8-K

EAGLE MATERIALS INC (EXP)

8-K 2022-10-26 For: 2022-10-26
View Original
Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 26, 2022

Eagle Materials Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware 1-12984 75-2520779
(State or Other Jurisdiction<br> <br>of Incorporation) (Commission<br>File Number) (IRS Employer<br> <br>Identification No.)
5960 Berkshire Ln., Suite 900<br> <br>Dallas, Texas 75225
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(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (214) 432-2000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange<br>on which registered
Common Stock, $0.01 par value EXP New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 2.02 Results of Operations and Financial Condition

On October 26, 2022, Eagle Materials Inc., a Delaware corporation (“Eagle”), announced its results of operations for the quarter ended September 30, 2022. A copy of Eagle’s earnings press release announcing these results is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits
Exhibit Number Description
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99.1 Earnings Press Release dated October 26, 2022 issued by Eagle Materials Inc. (announcing quarterly operating results)
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EAGLE MATERIALS INC.
By: /s/ D. Craig Kesler
D. Craig Kesler
Executive Vice President – Finance and<br> <br>Administration and Chief Financial Officer

Date: October 26, 2022

EX-99.1

EXHIBIT 99.1

Contact at<br>214-432-2000<br><br><br>Michael R. Haack<br><br><br>President and CEO<br><br><br>D. Craig Kesler<br><br><br>Executive Vice President & CFO<br><br><br>Robert S. Stewart<br><br><br>Executive Vice President

News For Immediate Release

EAGLE MATERIALS REPORTS RECORD SECOND QUARTER RESULTS

DALLAS, TX (October 26, 2022) Eagle Materials Inc. (NYSE: EXP) today reported financial results for the second quarter of fiscal 2023 ended September 30, 2022. Notable items for the quarter are highlighted below (unless otherwise noted, all comparisons are with the prior year’s fiscal second quarter):

Second Quarter Fiscal 2023 Highlights

Record Revenue of $605 million, up 19%
Record Net Earnings of $139 million, up 36%, and Net Earnings per share of $3.72, up 51%<br>
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Prior year’s Net Earnings were affected by a Loss on Early Retirement of Senior Notes and the write-off of related debt issuance costs of $11.2 million, or $0.27 per share
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Adjusted EBITDA of $227 million, up 21%
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Adjusted EBITDA is a non-GAAP financial measure calculated by excluding non-routine items and certain non-cash expenses in the manner described in Attachment 6
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Repurchased 840,000 shares of Eagle’s common stock for $101 million
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Commenting on the results, Michael Haack, President and CEO, said, “At this unique time in the US markets, we are pleased to report second quarter results that once again exceeded our expectations and set quarterly records, with price increases across each business line more than offsetting cost inflation pressures. We generated record revenue of $605 million and record EPS of $3.72, and we expanded gross margins by 160 bps to 32.1%. Construction activity remained healthy across our markets, and utilization rates remained high across our network. Cashflow from operations increased 18%, to $175.6 million.

During the quarter, we continued to drive shareholder value by prudently investing in strategic growth and returning capital to shareholders. We completed two investments: a cement distribution terminal in Nashville, Tennessee, which expands and improves the resilience of our cement geographic footprint in a strong and growing southeastern market, and an aggregates asset contiguous with our existing northern Nevada operation. We also returned $110 million of cash to shareholders through share repurchases and dividends, bringing total cash returned to shareholders to $230 million in the first half of the year.

Mr. Haack continued, “In our heavy materials business, as demand remained strong and our operations remained virtually sold-out, we implemented a second round of cement price increases in early July and announced the next round of price increases for early January 2023. In our light materials sector, the backlog of housing construction activity supported steady wallboard shipments and orders, but we recognize the significant increase in interest rates will

likely have an impact on residential construction activity in the future. Despite actions taken by the federal reserve to increase interest rates and possible recessionary conditions, we believe we are well-positioned in our principal markets for the second half of fiscal 2023.”

Segment Financial Results

Heavy Materials: Cement, Concrete and Aggregates

Revenue in the Heavy Materials sector, which includes Cement, Concrete and Aggregates, Joint Venture and intersegment Cement revenue, was $389.1 million, a 14% increase. Heavy Materials operating earnings were up 10% to $106.1 million, primarily because of higher Cement sales prices.

Cement revenue for the quarter, including Joint Venture and intersegment revenue, was up 11% to $319.5 million, and operating earnings were a record $98.8 million, up 11%. These increases reflect higher Cement net sales prices partially offset by lower sales volume.    The average net sales price for the quarter was up 12% to $132.50 per ton. Cement sales volume decreased 2% to 2.1 million tons. Cement sales volume and operating earnings at our Joint Venture both declined during the quarter primarily because of extended equipment downtime, which reduced cement production. While these equipment issues were mostly resolved during the quarter, they may continue to have an impact on the Joint Venture’s results during the third quarter.

Concrete and Aggregates revenue increased 32% to $69.6 million, reflecting higher sales volume and Concrete pricing as well as the contribution of approximately $14 million from a recently acquired business in northern Colorado. Second quarter operating earnings declined 3% to $7.3 million, primarily reflecting higher input costs.

Light Materials: Gypsum Wallboard and Paperboard

Revenue in the Light Materials sector, which includes Gypsum Wallboard and Paperboard, increased 26% to $253.5 million, reflecting higher Wallboard sales volume and prices. Gypsum Wallboard sales volume increased 6% to 783 million square feet (MMSF), while the average Gypsum Wallboard net sales price increased 22% to $233.70 per MSF.

Paperboard sales volume for the quarter was down 2% from the prior year at 85,000 tons. The average Paperboard net sales price was $603.62 per ton, up 15%, consistent with the pricing provisions in our long-term sales agreements.

Operating earnings in the sector were $95.3 million, an increase of 42%, reflecting increased Wallboard sales volume and pricing, partially offset by higher raw material costs, namely recycled fiber and energy.

Details of Financial Results

We conduct one of our cement plant operations through a 50/50 joint venture, Texas Lehigh Cement Company LP (the Joint Venture). We use the equity method of accounting for our 50% interest in the Joint Venture. For segment reporting purposes only, we proportionately

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consolidate our 50% share of the Joint Venture’s revenue and operating earnings, which is consistent with the way management organizes the segments within the Company for making operating decisions and assessing performance.

In addition, for segment reporting purposes, we report intersegment revenue as a part of a segment’s total revenue. Intersegment sales are eliminated on the consolidated income statement. Refer to Attachment 3 for a reconciliation of these amounts.

About Eagle Materials Inc.

Eagle Materials Inc. manufactures and distributes Portland Cement, Gypsum Wallboard, Recycled Paperboard and Concrete and Aggregates from more than 70 facilities across the US. Eagle’s corporate headquarters is in Dallas, Texas.

Eagle’s senior management willconduct a conference call to discuss the financial results, forward looking information and other matters at 8:30 a.m. Eastern Time (7:30 a.m. Central Time) on Wednesday, October 26, 2022. The conference call will be webcast on the Eaglewebsite, eaglematerials.com. A replay of the webcast and the presentation will be archived on the website for one year.

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Forward-Looking Statements. This press release contains forward-looking statementswithin 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 ofthe statement and generally arise when the Company is discussing its beliefs, estimates or expectations as to future events. These statements are not historical facts or guarantees of future performance but instead represent only the Company’sbelief at the time the statements were made regarding future events which are subject to certain risks, uncertainties and other factors, and many of which are outside the Company’s control. Actual results and outcomes may differ materially fromwhat 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;fluctuations in 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 ourcontrol; the availability and fluctuations in the cost of raw materials; changes in the costs of energy, including, without limitation, natural gas, coal and oil, and the nature of our obligations to counterparties under energy supply contracts,such as those related to market conditions (for example, 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 anddelays 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 futurelitigation or arbitration proceedings; changes in economic conditions or the nature or level of activity in any one or more of the markets or industries in which the Company or its customers are engaged; severe weather conditions (such as winterstorms, tornados and hurricanes) and their effects on our facilities, operations and contractual arrangements with third parties; competition; cyber-attacks or data security breaches; announced increases in capacity in the gypsum wallboard andcement 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 ourfinancial 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 theCompany; general economic conditions, including inflation and recessionary conditions; and changes in interest rates and the resulting effects on the Company and demand for our products. For example, increases in interest rates, decreases in demandfor construction materials or increases in the cost of energy (including, without limitation, natural gas, coal and oil) or the cost of our raw materials could affect the revenue and operating earnings of our operations. In addition, changes innational 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 risksand impacts associated with natural disasters, pandemics or other unforeseen events, including, without limitation, the COVID-19 pandemic and responses thereto designed to contain its spread and mitigate itspublic health effects, as well as their impact on economic conditions, capital and financial markets. Any resurgence of the COVID-19 pandemic and responses thereto may disrupt our business operations or havean adverse effect on demand for our products.    These and other factors are described in the Company’s Annual Report on Form 10-K for the fiscal year endedMarch 31, 2022 and subsequent quarterly and annual reports upon filing. These reports are filed with the Securities and Exchange Commission. All forward-looking statements made herein are made as of the date hereof, and therisk 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 theCompany’s expectations.

For additional information, contact at 214-432-2000.

Michael R. Haack

President and Chief Executive Officer

D. Craig Kesler

Executive Vice President and Chief Financial Officer

Robert S. Stewart

Executive Vice President, Strategy,Corporate Development and Communications

Attachment 1    Statement of Consolidated Earnings

Attachment 2    Revenue and Earnings by Lines of Business

Attachment 3    Sales Volume, Average Net Sales Prices and Intersegment and Cement Revenue

Attachment 4    Consolidated Balance Sheets

Attachment 5    Depreciation, Depletion and Amortization by Lines of Business

Attachment 6    Reconciliation of Non-GAAP Financial Measures

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Attachment 1

Eagle Materials Inc.

Statement of Consolidated Earnings

(dollars in thousands, except per share data)

(unaudited)

Quarter Ended<br>September 30, Six Months Ended<br>September 30,
2022 2021 2022 2021
Revenue $ 605,068 $ 509,694 $ 1,166,455 $ 985,464
Cost of Goods Sold 410,829 354,353 821,350 703,612
Gross Profit 194,239 155,341 345,105 281,852
Equity in Earnings of Unconsolidated JV 7,156 8,260 12,254 16,230
Corporate General and Administrative Expenses (13,627 ) (10,667 ) (25,447 ) (20,135 )
Loss on Early Retirement of Senior Notes (8,407 ) (8,407 )
Other Non-Operating (Loss) Income (664 ) (944 ) (1,299 ) 2,734
Earnings before Interest and Income Taxes 187,104 143,583 330,613 272,274
Interest Expense, net (8,580 ) (12,268 ) (15,910 ) (19,240 )
Earnings before Income Taxes 178,524 131,315 314,703 253,034
Income Tax Expense (39,529 ) (29,190 ) (70,703 ) (55,582 )
Net Earnings $ 138,995 $ 102,125 $ 244,000 $ 197,452
NET EARNINGS PER SHARE
Basic $ 3.74 $ 2.48 $ 6.50 $ 4.74
Diluted $ 3.72 $ 2.46 $ 6.46 $ 4.70
AVERAGE SHARES OUTSTANDING
Basic 37,140,197 41,222,161 37,559,087 41,623,187
Diluted 37,366,879 41,594,733 37,792,613 42,013,847

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Attachment 2

Eagle Materials Inc.

Revenue and Earnings by Lines of Business

(dollars in thousands)

(unaudited)

Quarter Ended<br>September 30, Six Months Ended<br>September 30,
2022 2021 2022 2021
Revenue*
Heavy Materials:
Cement (Wholly Owned) $ 281,969 $ 256,175 $ 533,879 $ 495,906
Concrete and Aggregates 69,613 52,750 131,231 97,504
351,582 308,925 665,110 593,410
Light Materials:
Gypsum Wallboard 224,638 172,985 440,965 339,252
Gypsum Paperboard 28,848 27,784 60,380 52,802
253,486 200,769 501,345 392,054
Total Revenue $ 605,068 $ 509,694 $ 1,166,455 $ 985,464
Segment Operating Earnings
Heavy Materials:
Cement (Wholly Owned) $ 91,623 $ 80,490 $ 148,873 $ 135,067
Cement (Joint Venture) 7,156 8,260 12,254 16,230
Concrete and Aggregates 7,276 7,539 13,008 12,883
106,055 96,289 174,135 164,180
Light Materials:
Gypsum Wallboard 89,761 66,331 173,829 129,584
Gypsum Paperboard 5,579 981 9,395 4,318
95,340 67,312 183,224 133,902
Sub-total 201,395 163,601 357,359 298,082
Corporate General and Administrative Expense (13,627 ) (10,667 ) (25,447 ) (20,135 )
Loss on Early Retirement of Senior Notes (8,407 ) (8,407 )
Other Non-Operating (Loss) Income (664 ) (944 ) (1,299 ) 2,734
Earnings before Interest and Income Taxes $ 187,104 $ 143,583 $ 330,613 $ 272,274
* Excluding Intersegment and Joint Venture Revenue listed on Attachment 3
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Attachment 3

Eagle Materials Inc.

Sales Volume, Average Net Sales Prices and Intersegment and Cement Revenue

(unaudited)

Sales Volume
Quarter Ended<br>September 30, Six Months Ended<br>September 30,
2022 2021 Change 2022 2021 Change
Cement (M Tons):
Wholly Owned 1,981 1,983 0 % 3,786 3,835 -1 %
Joint Venture 164 215 -24 % 352 399 -12 %
2,145 2,198 -2 % 4,138 4,234 -2 %
Concrete (M Cubic Yards) 451 398 +13 % 857 746 +15 %
Aggregates (M Tons) 912 481 +90 % 1,707 842 +103 %
Gypsum Wallboard (MMSFs) 783 736 +6 % 1,581 1,499 +5 %
Paperboard (M Tons):
Internal 40 37 +8 % 76 73 +4 %
External 45 50 -10 % 93 98 -5 %
85 87 -2 % 169 171 -1 %
Average Net Sales Price*
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Quarter Ended<br>September 30, Six Months Ended<br>September 30,
2022 2021 Change 2022 2021 Change
Cement (Ton) $ 132.50 $ 117.78 +12 % $ 130.24 $ 117.09 +11 %
Concrete (Cubic Yard) $ 134.28 $ 120.15 +12 % $ 131.65 $ 119.23 +10 %
Aggregates (Ton) $ 10.87 $ 10.40 +5 % $ 11.05 $ 10.20 +8 %
Gypsum Wallboard (MSF) $ 233.70 $ 190.93 +22 % $ 226.07 $ 183.73 +23 %
Paperboard (Ton) $ 603.62 $ 524.54 +15 % $ 607.73 $ 511.76 +19 %
* Net of freight and delivery costs billed to customers.
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Intersegment and Cement Revenue
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Quarter Ended<br>September 30, Six Months Ended<br>September 30,
2022 2021 2022 2021
Intersegment Revenue:
Cement $ 12,361 $ 5,223 $ 18,652 $ 13,056
Paperboard 24,825 20,014 47,366 38,263
$ 37,186 $ 25,237 $ 66,018 $ 51,319
Cement Revenue:
Wholly Owned $ 281,969 $ 256,175 $ 533,879 $ 495,906
Joint Venture 25,130 26,926 51,445 49,617
$ 307,099 $ 283,101 $ 585,324 $ 545,523

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Attachment 4

Eagle Materials Inc.

Consolidated Balance Sheets

(dollars in thousands)

(unaudited)

March 31,
2021 2022*
ASSETS
Current Assets –
Cash and Cash Equivalents 84,140 $ 45,214 $ 19,416
Accounts and Notes Receivable, net 232,595 196,664 176,276
Inventories 225,835 203,745 236,661
Federal Income Tax Receivable 4,371 17,954 7,202
Prepaid and Other Assets 5,933 8,534 3,172
Total Current Assets 552,874 472,111 442,727
Property, Plant and Equipment, net 1,655,616 1,629,133 1,616,539
Investments in Joint Venture 85,391 77,628 80,637
Operating Lease Right of Use Asset 22,126 25,127 23,856
Notes Receivable 8,501 8,485 8,485
Goodwill and Intangibles 469,491 390,107 387,898
Other Assets 15,150 17,237 19,510
2,809,149 $ 2,619,828 $ 2,579,652
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities –
Accounts Payable 113,722 $ 101,293 $ 113,679
Accrued Liabilities 92,863 80,324 86,754
Current Portion of Long-Term Debt 10,000
Operating Lease Liabilities 6,736 7,028 7,118
Total Current Liabilities 223,321 188,645 207,551
Long-term Liabilities 64,159 76,961 67,911
Bank Credit Facility 200,000 75,000 200,000
Bank Term Loan 187,500
2.500% Senior Unsecured Notes due 2031 738,898 737,632 738,265
Deferred Income Taxes 238,567 234,281 232,369
Stockholders’ Equity –
Preferred Stock, Par Value 0.01; Authorized 5,000,000 Shares; None Issued
Common Stock, Par Value 0.01; Authorized 100,000,000 Shares; Issued and Outstanding 37,064,662;<br>40,913,931 and 38,710,929 Shares, respectively 371 409 387
Capital in Excess of Par Value
Accumulated Other Comprehensive Losses (3,128 ) (3,386 ) (3,175 )
Retained Earnings 1,159,461 1,310,286 1,136,344
Total Stockholders’ Equity 1,156,704 1,307,309 1,133,556
2,809,149 $ 2,619,828 $ 2,579,652

All values are in US Dollars.

* From audited financial statements

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Attachment 5

Eagle Materials Inc.

Depreciation, Depletion and Amortization by Lines of Business

(dollars in thousands)

(unaudited)

The following tablepresents Depreciation, Depletion and Amortization by lines of business for the quarters ended September 30, 2022 and 2021:

Depreciation, Depletion and Amortization
Quarter Ended<br>September 30,
2022 2021
Cement $ 20,258 $ 20,019
Concrete and Aggregates 4,351 2,470
Gypsum Wallboard 5,589 5,484
Paperboard 3,742 3,663
Corporate and Other 705 704
$ 34,645 $ 32,340

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Attachment 6

Eagle Materials Inc.

Reconciliation of Non-GAAP Financial Measures

(dollars in thousands)

(unaudited)

EBITDA and Adjusted EBITDA

We present Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA to provide more consistent comparison of operating performance from period to period. EBITDA is a non-GAAP financial measure that provides supplemental information regarding the operating performance of our business without regard to financing methods, capital structures or historical cost basis. Adjusted EBITDA is also a non-GAAP financial measure that further excludes the impact from non-routine items. Management uses EBITDA and Adjusted EBITDA as alternative bases for comparing the operating performance of Eagle from period to period and for purposes of its budgeting and planning processes. Adjusted EBITDA may not be comparable to similarly titled measures of other companies because other companies may not calculate Adjusted EBITDA in the same manner. Neither EBITDA nor Adjusted EBITDA should be considered in isolation or as an alternative to net income, cash flow from operations or any other measure of financial performance or liquidity in accordance with GAAP. The following shows the calculations of EBITDA and Adjusted EBITDA and reconciles them to net earnings in accordance with GAAP for the quarters ended September 30, 2022 and 2021:

Quarter Ended<br>September 30,
2022 2021
Net Earnings, as reported $ 138,995 $ 102,125
Income Tax Expense 39,529 29,190
Interest Expense 8,580 12,268
Depreciation, Depletion and Amortization 34,645 32,340
EBITDA $ 221,749 $ 175,923
Northern Colorado purchase accounting<br>^1^ 867
Stock-based Compensation 4,402 3,920
Loss on Early Retirement of Senior Notes<br>^2^ 8,407
Adjusted EBITDA $ 227,018 $ 188,250
^1^ Represents the impact of purchase accounting on inventory costs
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^2^ Represents the loss on the early redemption of our 4.50% senior notes due 2026
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