8-K
Construction Partners, Inc. (ROAD)
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): November 20, 2025
CONSTRUCTION PARTNERS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38479 | 26-0758017 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification Number) |
| 290 Healthwest Drive, Suite 2<br><br>Dothan, Alabama 36303<br><br>(Address of principal executive offices) (ZIP Code) | ||
| --- | ||
| (334) 673-9763<br><br>(Registrant’s telephone number, including area code) |
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) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| Class A common stock, $0.001 par value | ROAD | The Nasdaq Stock Market LLC |
| (Nasdaq Global Select Market) |
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 November 20, 2025, Construction Partners, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter and fiscal year ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 hereto, and the information contained in Exhibit 99.1 is incorporated herein by reference.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and will not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1** | Press release dated November 20, 2025 |
| 104* | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Filed herewith.
** Furnished herewith.
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.
| CONSTRUCTION PARTNERS, INC. | ||
|---|---|---|
| Date: November 20, 2025 | By: | /s/ Gregory A. Hoffman |
| Gregory A. Hoffman | ||
| Senior Vice President and Chief Financial Officer |
Document
Exhibit 99.1
| NEWS RELEASE |
|---|
Construction Partners, Inc. Announces Fiscal 2025
Fourth Quarter and Full Year Results
Revenue Up 54% Compared to FY24
Net Income Up 48% Compared to FY24
Adjusted EBITDA Up 92% Compared to FY24
Record Backlog of $3.0 Billion
Company Reiterates Fiscal 2026 Outlook
DOTHAN, AL, November 20, 2025 – Construction Partners, Inc. (NASDAQ: ROAD) (“CPI” or the “Company”), a vertically integrated civil infrastructure company specializing in the construction and maintenance of roadways in local markets throughout the Sunbelt, today announced financial and operating results for its fiscal fourth quarter and year ended September 30, 2025.
Fred J. (Jule) Smith, III, the Company’s President and Chief Executive Officer, said, “We delivered a strong fourth quarter that capped a year of significant growth and margin expansion, in line with the preliminary financial ranges we announced in October. Our disciplined execution across our Sunbelt operations, powered by more than 6,800 employees, continues to drive record results through safe, efficient project construction and strong market demand. Fiscal 2025 was a transformative year for CPI, marked by strategic geographic expansion and accelerated financial performance. Through five strategic acquisitions, we entered Texas and Oklahoma and strengthened our footprint in Tennessee and Alabama, extending our reach into several high-growth local markets. In addition, we completed two acquisitions in October, subsequent to the end of our fiscal year, to enter the Daytona Beach market in Florida and significantly expand our operations in Houston, Texas.
“The significant topline growth in fiscal 2025 was driven by both strategic acquisitions and sustained and consistent organic growth of 8.4 percent compared to last year. We continue to experience strong infrastructure demand and an increasing need for new lane capacity throughout our Sunbelt markets, coupled with expanding addressable markets for roadway repair and maintenance and incremental revenue growth from our acquired companies in their local markets. We remain confident in the continued strength of our organic growth profile. As we enter fiscal 2026, we remain well-positioned to build on this momentum, supported by robust Sunbelt economic fundamentals, continued strong public infrastructure investment in our states and municipalities, and ongoing opportunities for both acquisitive and organic growth.”
Fiscal 2025 Financial Results
Revenue in fiscal 2025 was $2.812 billion, an increase of 54 percent compared to $1.824 billion in fiscal 2024.
Net income in fiscal 2025 was $101.8 million, an increase of 48 percent compared to $68.9 million in fiscal 2024.
Adjusted Net Income(1) in fiscal 2025 was $122.0 million, an increase of 73 percent compared to $70.4 million in fiscal 2024.
Adjusted EBITDA(1) in fiscal 2025 was $423.7 million, an increase of 92 percent compared to $220.6 million in fiscal 2024.
Adjusted EBITDA Margin(1) in fiscal 2025 was 15.1%, compared to 12.1% in fiscal 2024.
Project backlog was approximately $3.03 billion at September 30, 2025, compared to $2.94 billion at June 30, 2025 and $1.96 billion at September 30, 2024.
(1) Adjusted Net Income, Adjusted EBITDA and Adjusted EBITDA Margin are financial measures not presented in accordance with generally accepted accounting principles (“GAAP”). Please see “Reconciliation of Non-GAAP Financial Measures” at the end of this press release.
Smith commented, “As our family of companies continues to execute on our strategic growth plan, both organically and through acquisitions, we are advancing our position as a leading provider of infrastructure solutions across the Sunbelt. We remain focused on expanding margins through operational excellence and building scale, disciplined project execution, and increased vertical integration of our materials and services.
“The fundamentals in our core markets remain strong, supported by ongoing transportation investment, population growth, and healthy commercial demand. With these tailwinds, our fiscal 2026 outlook reflects another year of meaningful growth. We are confident in CPI’s ability to build on its momentum and continue creating long-term value for our employees, partners, and shareholders.”
Fiscal Year 2026 Outlook
The Company’s outlook for fiscal year 2026 with regard to revenue, net income, Adjusted Net Income, Adjusted EBITDA and Adjusted EBITDA Margin is as follows:
•Revenue in the range of $3.400 billion to $3.500 billion
•Net income in the range of $150.0 million to $155.0 million
•Adjusted Net Income(1) in the range $158.1 million to $164.2 million
•Adjusted EBITDA(1) in the range of $520.0 million to $540.0 million
•Adjusted EBITDA Margin(1) in the range of 15.3% to 15.4%
Ned N. Fleming, III, the Company's Executive Chairman, stated, “CPI’s growth strategy, partnering with experienced local operators who know how to build and lead great businesses, has proven to be a scalable and repeatable model for long-term success. By integrating these operators into our broader organization, we strengthen our platform, expand our capabilities, and enhance profitability across our markets. With a strong balance sheet, a disciplined management team, and a growing presence across the Sunbelt, we are well-positioned to continue delivering strong returns as we expand our geographic footprint and increase the scale of our operations. The nation’s infrastructure repair and maintenance needs remain significant and are accelerating alongside growing roadway capacity in the Sunbelt. The Board and I have never been more confident in CPI’s future. We see powerful tailwinds ahead—from generational infrastructure investment and robust Sunbelt economic growth to compelling organic and acquisitive opportunities—that will allow us to continue creating lasting value for our shareholders.”
Conference Call Information
The Company will conduct a conference call today at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) to discuss financial and operating results for the fiscal fourth quarter and year ended September 30, 2025. To access the call live by phone, dial (412) 902-0003 and ask for the Construction Partners call at least 10 minutes prior to the start time. A telephonic replay will be available through November 27, 2025 by calling (201) 612-7415 and using passcode ID: 13753225#. A webcast of the call will also be available live and for later replay on the Company's Investor Relations website at www.constructionpartners.net.
About Construction Partners, Inc.
Construction Partners, Inc. is a vertically integrated civil infrastructure company operating in local markets throughout the Sunbelt in Alabama, Florida, Georgia, North Carolina, Oklahoma, South Carolina, Tennessee and Texas. Supported by its hot-mix asphalt plants, aggregate facilities and liquid asphalt terminals, the Company focuses on the construction, repair and maintenance of surface infrastructure. Publicly funded projects make up the majority of its business and include local and state roadways, interstate highways, airport runways and bridges. The company also performs private sector projects that include paving and sitework for office and industrial parks, shopping centers, local businesses and residential developments. To learn more, visit www.constructionpartners.net.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained herein that are not statements of historical or current fact constitute “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. These statements may be identified by the use of words such as “may,” “will,” “expect,” “should,” “anticipate,” “intend,” “project,” “outlook,” “believe” and “plan.” The forward-looking statements contained in this press release include, without limitation, statements related to financial projections, future events, business strategy, future performance, future operations, backlog, financial position, estimated
revenues and losses, projected costs, prospects, plans and objectives of management. These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results. Important factors could cause actual results to differ materially from those expressed in the forward-looking statements, including, among others: our ability to successfully manage and integrate acquisitions; failure to realize the expected economic benefits of acquisitions, including future levels of revenues being lower than expected and costs being higher than expected; failure or inability to implement growth strategies in a timely manner; declines in public infrastructure construction and reductions in government funding, including the funding by transportation authorities and other state and local agencies; risks related to our operating strategy; competition for projects in our local markets; risks associated with our capital-intensive business; government requirements and initiatives, including those related to funding for public or infrastructure construction, land usage and environmental, health and safety matters; unfavorable economic conditions and restrictive financing markets; our ability to obtain sufficient bonding capacity to undertake certain projects; our ability to accurately estimate the overall risks, requirements or costs when we bid on or negotiate contracts that are ultimately awarded to us; the cancellation of a significant number of contracts or our disqualification from bidding for new contracts; risks related to adverse weather conditions; our substantial indebtedness and the restrictions imposed on us by the terms thereof; our ability to maintain favorable relationships with third parties that supply us with equipment and essential supplies; our ability to retain key personnel and maintain satisfactory labor relations; property damage, results of litigation and other claims and insurance coverage issues; risks related to our information technology systems and infrastructure; our ability to maintain effective internal control over financial reporting; and the risks, uncertainties and factors set forth under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and its subsequently filed Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date they are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events, or circumstances or other changes affecting such statements except to the extent required by applicable law.
Contact:
Rick Black
Dennard Lascar Investor Relations
ROAD@DennardLascar.com
(713) 529-6600
- Financial Statements Follow -
Construction Partners, Inc.
Consolidated Statements of Comprehensive Income
(in thousands, except share and per share data)
| For the Three Months Ended<br>September 30, | For the Fiscal Year Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| Revenues | $ | 899,849 | $ | 538,163 | $ | 2,812,356 | $ | 1,823,889 |
| Cost of revenues | 740,487 | 454,082 | 2,373,263 | 1,565,635 | ||||
| Gross profit | 159,362 | 84,081 | 439,093 | 258,254 | ||||
| General and administrative expenses | (57,336) | (38,185) | (199,290) | (147,607) | ||||
| Acquisition-related expenses | (3,729) | (1,651) | (25,903) | (3,890) | ||||
| Gain on sale of property, plant and equipment | 2,474 | 1,523 | 10,911 | 4,483 | ||||
| Operating income | 100,771 | 45,768 | 224,811 | 111,240 | ||||
| Interest expense, net | (25,397) | (6,084) | (90,358) | (19,071) | ||||
| Other income (expense) | (422) | (117) | 86 | (70) | ||||
| Income before provision for income taxes and earnings from investment in joint venture | 74,952 | 39,567 | 134,539 | 92,099 | ||||
| Provision for income taxes | 18,382 | 10,256 | 32,746 | 23,161 | ||||
| Loss from investment in joint venture | — | (3) | (12) | (3) | ||||
| Net income | $ | 56,570 | $ | 29,308 | $ | 101,781 | $ | 68,935 |
| Other comprehensive income (loss), net of tax | ||||||||
| Unrealized loss on interest rate swap contract, net | (1,204) | (6,722) | (3,221) | (11,889) | ||||
| Unrealized gain on restricted investments, net | 88 | 418 | 88 | 697 | ||||
| Other comprehensive loss, net | (1,116) | (6,304) | (3,133) | (11,192) | ||||
| Comprehensive income | $ | 55,454 | $ | 23,004 | $ | 98,648 | $ | 57,743 |
| Net income per share attributable to common stockholders: | ||||||||
| Basic | $ | 1.03 | $ | 0.57 | $ | 1.85 | $ | 1.33 |
| Diluted | $ | 1.02 | $ | 0.56 | $ | 1.84 | $ | 1.31 |
| Weighted average number of common shares outstanding: | ||||||||
| Basic | 55,215,931 | 51,792,183 | 54,943,919 | 51,883,760 | ||||
| Diluted | 55,830,920 | 52,590,344 | 55,371,061 | 52,574,503 |
Construction Partners, Inc.
Consolidated Balance Sheets
(in thousands, except share and per share data)
| September 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| ASSETS | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 156,062 | $ | 74,686 |
| Restricted cash | 2,953 | 1,998 | ||
| Contracts receivable including retainage, net | 549,884 | 350,811 | ||
| Costs and estimated earnings in excess of billings on uncompleted contracts | 45,340 | 25,966 | ||
| Inventories | 155,133 | 106,704 | ||
| Prepaid expenses and other current assets | 25,459 | 24,841 | ||
| Total current assets | 934,831 | 585,006 | ||
| Property, plant and equipment, net | 1,153,070 | 629,924 | ||
| Operating lease right-of-use assets | 76,355 | 38,932 | ||
| Goodwill | 943,309 | 231,656 | ||
| Intangible assets, net | 79,230 | 20,549 | ||
| Investment in joint venture | 72 | 84 | ||
| Restricted investments | 23,176 | 18,020 | ||
| Other assets | 28,813 | 17,964 | ||
| Total assets | $ | 3,238,856 | $ | 1,542,135 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 284,218 | $ | 182,572 |
| Billings in excess of costs and estimated earnings on uncompleted contracts | 129,300 | 120,065 | ||
| Current portion of operating lease liabilities | 19,867 | 9,065 | ||
| Current maturities of long-term debt | 38,500 | 26,563 | ||
| Accrued expenses and other current liabilities | 110,163 | 42,189 | ||
| Total current liabilities | 582,048 | 380,454 | ||
| Long-term liabilities: | ||||
| Long-term debt, net of current maturities and deferred debt issuance costs | 1,573,614 | 486,961 | ||
| Operating lease liabilities, net of current portion | 57,201 | 30,661 | ||
| Deferred income taxes, net | 80,079 | 53,852 | ||
| Other long-term liabilities | 33,951 | 16,467 | ||
| Total long-term liabilities | 1,744,845 | 587,941 | ||
| Total liabilities | 2,326,893 | 968,395 | ||
| Commitments and contingencies | ||||
| Stockholders’ Equity: | ||||
| Preferred stock, par value $0.001; 10,000,000 shares authorized at September 30, 2025 and September 30, 2024 and no shares issued and outstanding | — | — | ||
| Class A common stock, par value $0.001; 400,000,000 shares authorized, 47,963,617 shares issued and 47,406,498 shares outstanding at September 30, 2025, and 44,062,830 shares issued and 43,819,102 shares outstanding at September 30, 2024 | 47 | 44 | ||
| Class B common stock, par value $0.001; 100,000,000 shares authorized, 11,463,770 shares issued and 8,538,165 shares outstanding at September 30, 2025, and 11,784,650 shares issued and 8,861,698 shares outstanding at September 30, 2024 | 12 | 12 | ||
| Additional paid-in capital | 541,179 | 278,065 | ||
| Treasury stock, Class A common stock, par value $0.001, at cost, 557,119 shares at September 30, 2025, and 243,728 shares at September 30, 2024 | (34,589) | (11,490) | ||
| Treasury stock, Class B common stock, par value $0.001, at cost, 2,925,605 shares at September 30, 2025 and 2,922,952 shares at September 30, 2024 | (16,046) | (15,603) | ||
| Accumulated other comprehensive income, net | 4,369 | 7,502 | ||
| Retained earnings | 416,991 | 315,210 | ||
| Total stockholders’ equity | 911,963 | 573,740 | ||
| Total liabilities and stockholders’ equity | $ | 3,238,856 | $ | 1,542,135 |
Construction Partners, Inc.
Consolidated Statements of Cash Flows
(in thousands)
| For the Fiscal Year Ended <br>September 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Cash flows from operating activities: | ||||
| Net income | $ | 101,781 | $ | 68,935 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||
| Depreciation, depletion, accretion and amortization | 148,270 | 92,920 | ||
| Amortization of deferred debt issuance costs | 3,833 | 362 | ||
| Unrealized loss on derivative instruments | — | 184 | ||
| Provision for bad debt | 478 | 491 | ||
| Gain on sale of property, plant and equipment | (10,911) | (4,483) | ||
| Realized losses on restricted investments | 84 | 53 | ||
| Share-based compensation expense | 37,005 | 14,412 | ||
| Loss from investment in joint venture | 12 | 3 | ||
| Deferred income taxes | 27,461 | 22,681 | ||
| Other non-cash adjustments | (592) | (300) | ||
| Changes in operating assets and liabilities: | ||||
| Contracts receivable including retainage | (55,962) | (6,627) | ||
| Costs and estimated earnings in excess of billings on uncompleted contracts | (10,777) | 5,531 | ||
| Inventories | (5,151) | (15,480) | ||
| Prepaid expenses and other current assets | 7,480 | (13,015) | ||
| Other assets | (2,579) | (522) | ||
| Accounts payable | 47,472 | 13,433 | ||
| Billings in excess of costs and estimated earnings on uncompleted contracts | (5,591) | 24,869 | ||
| Accrued expenses and other current liabilities | 9,592 | 4,828 | ||
| Other long-term liabilities | (602) | 804 | ||
| Net cash provided by operating activities, net of acquisitions | 291,303 | 209,079 | ||
| Cash flows from investing activities: | ||||
| Purchases of property, plant and equipment | (137,931) | (87,930) | ||
| Proceeds from sale of property, plant and equipment | 17,769 | 14,059 | ||
| Business acquisitions, net of cash acquired | (1,155,153) | (231,777) | ||
| Proceeds from the sale of restricted investments | 9,897 | 3,553 | ||
| Purchases of restricted investments | (14,769) | (5,490) | ||
| Net cash used in investing activities | (1,280,187) | (307,585) | ||
| Cash flows from financing activities: | ||||
| Proceeds from issuance of long-term debt, net of debt issuance costs | 1,242,107 | 210,235 | ||
| Principal payments of long-term debt | (147,350) | (72,813) | ||
| Purchase of treasury stock | (23,542) | (11,312) | ||
| Net cash provided by (used in) financing activities | 1,071,215 | 126,110 | ||
| Net change in cash, cash equivalents and restricted cash | 82,331 | 27,604 | ||
| Cash, cash equivalents and restricted cash: | ||||
| Beginning of year | 76,684 | 49,080 | ||
| End of year | $ | 159,015 | $ | 76,684 |
| Supplemental cash flow information: | ||||
| Cash paid for interest | $ | 80,579 | $ | 21,680 |
| Cash paid for income taxes | $ | 5,506 | $ | 5,447 |
| Cash paid for operating lease liabilities | $ | 17,392 | $ | 6,874 |
| Non-cash items: | ||||
| Operating lease right-of-use assets obtained in exchange for operating lease liabilities | $ | 48,622 | $ | 29,097 |
| Property, plant and equipment financed with accounts payable | $ | 6,523 | $ | 7,227 |
| Amounts (receivable) payable to sellers in business combinations | $ | 57,471 | $ | (153) |
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA represents net income before, as applicable from time to time, (i) interest expense, net, (ii) provision (benefit) for income taxes, (iii) depreciation, depletion, accretion and amortization, (iv) share-based compensation expense, (v) loss on the extinguishment of debt, and (vi) nonrecurring expenses related to transformative acquisitions, which management considers to include transactions of a size that would require clearance under federal antitrust laws. Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of revenues for each period. Adjusted Net Income represents net income before (i) nonrecurring expenses related to transformative acquisitions, which management considers to include transactions of a size that would require clearance under federal antitrust laws, and (ii) nonrecurring fees associated with financing arrangements incurred in connection with transformative acquisitions. These metrics are supplemental measures of our operating performance that are neither required by, nor presented in accordance with, GAAP. These measures have limitations as analytical tools and should not be considered in isolation or as an alternative to net income or any other performance measure derived in accordance with GAAP as an indicator of our operating performance. We present Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Net Income because management uses these measures as key performance indicators, and we believe that securities analysts, investors and others use these measures to evaluate companies in our industry. Our calculation of Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Net Income may not be comparable to similarly named measures reported by other companies. Potential differences may include differences in capital structures, tax positions and the age and book depreciation of intangible and tangible assets.
The following tables present a reconciliation of net income, the most directly comparable measure calculated in accordance with GAAP, to (i) Adjusted Net Income and (ii) Adjusted EBITDA (with the resulting calculation of Adjusted EBITDA Margin) for the applicable periods.
Construction Partners, Inc.
Net Income to Adjusted EBITDA Reconciliation
Fiscal Years Ended September 30, 2025 and 2024
(in thousands, except percentages)
| For the Fiscal Year Ended <br>September 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net income | $ | 101,781 | $ | 68,935 | ||
| Interest expense, net | 90,358 | 19,071 | ||||
| Provision for income taxes | 32,746 | 23,161 | ||||
| Depreciation, depletion, accretion and amortization | 148,270 | 92,920 | ||||
| Share-based compensation expense | 28,783 | 15,031 | ||||
| Transformative acquisition expenses | 21,780 | 1,455 | ||||
| Adjusted EBITDA | $ | 423,718 | $ | 220,573 | ||
| Revenues | $ | 2,812,356 | $ | 1,823,889 | ||
| Adjusted EBITDA Margin | 15.1 | % | 12.1 | % |
Construction Partners, Inc.
Net Income to Adjusted Net Income Reconciliation
Fiscal Years Ended September 30, 2025 and 2024
(in thousands)
| For the Fiscal Year Ended <br>September 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Net income | $ | 101,781 | $ | 68,935 |
| Transformative acquisition expenses | 21,780 | 1,455 | ||
| Financing fees related to transformative acquisition | 4,870 | — | ||
| Tax impact due to above reconciling items | (6,437) | — | ||
| Adjusted Net Income | $ | 121,994 | $ | 70,390 |
Construction Partners, Inc.
Net Income to Adjusted EBITDA Reconciliation
Fiscal Year 2026 Outlook
(unaudited, in thousands, except percentages)
| For the Fiscal Year Ending <br>September 30, 2026 | ||||||
|---|---|---|---|---|---|---|
| Low | High | |||||
| Net income | $ | 150,000 | $ | 155,000 | ||
| Interest expense, net | 106,000 | 110,000 | ||||
| Provision for income taxes | 48,500 | 50,000 | ||||
| Depreciation, depletion, accretion and amortization | 180,000 | 186,000 | ||||
| Share-based compensation expense | 26,000 | 28,000 | ||||
| Transformative acquisition expenses | 9,500 | 11,000 | ||||
| Adjusted EBITDA | $ | 520,000 | $ | 540,000 | ||
| Revenues | $ | 3,400,000 | $ | 3,500,000 | ||
| Adjusted EBITDA Margin | 15.3 | % | 15.4 | % |
Construction Partners, Inc.
Net Income to Adjusted Net Income Reconciliation
Fiscal Year 2026 Outlook
(unaudited, in thousands)
| For the Fiscal Year Ending <br>September 30, 2026 | ||||
|---|---|---|---|---|
| Low | High | |||
| Net income | $ | 150,000 | $ | 155,000 |
| Transformative acquisition expenses | 9,500 | 11,000 | ||
| Financing fees related to transformative acquisition | 1,200 | 1,200 | ||
| Tax impact due to above reconciling items | (2,600) | (3,000) | ||
| Adjusted Net Income | $ | 158,100 | $ | 164,200 |