in the condensed consolidated statements of operations below. The financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the Guarantors or Non-Guarantors operated as independent entities.



Condensed Consolidating Balance Sheets
October 2, 2021
     
  Non-  
 Issuers
Guarantors 
Guarantors 
Eliminations 
Consolidated
Assets     
Current assets:     
Cash and cash equivalents$241,285 $1,818 $17,660 $(2,680)$258,083 
Accounts receivable, net63 309,930 23,507 (149)333,351 
Intercompany receivables375,735 1,587,227 — (1,962,962)— 
Cost and estimated earnings in excess of billings— 32,632 1,549 — 34,181 
Inventories— 189,170 6,142 — 195,312 
Other current assets3,272 9,799 784 — 13,855 
Total current assets620,355 2,130,576 49,642 (1,965,791)834,782 
Property, plant and equipment, net6,382 1,744,803 89,954 — 1,841,139 
Goodwill— 1,115,340 60,515 — 1,175,855 
Intangible assets, net— 65,358 4,980 — 70,338 
Operating lease right-of-use assets1,908 20,381 5,050 — 27,339 
Other assets4,322,784 216,523 1,102 (4,482,602)57,807 
Total assets$4,951,429 $5,292,981 $211,243 $(6,448,393)$4,007,260 
Liabilities and Members' Interest
Current liabilities:
Current portion of debt$6,354 $— $— $— $6,354 
Current portion of acquisition-related liabilities— 12,809 — — 12,809 
Accounts payable5,054 138,423 13,202 (149)156,530 
Accrued expenses39,884 98,013 2,392 (2,680)137,609 
Current operating lease liabilities967 5,153 698 — 6,818 
Intercompany payables1,462,313 498,077 2,572 (1,962,962)— 
Billings in excess of costs and estimated earnings— 10,852 779 — 11,631 
Total current liabilities1,514,572 763,327 19,643 (1,965,791)331,751 
Long-term debt1,591,989 — — — 1,591,989 
Acquisition-related liabilities— 33,223 — — 33,223 
Noncurrent operating lease liabilities1,832 15,562 4,202 — 21,596 
Other noncurrent liabilities4,846 230,981 119,105 (164,421)190,511 
Total liabilities3,113,239 1,043,093 142,950 (2,130,212)2,169,070 
Total members' interest1,838,190 4,249,888 68,293 (4,318,181)1,838,190 
Total liabilities and members' interest$4,951,429 $5,292,981 $211,243 $(6,448,393)$4,007,260 
        


Condensed Consolidating Balance Sheets
January 2, 2021
 
     
  Non-  
 Issuers
Guarantors 
Guarantors 
Eliminations 
Consolidated
Assets     
Current assets:     
Cash and cash equivalents$401,074 $10,287 $10,461 $(3,641)$418,181 
Accounts receivable, net4 230,199 24,384 109 254,696 
Intercompany receivables404,459 1,303,293 — (1,707,752)— 
Cost and estimated earnings in excess of billings— 7,504 1,162 — 8,666 
Inventories— 193,417 6,891 — 200,308 
Other current assets2,840 6,797 1,791 — 11,428 
Total current assets808,377 1,751,497 44,689 (1,711,284)893,279 
Property, plant and equipment, net9,410 1,746,045 94,714 — 1,850,169 
Goodwill— 1,142,083 60,208 — 1,202,291 
Intangible assets, net— 47,852 — — 47,852 
Operating lease right-of-use assets2,615 21,880 4,048 — 28,543 
Other assets4,022,729 207,699 493 (4,175,921)55,000 
Total assets$4,843,131 $4,917,056 $204,152 $(5,887,205)$4,077,134 
Liabilities and Members' Interest
Current liabilities:
Current portion of debt$6,354 $— $— $— $6,354 
Current portion of acquisition-related liabilities— 7,827 — — 7,827 
Accounts payable3,889 108,805 8,619 109 121,422 
Accrued expenses54,108 106,320 4,014 (3,641)160,801 
Current operating lease liabilities913 6,114 1,161 — 8,188 
Intercompany payables1,215,043 485,401 7,308 (1,707,752)— 
Billings in excess of costs and estimated earnings— 15,508 991 — 16,499 
Total current liabilities1,280,307 729,975 22,093 (1,711,284)321,091 
Long-term debt1,892,347 — — — 1,892,347 
Acquisition-related liabilities— 12,246 — — 12,246 
Noncurrent operating lease liabilities2,567 16,062 2,871 — 21,500 
Other noncurrent liabilities5,142 208,540 117,921 (164,421)167,182 
Total liabilities3,180,363 966,823 142,885 (1,875,705)2,414,366 
Total members' interest1,662,768 3,950,233 61,267 (4,011,500)1,662,768 
Total liabilities and members' interest$4,843,131 $4,917,056 $204,152 $(5,887,205)$4,077,134 



Condensed Consolidating Statements of Operations
For the three months ended October 2, 2021

Non-
IssuersGuarantors Guarantors EliminationsConsolidated 
Revenue$— $686,736 $34,655 $(4,151)$717,240 
Cost of revenue (excluding items shown separately below)— 465,966 25,121 (4,151)486,936 
General and administrative expenses16,372 28,373 1,460 — 46,205 
Depreciation, depletion, amortization and accretion1,068 55,081 2,933 — 59,082 
Operating (loss) income(17,440)137,316 5,141 — 125,017 
Other (income) loss, net(141,753)(1,044)130 147,546 4,879 
Interest expense (income)35,033 (12,276)1,377 — 24,134 
Loss on sale of business— 113 — — 113 
Income from operation before taxes89,280 150,523 3,634 (147,546)95,891 
Income tax expense405 5,634 977 — 7,016 
Net income attributable to Summit LLC$88,875 $144,889 $2,657 $(147,546)$88,875 
Comprehensive income attributable to member of Summit Materials, LLC$84,799 $144,889 $6,733 $(151,622)$84,799 

Condensed Consolidating Statements of Operations
For the nine months ended October 2, 2021
 
     
  Non-  
 Issuers
Guarantors 
Guarantors 
Eliminations
Consolidated 
Revenue$— $1,735,193 $87,982 $(10,174)$1,813,001 
Cost of revenue (excluding items shown separately below)— 1,247,002 64,518 (10,174)1,301,346 
General and administrative expenses51,555 87,968 2,600 — 142,123 
Depreciation, depletion, amortization and accretion3,273 161,783 8,595 — 173,651 
Operating (loss) income(54,828)238,440 12,269 — 195,881 
Other income, net(290,566)(9,784)(563)296,208 (4,705)
Interest expense (income)102,981 (34,635)4,128 — 72,474 
Gain on sale of business— (15,319)— — (15,319)
Income from operation before taxes132,757 298,178 8,704 (296,208)143,431 
Income tax expense1,857 8,314 2,360 — 12,531 
Net income attributable to Summit LLC$130,900 $289,864 $6,344 $(296,208)$130,900 
Comprehensive income attributable to member of Summit Materials, LLC$131,582 $289,864 $5,662 $(295,526)$131,582 




Condensed Consolidating Statements of Operations
For the three months ended September 26, 2020

Non-
IssuersGuarantors GuarantorsEliminationsConsolidated
Revenue$— $689,842 $23,780 $(4,003)$709,619 
Cost of revenue (excluding items shown separately below)— 489,318 16,277 (4,003)501,592 
General and administrative expenses23,955 23,952 1,449 — 49,356 
Depreciation, depletion, amortization and accretion980 55,542 1,532 — 58,054 
Operating (loss) income(24,935)121,030 4,522 — 100,617 
Other (income) loss, net(134,672)(889)(276)138,675 2,838 
Interest expense (income)31,170 (7,990)1,381 — 24,561 
Income from operation before taxes78,567 129,909 3,417 (138,675)73,218 
Income tax expense (benefit)243 (6,286)937 — (5,106)
Net income attributable to Summit LLC$78,324 $136,195 $2,480 $(138,675)$78,324 
Comprehensive income attributable to member of Summit Materials, LLC$80,342 $136,195 $462 $(136,657)$80,342 

Condensed Consolidating Statements of Operations
For the nine months ended September 26, 2020
 
     
  Non-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Revenue$— $1,659,526 $61,556 $(13,264)$1,707,818 
Cost of revenue (excluding items shown separately below)— 1,228,076 43,651 (13,264)1,258,463 
General and administrative expenses50,964 71,282 4,392 — 126,638 
Depreciation, depletion, amortization and accretion2,960 156,697 4,103 — 163,760 
Operating (loss) income(53,924)203,471 9,410 — 158,957 
Other (income) loss, net(235,001)(1,733)271 237,774 1,311 
Interest expense (income)95,379 (21,352)3,780 — 77,807 
Income from operation before taxes85,698 226,556 5,359 (237,774)79,839 
Income tax expense (benefit)982 (7,383)1,524 — (4,877)
Net income attributable to Summit LLC$84,716 $233,939 $3,835 $(237,774)$84,716 
Comprehensive income attributable to member of Summit Materials, LLC$81,321 $233,939 $7,230 $(241,169)$81,321 



Condensed Consolidating Statements of Cash Flows
For the nine months ended October 2, 2021
 
     
  Non-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Net cash (used in) provided by operating activities$(121,357)$304,403 $24,327 $— $207,373 
Cash flow from investing activities:
Acquisitions, net of cash acquired— (7,263)— — (7,263)
Purchase of property, plant and equipment(612)(161,224)(8,234)— (170,070)
Proceeds from the sale of property, plant, and equipment— 8,168 659 — 8,827 
Proceeds from the sale of a business— 103,649 — — 103,649 
Other— (459)— — (459)
Net cash used for investing activities(612)(57,129)(7,575)— (65,316)
Cash flow from financing activities:
Proceeds from investment by member29,650 2,766 — — 32,416 
Loans received from and payments made on loans from other Summit Companies240,746 (232,861)(8,846)961 — 
Payments on long-term debt(304,765)(18,393)(644)— (323,802)
Payments on acquisition-related liabilities— (7,255)— — (7,255)
Distributions from partnership(2,500)— — — (2,500)
Other(951)— — — (951)
Net cash used in financing activities(37,820)(255,743)(9,490)961 (302,092)
Impact of cash on foreign currency— — (63)— (63)
Net (decrease) increase in cash(159,789)(8,469)7,199 961 (160,098)
Cash — Beginning of period401,074 10,287 10,461 (3,641)418,181 
Cash — End of period$241,285 $1,818 $17,660 $(2,680)$258,083 

























Condensed Consolidating Statements of Cash Flows
For the nine months ended September 26, 2020
 
     
  Non-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Net cash (used in) provided by operating activities$(110,054)$288,198 $39,895 $— $218,039 
Cash flow from investing activities:
Acquisitions, net of cash acquired— (92,085)(31,110)— (123,195)
Purchase of property, plant and equipment(1,755)(136,670)(1,581)— (140,006)
Proceeds from the sale of property, plant, and equipment— 8,708 140 — 8,848 
Other— 1,395 — — 1,395 
Net cash used for investing activities(1,755)(218,652)(32,551)— (252,958)
Cash flow from financing activities:
Proceeds from investment by member(91,856)87,925 4,260 — 329 
Net proceeds from debt issuance700,000 — — — 700,000 
Loans received from and payments made on loans from other Summit Companies145,896 (139,650)(8,135)1,889 — 
Payments on long-term debt(654,765)(11,983)(144)— (666,892)
Payments on acquisition-related liabilities— (7,891)— — (7,891)
Financing costs(9,565)— — — (9,565)
Distributions from partnership(2,500)— — — (2,500)
Other(823)(85)— — (908)
Net cash provided by (used in) financing activities86,387 (71,684)(4,019)1,889 12,573 
Impact of cash on foreign currency— — (216)— (216)
Net (decrease) increase in cash(25,422)(2,138)3,109 1,889 (22,562)
Cash — Beginning of period302,474 5,488 9,834 (6,477)311,319 
Cash — End of period$277,052 $3,350 $12,943 $(4,588)$288,757