8-K

EAGLE MATERIALS INC (EXP)

8-K 2022-01-27 For: 2022-01-27
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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): January 27, 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> <br>File Number) (IRS Employer<br> <br>Identification No.)
5960 Berkshire Ln., Suite 900<br> <br>Dallas, Texas 75225
(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> <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 January 27, 2022, Eagle Materials Inc., a Delaware corporation (“Eagle”), announced its results of operations for the quarter ended December 31, 2021. 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<br>Number Description
--- ---
99.1 Earnings Press Release dated January 27, 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 Administration and Chief Financial Officer

Date: January 27, 2022

EX-99.1

EXHIBIT 99.1

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

News For Immediate Release

EAGLE MATERIALS REPORTS THIRD QUARTER RESULTS

RECORD EPS FROM CONTINUING OPERATIONS OF $2.53

ON REVENUE OF $463 MILLION

DALLAS, TX (January 27, 2022) Eagle Materials Inc. (NYSE: EXP) today reported financial results for the third quarter of fiscal 2022 ended December 31, 2021. Notable items for the quarter are highlighted below (unless otherwise noted, all comparisons are with the prior year’s fiscal third quarter):

Third Quarter Fiscal 2022 Highlights

Revenue of $463 million, up 14%
Record diluted EPS from continuing operations of $2.53, up 30%
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Repurchased 1.2 million shares of Eagle’s common stock for $188 million
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Commenting on the third quarter results, Michael Haack, President and CEO, said, “Our record results this quarter reflect both continued strength in US construction activity and excellent execution by our team as supply chain challenges continued to dominate the broader industrial marketplace. We generated strong free cash flow during the quarter, and repurchased 1.2 million shares of our common stock for a total cash return to shareholders of nearly $200 million.”

“I’m also proud to share that, during the first nine months of our fiscal year, we achieved the best safety performance in our history, demonstrating our deep commitment to our people and their well-being. During the quarter, we also continued to make strides towards our environmental stewardship goals; we are now producing and selling our eco-friendly Portland Limestone Cement from four Eagle cement facilities.”

Mr. Haack concluded, “We continue to see positive demand trends across our geographic footprint, driven by increased residential construction activity and expanded infrastructure investment. These trends should support growing construction activity and contribute to attractive pricing across our heavy and light materials businesses. We enter the last quarter of our fiscal year in a position of strength, with an excellent balance sheet enabling us to continue to execute on our core strategies.”

Segment Financial Results

Heavy Materials: Cement, Concrete and Aggregates

Revenue in the Heavy Materials sector, which includes Cement, Concrete and Aggregates, as well as Joint Venture and intersegment Cement revenue, was up 9% to $303.5 million. Heavy Materials operating earnings increased 11% to $84.0 million, primarily because of improved Cement sales volume and net sales prices.

Cement revenue for the quarter, including Joint Venture and intersegment revenue, was up 12% to $261.2 million, and operating earnings were $79.8 million, up 13%. These increases reflect improved Cement sales volume and net sales prices.

The average net cement sales price for the quarter increased 6% to $118.44 per ton. Cement sales volume for the quarter was 2.0 million tons, up 7% versus the prior-year period.

Concrete and Aggregates revenue decreased 3% to $42.4 million. Operating earnings for Concrete and Aggregates decreased 19% to $4.1 million. These declines primarily reflect lower Concrete and Aggregates sales volume and higher fuel costs, partially offset by improved pricing.

Light Materials: Gypsum Wallboard and Paperboard

Revenue in the Light Materials sector, which includes Gypsum Wallboard and Paperboard, increased 21% to $192.1 million, reflecting higher Wallboard and Paperboard sales prices. Gypsum Wallboard sales volume was 695 million square feet (MMSF), down 4%, while the average Gypsum Wallboard net sales price increased 29% to $191.41 per MSF. The decline in our Wallboard sales volume was due to ongoing homebuilder supply chain difficulties; however, our order pace improved during the quarter.

Paperboard sales volume for the quarter increased 3% to 81,000 tons. The average Paperboard net sales price was $585.54 per ton, up 21% from the prior-year period, consistent with the pricing provisions in our long-term sales agreements.

Operating earnings were $63.2 million in the sector, up 32%, reflecting increased Wallboard sales pricing. This was partially offset by higher operating costs, primarily related to 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 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 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.

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On September 18, 2020, the Company sold its Oil and Gas Proppants business to Smart Sand, Inc. The prior-year financial results of the Oil and Gas Proppants segment have been classified as Discontinued Operations on the Consolidated Statement of Earnings. The assets and liabilities of the Oil and Gas Proppants segment have been reflected on separate lines for Discontinued Operations on the Consolidated Balance Sheet.

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 Thursday, January 27, 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. These statements are not historical facts or guarantees of future performance but instead represent only the Company’s belief at the timethe statements were made regarding future events which are subject to certain risks, uncertainties and other factors, many of which are outside the Company’s control. Actual results and outcomes may differ materially from what is expressed orforecast in such forward-looking statements. The principal risks and uncertainties that may affect the Company’s actual performance include the following: the cyclical and seasonal nature of the Company’s businesses; public infrastructureexpenditures; adverse weather conditions; the fact that our products are commodities and that prices for our products are subject to material fluctuation due to market conditions and other factors beyond our control; availability of raw materials;changes in the costs of energy, including, without limitation, natural gas, coal and oil, and the nature of our obligations to counterparties under energy supply contracts, such as those related to market conditions (such as fluctuations in spotmarket 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; materialnonpayment or non-performance by any of our key customers; fluctuations in or changes in the nature of activity in the oil and gas industry; inability to timely execute announced capacity expansions;difficulties and delays in the development of new business lines; governmental regulation and changes in governmental and public policy (including, without limitation, climate change and other environmental regulation); possible outcomes of pendingor future litigation or arbitration proceedings; changes in economic conditions specific to any one or more of the Company’s markets; severe weather conditions (such as winter storms, tornados and hurricanes) and their effects on ourfacilities, operations and contractual arrangements with third parties; competition; cyber-attacks or data security breaches; announced increases in capacity in the gypsum wallboard and cement industries; changes in the demand for residentialhousing construction or commercial construction or construction projects undertaken by state or local governments; risks related to pursuit of acquisitions, joint ventures and other transactions or the execution or implementation of suchtransactions, including the integration of operations acquired by the Company; general economic conditions; and interest rates. For example, increases in interest rates, decreases in demand for construction materials or increases in the cost ofenergy (including, without limitation, natural gas, coal and oil) and the cost of our raw materials could affect the revenue and operating earnings of our operations. In addition, changes in national or regional economic conditions and levels ofinfrastructure and construction spending could also adversely affect the Company’s result of operations. Finally, any forward-looking statements made by the Company are subject to the risks and impacts associated with natural disasters,pandemics or other unforeseen events, including, without limitation, the COVID-19 pandemic and responses thereto designed to contain its spread and mitigate its public health effects, as well as their impacton economic conditions, capital and financial markets. The COVID-19 pandemic and responses thereto may disrupt our business and are likely to have an adverse effect on demand for our products, attributable to,among other things, reductions in consumer spending, increases in unemployment and decreases in revenues and construction budgets of state or local governments. These and other factors are described in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2021 and subsequent quarterly and annual reports upon filing. These reports are filed with the Securities and ExchangeCommission. All forward-looking statements made herein are made as of the date hereof, and the risk that actual results will differ materially from expectations expressed herein will increase with the passage of time. The Company undertakes noduty to update any forward-looking statement to reflect future events or changes in the Company’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

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Attachment 1

Eagle Materials Inc.

Statement of Consolidated Earnings

(dollars in thousands, except per share data)

(unaudited)

Quarter Ended<br>December 31, Nine Months Ended<br>December 31,
2021 2020 2021 2020
Revenue $ 462,941 $ 404,667 $ 1,448,405 $ 1,279,340
Cost of Goods Sold 324,355 291,288 1,027,967 940,815
Gross Profit 138,586 113,379 420,438 338,525
Equity in Earnings of Unconsolidated JV 8,555 10,083 24,785 28,456
Corporate General and Administrative Expenses (12,851 ) (11,327 ) (32,986 ) (40,225 )
Premium Paid on Early Retirement of Senior Notes (8,407 )
Gain on Sale of Businesses 51,973
Other Non-Operating Income 3,207 2,297 5,941 1,898
Earnings from Continuing Operations before Interest and Income Taxes 137,497 114,432 409,771 380,627
Interest Expense, net (5,651 ) (9,360 ) (24,891 ) (35,957 )
Earnings from Continuing Operations before Income Taxes 131,846 105,072 384,880 344,670
Income Tax Expense (29,367 ) (23,879 ) (84,949 ) (76,515 )
Earnings from Continuing Operations $ 102,479 $ 81,193 $ 299,931 $ 268,155
Gain from Discontinued Operations, net of tax 5,278
Net Earnings $ 102,479 $ 81,193 $ 299,931 $ 273,433
BASIC EARNINGS PER SHARE
Continuing Operations $ 2.56 $ 1.96 $ 7.30 $ 6.47
Discontinued Operations $ $ $ $ 0.13
Net Earnings $ 2.56 $ 1.96 $ 7.30 $ 6.60
DILUTED EARNINGS PER SHARE
Continuing Operations $ 2.53 $ 1.94 $ 7.23 $ 6.43
Discontinued Operations $ $ $ $ 0.13
Net Earnings $ 2.53 $ 1.94 $ 7.23 $ 6.56
AVERAGE SHARES OUTSTANDING
Basic 40,049,456 41,494,149 41,096,702 41,451,801
Diluted 40,458,049 41,834,590 41,493,339 41,682,541

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Attachment 2

Eagle Materials Inc.

Revenue and Earnings by Lines of Business

(dollars in thousands)

(unaudited)

Quarter Ended<br>December 31, Nine Months Ended<br>December 31,
2021 2020 2021 2020
Revenue*
Heavy Materials:
Cement (Wholly Owned) $ 228,448 $ 201,741 $ 724,354 $ 676,423
Concrete and Aggregates 42,384 43,530 139,888 133,914
270,832 245,271 864,242 810,337
Light Materials:
Gypsum Wallboard 163,584 135,658 502,836 397,018
Gypsum Paperboard 28,525 23,738 81,327 71,985
192,109 159,396 584,163 469,003
Total Revenue $ 462,941 $ 404,667 $ 1,448,405 $ 1,279,340
Segment Operating Earnings
Heavy Materials:
Cement (Wholly Owned) $ 71,281 $ 60,351 $ 206,348 $ 182,346
Cement (Joint Venture) 8,555 10,083 24,785 28,456
Concrete and Aggregates 4,115 5,075 16,998 15,748
83,951 75,509 248,131 226,550
Light Materials:
Gypsum Wallboard 60,841 40,792 190,425 119,723
Gypsum Paperboard 2,349 7,161 6,667 20,708
63,190 47,953 197,092 140,431
Sub-total 147,141 123,462 445,223 366,981
Corporate General and Administrative Expense (12,851 ) (11,327 ) (32,986 ) (40,225 )
Gain on Sale of Businesses 51,973
Premium Paid on Early Retirement of Senior Notes (8,407 )
Other Non-Operating Income 3,207 2,297 5,941 1,898
Earnings from Continuing Operations before Interest and Income Taxes $ 137,497 $ 114,432 $ 409,771 $ 380,627
* 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>December 31, Nine Months Ended<br>December 31,
2021 2020 Change 2021 2020 Change
Cement (M Tons):
Wholly Owned 1,748 1,616 +8 % 5,583 5,429 +3 %
Joint Venture 215 226 -5 % 614 678 -9 %
1,963 1,842 +7 % 6,197 6,107 +1 %
Concrete (M Cubic Yards) 317 327 -3 % 1,063 1,032 +3 %
Aggregates (M Tons) 341 583 -42 % 1,183 1,533 -23 %
Gypsum Wallboard (MMSFs) 695 727 -4 % 2,194 2,151 +2 %
Paperboard (M Tons):
Internal 36 32 +13 % 109 101 +8 %
External 45 47 -4 % 143 142 +1 %
81 79 +3 % 252 243 +4 %
Average Net Sales Price*
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Quarter Ended<br>December 31, Nine Months Ended<br>December 31,
2021 2020 Change 2021 2020 Change
Cement (Ton) $ 118.44 $ 111.91 +6 % $ 117.49 $ 110.84 +6 %
Concrete (Cubic Yard) $ 122.36 $ 116.88 +5 % $ 120.17 $ 115.66 +4 %
Aggregates (Ton) $ 10.38 $ 8.96 +16 % $ 10.25 $ 9.54 +7 %
Gypsum Wallboard (MSF) $ 191.41 $ 147.87 +29 % $ 186.16 $ 145.86 +28 %
Paperboard (Ton) $ 585.54 $ 484.92 +21 % $ 535.55 $ 487.76 +10 %
* Net of freight and delivery costs billed to customers.
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Intersegment and Cement Revenue
--- --- --- --- ---
Quarter EndedDecember 31, Nine Months EndedDecember 31,
2021 2020 2021 2020
Intersegment Revenue:
Cement
Concrete and Aggregates
Paperboard
26,539 21,105 77,858 68,077
Cement Revenue:
Wholly Owned
Joint Venture
255,854 228,851 801,377 756,026

All values are in US Dollars.

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Attachment 4

Eagle Materials Inc.

Consolidated Balance Sheets

(dollars in thousands)

(unaudited)

March 31,
2020 2021*
ASSETS
Current Assets –
Cash and Cash Equivalents 17,392 $ 142,784 $ 263,520
Restricted Cash 5,000 5,000
Accounts and Notes Receivable, net 170,661 142,467 147,133
Inventories 211,978 228,667 235,749
Federal Income Tax Receivable 8,890 1,900 2,838
Prepaid and Other Assets 6,426 7,740 7,449
Total Current Assets 415,347 528,558 661,689
Property, Plant and Equipment, net 1,626,990 1,680,646 1,659,100
Investments in Joint Venture 79,434 74,914 75,399
Operating Lease Right of Use Asset 23,923 26,927 25,811
Notes Receivable 8,486 8,353 8,419
Goodwill and Intangibles 389,002 393,454 392,315
Other Assets 16,939 12,186 15,948
2,560,121 $ 2,725,038 $ 2,838,681
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities –
Accounts Payable and Accrued Liabilities 186,671 $ 156,510 $ 163,011
Operating Lease Liabilities 7,004 6,551 6,343
Total Current Liabilities 193,675 163,061 169,354
Long-term Liabilities 67,578 77,391 75,735
Bank Credit Facility 100,000
Bank Term Loan 662,082 662,186
2.500% Senior Unsecured Notes due 2031 737,949
4.500% Senior Unsecured Notes due 2026 346,263 346,430
Deferred Income Taxes 238,671 215,059 225,986
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 39,766,043;<br>41,939,310 and 42,370,878 Shares, respectively 398 419 424
Capital in Excess of Par Value 30,516 62,497
Accumulated Other Comprehensive Losses (3,359 ) (3,251 ) (3,440 )
Retained Earnings 1,225,209 1,233,498 1,299,509
Total Stockholders’ Equity 1,222,248 1,261,182 1,358,990
2,560,121 $ 2,725,038 $ 2,838,681

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 December 31, 2021 and 2020:

Depreciation, Depletion and Amortization
Quarter Ended<br>December 31,
2021 2020
Cement $ 19,933 $ 19,337
Concrete and Aggregates 2,294 2,691
Gypsum Wallboard 5,598 5,340
Paperboard 3,685 3,509
Corporate and Other 684 1,203
$ 32,194 $ 32,080

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