UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarterly Period Ended
Commission File Number
(Exact name of registrant as specified in its charter)
(
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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☒ |
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Accelerated filer |
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☐ |
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Non-accelerated filer |
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☐ |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)
Yes ☐ No
As of October 26, 2021, the number of outstanding shares of common stock was:
Class |
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Outstanding Shares |
Common Stock, $.01 Par Value |
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TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION (unaudited)
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Page |
Item 1. |
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Consolidated Financial Statements |
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Consolidated Statements of Earnings for the Three and Six Months Ended September 30, 2021 and 2020 |
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1 |
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2 |
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Consolidated Balance Sheets as of September 30, 2021, and March 31, 2021 |
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3 |
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Consolidated Statements of Cash Flows for the Three and Six Months Ended September 30, 2021 and 2020 |
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4 |
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5 |
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6 |
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Item 2. |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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21 |
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Item 3. |
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38 |
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Item 4. |
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38 |
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Item 1. |
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39 |
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Item 1a. |
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39 |
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Item 2. |
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39 |
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Item 4. |
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39 |
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Item 6. |
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40 |
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41 |
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EAGLE MATERIALS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (unaudited)
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For the Three Months Ended September 30, |
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For the Six Months Ended September 30, |
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2021 |
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2020 |
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2021 |
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2020 |
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(dollars in thousands, except share and per share data) |
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Revenue |
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$ |
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$ |
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$ |
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$ |
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Cost of Goods Sold |
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Gross Profit |
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Equity in Earnings of Unconsolidated Joint Venture |
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Corporate General and Administrative Expense |
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( |
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( |
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Premium Paid on Early Retirement of Senior Notes |
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— |
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( |
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— |
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Gain on Sale of Businesses |
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— |
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Other Non-Operating Income (Loss) |
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Interest Expense, net |
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( |
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( |
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Earnings from Continuing Operations before Income Taxes |
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Income Taxes |
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( |
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Earnings from Continuing Operations |
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Earnings from Discontinued Operations, net of Income Taxes |
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Net Earnings |
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$ |
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$ |
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$ |
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$ |
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BASIC EARNINGS PER SHARE |
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Continuing Operations |
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$ |
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$ |
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$ |
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$ |
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Discontinued Operations |
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Net Earnings |
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$ |
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$ |
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$ |
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$ |
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DILUTED EARNINGS PER SHARE |
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Continuing Operations |
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$ |
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$ |
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$ |
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$ |
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Discontinued Operations |
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Net Earnings |
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$ |
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$ |
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$ |
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$ |
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AVERAGE SHARES OUTSTANDING |
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Basic |
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Diluted |
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CASH DIVIDENDS PER SHARE |
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$ |
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$ |
— |
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$ |
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$ |
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See notes to unaudited consolidated financial statements.
1
EAGLE MATERIALS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (unaudited)
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For the Three Months Ended September 30, |
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For the Six Months Ended September 30, |
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2021 |
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2020 |
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2021 |
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2020 |
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(dollars in thousands) |
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Net Earnings |
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$ |
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$ |
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$ |
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$ |
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Net Actuarial Change in Defined Benefit Plans |
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Amortization of Net Actuarial Loss |
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Tax Expense |
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( |
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( |
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( |
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Comprehensive Earnings |
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$ |
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$ |
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$ |
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$ |
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See notes to unaudited consolidated financial statements.
2
EAGLE MATERIALS INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (unaudited)
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September 30, |
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March 31, |
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2021 |
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2021 |
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(dollars in thousands) |
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ASSETS |
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Current Assets |
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Cash and Cash Equivalents |
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$ |
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$ |
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Restricted Cash |
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Accounts and Notes Receivable, net |
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Inventories |
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Income Tax Receivable |
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Prepaid and Other Assets |
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Total Current Assets |
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Property, Plant, and Equipment, net |
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Notes Receivable |
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Investment in Joint Venture |
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Operating Lease Right-of-Use Assets |
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Goodwill and Intangible Assets, net |
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Other Assets |
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$ |
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$ |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current Liabilities |
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Accounts Payable |
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$ |
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$ |
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Accrued Liabilities |
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Operating Lease Liabilities |
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Total Current Liabilities |
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Long-term Debt |
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Noncurrent Operating Lease Liabilities |
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Other Long-term Liabilities |
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Deferred Income Taxes |
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Total Liabilities |
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Stockholders’ Equity |
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Preferred Stock, Par Value $ |
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Common Stock, Par Value $ |
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Capital in Excess of Par Value |
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Accumulated Other Comprehensive Losses |
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( |
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Retained Earnings |
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Total Stockholders’ Equity |
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$ |
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$ |
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See notes to the unaudited consolidated financial statements.
3
EAGLE MATERIALS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
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For the Six Months Ended September 30, |
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2021 |
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2020 |
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(dollars in thousands) |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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Net Earnings |
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$ |
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$ |
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Adjustments to Reconcile Net Earnings to Net Cash Provided |
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Depreciation, Depletion and Amortization |
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Write-off of Debt Issuance Costs |
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— |
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Deferred Income Tax Provision |
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Stock Compensation Expense |
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Gain on Sale of Subsidiaries |
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— |
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( |
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Equity in Earnings of Unconsolidated Joint Venture |
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( |
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Distributions from Joint Venture |
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Changes in Operating Assets and Liabilities |
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Accounts and Notes Receivable |
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( |
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( |
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Inventories |
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Accounts Payable and Accrued Liabilities |
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Other Assets |
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( |
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( |
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Income Taxes Payable (Receivable) |
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( |
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Net Cash Provided by Operating Activities |
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CASH FLOWS FROM INVESTING ACTIVITIES |
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Additions to Property, Plant, and Equipment |
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( |
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( |
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Proceeds from Sale of Businesses |
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— |
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Net Cash Provided by (Used in) Investing Activities |
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( |
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CASH FLOWS FROM FINANCING ACTIVITIES |
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Increase (Decrease) in Credit Facility |
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( |
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Proceeds from |
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— |
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Repayment of |
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( |
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— |
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Repayment of Term Loan |
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( |
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— |
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Dividends Paid to Stockholders |
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( |
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( |
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Purchase and Retirement of Common Stock |
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( |
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— |
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Proceeds from Stock Option Exercises |
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Premium Paid on Early Retirement of Senior Notes |
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( |
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— |
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Payment of Debt Issuance Costs |
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( |
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( |
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Shares Redeemed to Settle Employee Taxes on Stock Compensation |
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( |
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( |
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Net Cash Used in Financing Activities |
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( |
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( |
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NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH |
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( |
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CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT BEGINNING OF PERIOD |
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CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD |
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$ |
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$ |
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See notes to the unaudited consolidated financial statements.
4
EAGLE MATERIALS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (unaudited)
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Common |
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Capital in |
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Retained |
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Accumulated |
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Total |
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(dollars in thousands) |
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Balance at March 31, 2020 |
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$ |
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$ |
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$ |
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$ |
( |
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$ |
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Net Earnings |
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— |
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— |
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— |
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Stock Compensation Expense |
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— |
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— |
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Shares Redeemed to Settle Employee Taxes |
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— |
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( |
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— |
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— |
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( |
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Sale of Business with Unfunded Pension Liability |
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— |
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— |
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— |
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Unfunded Pension Liability, net of tax |
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— |
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— |
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— |
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Balance at June 30, 2020 |
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$ |
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$ |
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$ |
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$ |
( |
) |
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$ |
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Net Earnings |
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— |
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— |
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— |
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Stock Compensation Expense |
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— |
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— |
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— |
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Stock Option Exercise |
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— |
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— |
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— |
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Unfunded Pension Liability, net of tax |
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— |
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— |
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— |
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Balance at September 30, 2020 |
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$ |
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$ |
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$ |
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$ |
( |
) |
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$ |
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Common |
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Capital in |
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Retained |
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Accumulated |
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Total |
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(dollars in thousands) |
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Balance at March 31, 2021 |
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$ |
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$ |
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$ |
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$ |
( |
) |
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$ |
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Net Earnings |
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— |
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— |
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— |
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Stock Compensation Expense |
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— |
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— |
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Stock Option Exercises and Restricted Share Issuances |
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— |
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— |
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— |
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Shares Redeemed to Settle Employee Taxes |
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— |
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( |
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— |
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— |
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