10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 29, 2018

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period fromto

Commission file numbers:

001-36873 (Summit Materials, Inc.)

333-187556 (Summit Materials, LLC)

SUMMIT MATERIALS, INC.

SUMMIT MATERIALS, LLC

(Exact name of registrants as specified in their charters)

Delaware (Summit Materials, Inc.) Delaware (Summit Materials, LLC) (State or other jurisdiction of incorporation or organization) 1550 Wynkoop Street, 3rdFloor Denver, Colorado (Address of principal executive offices) 47-1984212 26-4138486 (I.R.S. Employer Identification No.) 80202 (Zip Code)

Registrants’ telephone number, including area code: (303) 893-0012

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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.
Summit Materials, Inc.			Yes x	No ¨
Summit Materials, LLC			Yes x	No ¨
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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Summit Materials, Inc.			Yes x	No ¨
Summit Materials, LLC			Yes x	No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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.
Summit Materials, Inc.
Large accelerated filer	x	Accelerated filer		¨
Non-accelerated filer	¨	Smaller reporting 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.		Emerging growth company		¨
Summit Materials, LLC
Large accelerated filer	¨	Accelerated filer		¨
Non-accelerated filer	x	Smaller reporting 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		Emerging growth company		¨
Exchange Act.	¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Summit Materials, Inc.			Yes ¨	No x
Summit Materials, LLC			Yes ¨	No x

As of November 1, 2018, the number of shares of Summit Materials, Inc.’s outstanding Class A and Class B common stock, par value $0.01 per share for each class, was 111,656,101 and 99, respectively.

As of November 1, 2018, 100% of Summit Materials, LLC’s outstanding limited liability company interests were held by Summit Materials Intermediate Holdings, LLC, its sole member and an indirect subsidiary of Summit Materials, Inc.

EXPLANATORY NOTE

This quarterly report on Form 10-Q (this “report”) is a combined quarterly report being filed separately by two registrants: Summit Materials, Inc. and Summit Materials, LLC. Each registrant hereto is filing on its own behalf all of the information contained in this report that relates to such registrant. Each registrant hereto is not filing any information that does not relate to such registrant, and therefore makes no representation as to any such information. We believe that combining the quarterly reports on Form 10-Q of Summit Materials, Inc. and Summit Materials, LLC into this single report eliminates duplicative and potentially confusing disclosure and provides a more streamlined presentation since a substantial amount of the disclosure applies to both registrants.

Unless stated otherwise or the context requires otherwise, references to “Summit Inc.” mean Summit Materials, Inc., a Delaware corporation, and references to “Summit LLC” mean Summit Materials, LLC, a Delaware limited liability company. The references to Summit Inc. and Summit LLC are used in cases where it is important to distinguish between them. We use the terms “we,” “our,” “us” or “the Company” to refer to Summit Inc. and Summit LLC together with their respective subsidiaries, unless otherwise noted or the context otherwise requires.

Summit Inc. was formed on September 23, 2014 to be a holding company. As of September 29, 2018, its sole material asset was a 97.0% economic interest in Summit Materials Holdings L.P., a Delaware limited partnership (“Summit Holdings”). Summit Inc. has 100% of the voting rights of Summit Holdings, which is the indirect parent of Summit LLC. Summit LLC is a co-issuer of our outstanding 8 ¹/₂% senior notes due 2022 (“2022 Notes”), our 6 ¹/₈% senior notes due 2023 (“2023 Notes”) and our 5 ¹/₈% senior notes due 2025 (“2025 Notes” and collectively with the 2022 Notes and 2023 Notes, the “Senior Notes”). Summit Inc.’s only revenue for the three and nine months ended September 29, 2018 was that generated by Summit LLC and its consolidated subsidiaries. Summit Inc. controls all of the business and affairs of Summit Holdings and, in turn, Summit LLC.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report includes “forward-looking statements” within the meaning of the federal securities laws, which involve risks and uncertainties. Forward-looking statements include all statements that do not relate solely to historical or current facts, and you can identify forward-looking statements because they contain words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “intends,” “trends,” “plans,” “estimates,” “projects” or “anticipates” or similar expressions that concern our strategy, plans, expectations or intentions. All statements made relating to our estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates and financial results are forward-looking statements. These forward-looking statements are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, it is very difficult to predict the effect of known factors, and, of course, it is impossible to anticipate all factors that could affect our actual results. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by us or any other person that the results or conditions described in such statements or our objectives and plans will be realized. Important factors could affect our results and could cause results to differ materially from those expressed in our forward-looking statements, including but not limited to the factors discussed in the section entitled “Risk Factors” in Summit Inc.’s Annual Report on Form 10-K for the fiscal year ended December 30, 2017 (the “Annual Report”) and Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2018 (the “Q1 2018 10-Q”), each as filed with the Securities and Exchange Commission (the “SEC”), any factors discussed in the section entitled “Risk Factors” of this report and the following:

• our dependence on the construction industry and the strength of the local economies in which we operate;

• the cyclical nature of our business;

• risks related to weather and seasonality;

• risks associated with our capital-intensive business;

• competition within our local markets;

• our ability to execute on our acquisition strategy, successfully integrate acquisitions with our existing operations and retain key employees of acquired businesses;

• our dependence on securing and permitting aggregate reserves in strategically located areas;

• declines in public infrastructure construction and delays or reductions in governmental funding, including the funding by transportation authorities and other state agencies;

• environmental, health, safety and climate change laws or governmental requirements or policies concerning zoning and land use;

• conditions in the credit markets;

• our ability to accurately estimate the overall risks, requirements or costs when we bid on or negotiate contracts that are ultimately awarded to us;

• material costs and losses as a result of claims that our products do not meet regulatory requirements or contractual specifications;

• cancellation of a significant number of contracts or our disqualification from bidding for new contracts;

• special hazards related to our operations that may cause personal injury or property damage not covered by insurance;

• our substantial current level of indebtedness;

• our dependence on senior management and other key personnel;

• supply constraints or significant price fluctuations in the petroleum-based resources that we use, including electricity, diesel and liquid asphalt;

• unexpected operational difficulties;

• interruptions in our information technology systems and infrastructure;

• potential labor disputes; and

• rising prices for commodities, labor and other production and delivery costs as a result of inflation or otherwise.

All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements.

Any forward-looking statement that we make herein speaks only as of the date of this report. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.

CERTAIN DEFINITIONS

As used in this report, unless otherwise noted or the context otherwise requires:

• “EBITDA” refers to net income (loss) before interest expense, income tax expense (benefit), depreciation, depletion and amortization expense;

• “Finance Corp.” refers to Summit Materials Finance Corp., an indirect wholly-owned subsidiary of Summit LLC and the co-issuer of the Senior Notes;

• “Issuers” refers to Summit LLC and Finance Corp. as co‑issuers of the Senior Notes;  

• “IPO” refers to the March 2015 initial public offering of Summit Inc.;

• “LP Units” refers to the Class A limited partnership units of Summit Holdings; and

• “TRA” refers to tax receivable agreement between Summit Inc. and holders of LP Units.

Corporate Structure

The following chart summarizes our organizational structure, equity ownership and our principal indebtedness as of September 29, 2018. This chart is provided for illustrative purposes only and does not show all of our legal entities or all obligations of such entities.

__________________________________________________

(1) SEC registrant.

(2) The shares of Class B Common Stock are currently held by pre-IPO investors, including certain members of management or their family trusts that directly hold LP Units.  A holder of Class B Common Stock is entitled, without regard to the number of shares of Class B Common Stock held by such holder, to a number of votes that is equal to the aggregate number of LP Units held by such holder.

(3) Guarantor under the senior secured credit facilities, but not the Senior Notes.

(4) Summit LLC and Finance Corp are the issuers of the Senior Notes and Summit LLC is the borrower under our senior secured credit facilities. Finance Corp. was formed solely for the purpose of serving as co-issuer or guarantor of certain indebtedness, including the Senior Notes. Finance Corp. does not and will not have operations of any kind and does not and will not have revenue or assets other than as may be incidental to its activities as a co-issuer or guarantor of certain indebtedness.

SUMMIT MATERIALS, INC.

SUMMIT MATERIALS, LLC

FORM 10-Q

TABLE OF CONTENTS

		Page No.
PART I—Financial Information
Item 1.	Financial Statements for Summit Materials, Inc.	1
	Consolidated Balance Sheets as of September 29, 2018 (unaudited) and December 30, 2017	1
	Unaudited Consolidated Statements of Operations for the three and nine months ended September 29, 2018 and September 30, 2017	2
	Unaudited Consolidated Statements of Comprehensive Income for the three and nine months ended September 29, 2018 and September 30, 2017	3
	Unaudited Consolidated Statements of Cash Flows for the nine months ended September 29, 2018 and September 30, 2017	4
	Unaudited Consolidated Statements of Changes in Stockholders’ Equity for the nine months ended September 29, 2018	5
	Notes to Unaudited Consolidated Financial Statements	6
	Financial Statements for Summit Materials, LLC	23
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	41
Item 4.	Controls and Procedures	42
PART II — Other Information
Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 3.	Defaults Upon Senior Securities	43
Item 4.	Mine Safety Disclosures	43
Item 5.	Other Information	43
Item 6.	Exhibits	44
SIGNATURES		45

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(In thousands, except share and per share amounts)

	September 29, 2018		December 30, 2017
	(unaudited)		(audited)
Assets
Current assets:
Cash and cash equivalents	$	64,930	$	383,556
Accounts receivable, net	301,670		198,330
Costs and estimated earnings in excess of billings	47,629		9,512
Inventories	229,761		184,439
Other current assets	15,690		7,764
Total current assets	659,680		783,601
Property, plant and equipment, less accumulated depreciation, depletion and amortization (September 29, 2018 - $748,265 and December 30, 2017 - $631,841)	1,751,810		1,615,424
Goodwill	1,147,588		1,036,320
Intangible assets, less accumulated amortization (September 29, 2018 - $7,819 and December 30, 2017 - $6,698)	18,892		16,833
Deferred tax assets, less valuation allowance (September 29, 2018 and December 30, 2017 - $1,675)	267,532		284,092
Other assets	50,832		51,063
Total assets	$	3,896,334	$	3,787,333
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of debt	$	4,765	$	4,765
Current portion of acquisition-related liabilities	14,148		14,087
Accounts payable	140,174		98,744
Accrued expenses	114,257		116,629
Billings in excess of costs and estimated earnings	13,072		15,750
Total current liabilities	286,416		249,975
Long-term debt	1,808,190		1,810,833
Acquisition-related liabilities	29,129		58,135
Tax receivable agreement liability	333,152		331,340
Other noncurrent liabilities	80,577		65,329
Total liabilities	2,537,464		2,515,612
Commitments and contingencies (see note 11)
Stockholders’ equity:
Class A common stock, par value $0.01 per share; 1,000,000,000 shares authorized, 111,654,552 and 110,350,594 shares issued and outstanding as of September 29, 2018 and December 30, 2017, respectively	1,117		1,104
Class B common stock, par value $0.01 per share; 250,000,000 shares authorized, 99 and 100 shares issued and outstanding as of September 29, 2018 and December 30, 2017, respectively	—		—
Additional paid-in capital	1,188,707		1,154,220
Accumulated earnings	148,902		95,833
Accumulated other comprehensive income	6,134		7,386
Stockholders’ equity	1,344,860		1,258,543
Noncontrolling interest in Summit Holdings	14,010		13,178
Total stockholders’ equity	1,358,870		1,271,721
Total liabilities and stockholders’ equity	$	3,896,334	$	3,787,333

See notes to unaudited consolidated financial statements.

1

SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Unaudited Consolidated Statements of Operations

(In thousands, except share and per share amounts) 

	Three months ended						Nine months ended
	September 29, 2018			September 30, 2017			September 29, 2018			September 30, 2017
Revenue:
Product	$	512,822		$	465,556		$	1,229,596		$	1,088,299
Service	112,195			108,831			234,572			223,500
Net revenue	625,017			574,387			1,464,168			1,311,799
Delivery and subcontract revenue	69,644			59,794			145,804			130,752
Total revenue	694,661			634,181			1,609,972			1,442,551
Cost of revenue (excluding items shown separately below):
Product	321,586			277,301			814,166			677,861
Service	80,573			72,450			170,626			154,408
Net cost of revenue	402,159			349,751			984,792			832,269
Delivery and subcontract cost	69,644			59,794			145,804			130,752
Total cost of revenue	471,803			409,545			1,130,596			963,021
General and administrative expenses	59,457			59,175			190,975			175,729
Depreciation, depletion, amortization and accretion	53,974			48,969			150,663			133,756
Transaction costs	1,260			2,581			3,817			6,474
Operating income	108,167			113,911			133,921			163,571
Interest expense	28,889			28,921			86,616			79,876
Loss on debt financings	—			—			149			190
Tax receivable agreement expense	—			501,752			—			503,277
Gain on sale of business	(12,108		)	—			(12,108		)	—
Other income, net	(3,371		)	(2,716		)	(11,942		)	(3,963		)
Income (loss) from operations before taxes	94,757			(414,046		)	71,206			(415,809		)
Income tax expense (benefit)	20,765			(498,333		)	16,249			(497,076		)
Net income	73,992			84,287			54,957			81,267
Net income (loss) attributable to noncontrolling interest in subsidiaries	—			59			—			(27		)
Net income attributable to Summit Holdings	2,703			2,964			1,888			2,474
Net income attributable to Summit Inc.	$	71,289		$	81,264		$	53,069		$	78,820
Income per share of Class A common stock:
Basic	$	0.64		$	0.74		$	0.48		$	0.73
Diluted	$	0.64		$	0.73		$	0.47		$	0.72
Weighted average shares of Class A common stock:
Basic	111,641,344			109,545,111			111,288,211			108,219,132
Diluted	111,940,067			110,824,468			112,472,724			108,848,680

See notes to unaudited consolidated financial statements.

2

SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Unaudited Consolidated Statements of Comprehensive Income

(In thousands) 

	Three months ended					Nine months ended
	September 29, 2018			September 30, 2017		September 29, 2018			September 30, 2017
Net income	$	73,992		$	84,287	$	54,957		$	81,267
Other comprehensive income (loss):
Postretirement liability adjustment	—			—		—			413
Foreign currency translation adjustment	1,970			4,374		(3,179		)	8,498
Income on cash flow hedges	87			212		1,443			384
Less tax effect of other comprehensive income (loss) items	(507		)	—		428			—
Other comprehensive income (loss):	1,550			4,586		(1,308		)	9,295
Comprehensive income	75,542			88,873		53,649			90,562
Less comprehensive income (loss) attributable to the noncontrolling interest in consolidated subsidiaries	—			59		—			(27		)
Less comprehensive income attributable to Summit Holdings	5,505			3,135		1,832			2,832
Comprehensive income attributable to Summit Inc.	$	70,037		$	85,679	$	51,817		$	87,757

See notes to unaudited consolidated financial statements.

3

SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Unaudited Consolidated Statements of Cash Flows

(In thousands) 

	Nine months ended
	September 29, 2018			September 30, 2017
Cash flow from operating activities:
Net income	$	54,957		$	81,267
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	152,829			140,634
Share-based compensation expense	19,833			14,148
Net gain on asset disposals	(27,261		)	(6,063		)
Non-cash loss on debt financings	—			85
Change in deferred tax asset, net	12,577			(498,816		)
Other	873			(855		)
(Increase) decrease in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(90,481		)	(98,961		)
Inventories	(26,027		)	(12,835		)
Costs and estimated earnings in excess of billings	(37,643		)	(31,606		)
Other current assets	(6,819		)	6,026
Other assets	(1,217		)	(3,141		)
Increase (decrease) in operating liabilities, net of acquisitions and dispositions:
Accounts payable	24,978			38,357
Accrued expenses	(2,197		)	3,854
Billings in excess of costs and estimated earnings	(3,850		)	2,386
Tax receivable agreement liability	1,812			503,277
Other liabilities	(1,807		)	(5,324		)
Net cash provided by operating activities	70,557			132,433
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894		)	(371,479		)
Purchases of property, plant and equipment	(183,752		)	(147,478		)
Proceeds from the sale of property, plant and equipment	18,426			13,290
Proceeds from sale of business	21,564			—
Other	2,660			182
Net cash used for investing activities	(351,996		)	(505,485		)
Cash flow from financing activities:
Proceeds from equity offerings	—			237,600
Capital issuance costs	—			(627		)
Proceeds from debt issuances	64,500			302,000
Debt issuance costs	(550		)	(5,317		)
Payments on debt	(79,027		)	(12,887		)
Payments on acquisition-related liabilities	(35,321		)	(22,616		)
Distributions from partnership	(69		)	(109		)
Proceeds from stock option exercises	15,615			18,810
Other	(1,913		)	(846		)
Net cash (used in) provided by financing activities	(36,765		)	516,008
Impact of foreign currency on cash	(422		)	734
Net (decrease) increase in cash	(318,626		)	143,690
Cash and cash equivalents—beginning of period	383,556			143,392
Cash and cash equivalents—end of period	$	64,930		$	287,082

See notes to unaudited consolidated financial statements.

4

SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Unaudited Consolidated Statements of Changes in Stockholders’ Equity

(In thousands, except share amounts) 

	Summit Materials, Inc.
			Accumulated Other Comprehensive Income (Loss)			Class A Common Stock			Class B Common Stock				Additional Paid-in Capital			Noncontrolling Interest in Summit Holdings			Total Stockholders’ Equity
	Accumulated Earnings					Shares	Dollars		Shares		Dollars
Balance - December 30, 2017	$	95,833	$	7,386		110,350,594	$	1,104	100		$	—	$	1,154,220		$	13,178		$	1,271,721
Net income	53,069		—			—	—		—		—		—			1,888			54,957
LP Unit exchanges	—		—			254,102	2		—		—		929			(931		)	—
Other comprehensive loss, net of tax	—		(1,252		)	—	—		—		—		—			(56		)	(1,308		)
Stock option exercises	—		—			863,898	9		—		—		15,607			—			15,616
Share-based compensation	—		—			—	—		—		—		19,833			—			19,833
Distributions from partnership	—		—			—	—		—		—		—			(69		)	(69		)
Other	—		—			185,958	2		(1	)	—		(1,882		)	—			(1,880		)
Balance - September 29, 2018	$	148,902	$	6,134		111,654,552	$	1,117	99		$	—	$	1,188,707		$	14,010		$	1,358,870

See notes to unaudited consolidated financial statements.

5

SUMMIT MATERIALS, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in tables in thousands, except per share amounts or otherwise noted)

1. SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Summit Materials, Inc. (“Summit Inc.” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.

Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.

Summit Inc. is a holding corporation operating and controlling all of the business and affairs of Summit Materials Holdings L.P. (“Summit Holdings”) and its subsidiaries and, through Summit Holdings, conducts its business. Summit Inc. owns the majority of the partnership interests of Summit Holdings (see note 9, Stockholders’ Equity). Summit Materials, LLC (“Summit LLC”) an indirect wholly owned subsidiary of Summit Holdings, conducts the majority of our operations. Summit Materials Finance Corp. (“Summit Finance”), an indirect wholly owned subsidiary of Summit LLC, has jointly issued our Senior Notes as described below.

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2017. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.

Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of September 29, 2018, the results of operations for the three and nine months ended September 29, 2018 and September 30, 2017 and cash flows for the nine months ended September 29, 2018 and September 30, 2017.

Principles of Consolidation—The consolidated financial statements include the accounts of Summit Inc. and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. As a result of the reorganization into a holding company structure (the “Reorganization”), Summit Holdings became a variable interest entity over which Summit Inc. has 100% voting power and control and for which Summit Inc. has the obligation to absorb losses and the right to receive benefits.

For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 9, Stockholders’ Equity.

The Company attributes consolidated stockholders’ equity and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. In October 2017, the Company acquired the 20% of Ohio Valley Asphalt, LLC held by noncontrolling interests, making it a wholly owned subsidiary.

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and

6

expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, the tax receivable agreement ("TRA") liability, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.

Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in those states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been extended to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended September 29, 2018 and September 30, 2017.

Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants and underground storage space rental.

Products

We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, net of discounts or allowances, if any, and freight and delivery charges billed to customers. Freight and delivery charges associated with cement sales are recorded on a net basis together with freight costs within cost of sales. Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Aggregates and cement products are sold point-of-sale through purchase orders. When the product is sold on account, collectability typically occurs 30 to 60 days after the sale.  Revenue is recognized when cash is received from the customer at the point of sale or when the products are delivered or collected on site. There are no other timing implications that will create a contract asset or liability, and contract modifications are unlikely given the timing and nature of the transaction. Material sales are likely to have multiple performance obligations if the product is sold with delivery. In these instances, delivery most often occurs on the same day as the control of the product transfers to the customer. As a result, even in the case of multiple performance obligations, the performance obligations are satisfied concurrently and revenue is recognized simultaneously.

Services

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants, and underground storage space rental. Revenue from the receipt of waste fuels is recognized when the waste is accepted and a corresponding liability is recognized for the costs to process the waste into fuel for the manufacturing of cement or to ship the waste offsite for disposal in accordance with applicable regulations.

Collectability of service contracts is due reasonably after certain milestones in the contract are performed. Milestones vary by project, but are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress. The majority of the time, collection occurs within 90 days of billing and cash is received within the same fiscal year as services performed. On most projects, the customer will withhold a portion of the invoice for retainage, which may last longer than a year depending on the job.

Revenue derived from paving and related services is recognized using the percentage of completion method, which approximates progress towards completion. Under the percentage of completion method, we recognize paving and related services revenue as services are rendered. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. We estimate profit as the difference between total estimated

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revenue and total estimated cost of a contract and recognize that profit over the life of the contract based on input measures. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. We include revisions of estimated profits on contracts in earnings under the cumulative catch-up method, under which the effect of revisions in estimates is recognized immediately. If a revised estimate of contract profitability reveals an anticipated loss on the contract, we recognize the loss in the period it is identified.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. Contract estimates involve various assumptions and projections relative to the outcome of future events over multiple periods, including future labor productivity and availability, the nature and complexity of the work to be performed, the cost and availability of materials, the effect of delayed performance, and the availability and timing of funding from the customer. These estimates are based on our best judgment. A significant change in one or more of these estimates could affect the profitability of one or more of our contracts. We review our contract estimates regularly to assess revisions in contract values and estimated costs at completion. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. No material adjustments to a contract were recognized in the three and nine months ended September 29, 2018.

We recognize claims when the amount of the claim can be estimated reliably and its realization is probable. In evaluating these criteria, we consider the contractual basis for the claim, the cause of any additional costs incurred, the reasonableness of those costs and the objective evidence available to support the claim.

When the contract includes variable consideration, we estimate the amount of consideration to which we will be entitled in exchange for transferring the promised goods or services to a customer. The amount of estimated variable consideration included in the transaction price is the amount for which it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Types of variable consideration include, but are not limited to, liquidated damages and other performance penalties and production and placement bonuses.

The majority of contract modifications relate to the original contract and are often an extension of the original performance obligation. Predominately modifications are not distinct from the terms in the original contract; therefore, they are considered part of a single performance obligation. We account for the modification using a cumulative catch-up adjustment. However, there are instances where goods or services in a modification are distinct from those transferred prior to the modification. In these situations, we account for the modifications as either a separate contract or prospectively depending on the facts and circumstances of the modification.

Generally, construction contracts contain mobilization costs which are categorized as costs to fulfill a contract. These costs are excluded from any measure of progress toward contract fulfillment. These costs do not result in the transfer of control of a good or service to the customer and are amortized over the life of the contract.

Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts on the percentage of completion method for which billings had not been presented to customers because the amounts were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at the balance sheet date are expected to be billed in following periods. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Contract assets and liabilities are netted on a contract-by-contract basis.

Earnings per Share—The Company computes basic earnings per share attributable to stockholders by dividing income attributable to Summit Inc. by the weighted-average shares of Class A common stock outstanding. Diluted earnings per share reflects the potential dilution beyond shares for basic earnings per share that could occur if securities or other contracts to issue common stock were exercised, converted into common stock, or resulted in the issuance of common stock that would have shared in the Company’s earnings. Since the Class B common stock has no economic value, those shares are not included in the weighted-average common share amount for basic or diluted earnings per share. In addition, as the shares of Class A common stock are issued by Summit Inc., the earnings and equity interests of noncontrolling interests are not included in basic earnings per share.

Tax Receivable Agreement— When Class A limited partnership units of Summit Holdings (“LP Units”) are exchanged for shares of Class A common stock of Summit Inc. or Summit Inc. purchases LP Units for cash, this results in increases in Summit Inc.’s share of the tax basis of the tangible and intangible assets, which increases the tax depreciation and amortization deductions that otherwise would not have been available to Summit Inc. These increases in tax basis and tax

8

depreciation and amortization deductions are expected to reduce the amount of cash taxes that we would otherwise be required to pay in the future. Prior to our initial public offering (“IPO”), we entered into a TRA with the pre-IPO owners that requires us to pay the pre-IPO owners 85% of the amount of cash savings, if any, in U.S. federal, state, and local income tax that we actually realize as a result of these exchanges. These benefits include (1) increases in the tax basis of tangible and intangible assets of Summit Holdings and certain other tax benefits related to entering into the TRA, (2) tax benefits attributable to payments under the TRA, or (3) under certain circumstances such as an early termination of the TRA, we are deemed to realize, as a result of the increases in tax basis in connection with exchanges by the pre-IPO owners described above and certain other tax benefits attributable to payments under the TRA.

We periodically evaluate the realizability of the deferred tax assets resulting from the exchange of LP Units for Class A common stock. If the deferred tax assets are determined to be realizable, we then assess whether payment of amounts under the TRA have become probable. If so, we record a TRA liability equal to 85% of such deferred tax assets, and the remaining 15% as an increase to additional paid-in capital. If a deferred tax asset subject to the TRA is determined not to be realizable and therefore subject to a valuation allowance, we do not record a TRA liability for such deferred tax assets. In subsequent periods, we assess the realizability of all of our deferred tax assets subject to the TRA. Should we determine a deferred tax asset with a valuation allowance is realizable in a subsequent period, the related valuation allowance will be released and consideration of a corresponding TRA liability will be assessed. The realizability of deferred tax assets, including those subject to the TRA, is dependent upon the generation of future taxable income during the periods in which those deferred tax assets become deductible and consideration of prudent and feasible tax-planning strategies.

The measurement of the TRA is accounted for as a contingent liability. Therefore, once we determine that a payment to a pre-IPO owner has become probable and can be estimated, the estimate of payment will be accrued.

Reclassification —Within the operating activities section on the consolidated statement of cash flows for the nine month period ended September 30, 2017, the Company reclassified $4.8 million from deferred income tax benefit, $17,000 from other current assets and $498.8 million from deferred tax assets, net, to change in deferred tax asset, net, to conform to the current year presentation.

New Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which prescribes a five-step model for revenue recognition that replaced most existing revenue recognition guidance in U.S. GAAP. The ASU supersedes nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. We adopted this ASU in the first quarter of 2018 using the modified retrospective approach, which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the definition of a business. This ASU provides a screen to determine whether a group of assets constitutes a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated as acquisitions. If the screen is not met, this ASU (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. We adopted this ASU in the first quarter of 2018 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

2. ACQUISITIONS AND DISPOSITIONS

Since its formation, the Company has completed numerous acquisitions, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and period:

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	Nine months ended	Year ended
	September 29, 2018	December 30, 2017
West	4	6
East (1)	6	8

_____________________________________________________________________________________________

(1)In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

The purchase price allocation, primarily the valuation of property, plant and equipment for the 2018 acquisitions, as well as the 2017 acquisitions that occurred after September 30, 2017, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29, 2018			December 30, 2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	526,290		$	305,374	$	204,656	$	1,036,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	579,608		$	363,324	$	204,656	$	1,147,588

_____________________________________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

The Company’s intangible assets are primarily composed of goodwill, lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total:

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	September 29, 2018							December 30, 2017
	Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount		Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Amortization expense totaled $0.5 million and $1.1 million for the three and nine months ended September 29, 2018, respectively, and $0.3 million and $1.0 million for the three and nine months ended September 30, 2017, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

3. REVENUE RECOGNITION

We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.

Revenue by product for the three and nine months ended September 29, 2018 and September 30, 2017 is as follows:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Revenue by product*:
Aggregates	$	109,621	$	90,594	$	280,761	$	236,437
Cement	87,909		94,915		197,439		213,243
Ready-mix concrete	164,866		139,934		447,490		361,824
Asphalt	125,153		115,917		231,666		218,934
Paving and related services	146,477		136,445		288,119		270,449
Other	60,635		56,376		164,497		141,664
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Revenue from liquid asphalt terminals is included in asphalt revenue.

The following table outlines the significant changes in contract assets and contract liability balances from December 30, 2017 to September 29, 2018. Also included in the table is the net change in estimate as a percentage of aggregate revenue for such contracts:

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	Costs and estimated earnings in excess of billings			Billings in excess of costs and estimated earnings
Balance - December 30, 2017	$	9,512		$	15,750
Changes in revenue billed, contract price or cost estimates	37,643			(3,850		)
Acquisitions	483			1,179
Other	(9		)	(7		)
Balance - September 29, 2018	$	47,629		$	13,072

Accounts receivable, net consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018			December 30, 2017
Trade accounts receivable	$	220,540		$	137,696
Construction contract receivables	70,626			49,832
Retention receivables	15,144			14,973
Receivables from related parties	297			468
Accounts receivable	306,607			202,969
Less: Allowance for doubtful accounts	(4,937		)	(4,639		)
Accounts receivable, net	$	301,670		$	198,330

Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.

4. INVENTORIES

Inventories consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Aggregate stockpiles	$	158,476	$	126,791
Finished goods	37,917		34,667
Work in process	10,028		7,729
Raw materials	23,340		15,252
Total	$	229,761	$	184,439

5. ACCRUED EXPENSES

Accrued expenses consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Interest	$	23,267	$	24,095
Payroll and benefits	25,569		33,915
Capital lease obligations	14,955		19,276
Insurance	14,580		11,455
Non-income taxes	14,634		7,236
Professional fees	960		1,717
Other (1)	20,292		18,935
Total	$	114,257	$	116,629

(1) Consists primarily of subcontractor and working capital settlement accruals.

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6. DEBT

Debt consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Term Loan, due 2024:
$630.6 million and $635.4 million, net of $1.4 million and $1.6 million discount at September 29, 2018 and December 30, 2017, respectively	$	629,210	$	633,805
81⁄2% Senior Notes, due 2022	250,000		250,000
61⁄8% Senior Notes, due 2023:
$650.0 million, net of $1.2 million and $1.4 million discount at September 29, 2018 and December 30, 2017, respectively	648,831		648,650
51⁄8% Senior Notes, due 2025	300,000		300,000
Total	1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	$	1,823,276	$	1,827,690

The contractual payments of long-term debt, including current maturities, for the five years subsequent to September 29, 2018, are as follows: 

2018 (three months)	$	—
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569		)
Less: Capitalized loan costs	(15,086		)
Total debt	$	1,812,955

Senior Notes—On June 1, 2017, Summit LLC and Summit Finance (together, the “Issuers”) issued $300.0 million of 5.125% senior notes due June 1, 2025 (the “2025 Notes”). The 2025 Notes were issued at 100.0% of their par value with proceeds of $295.4 million, net of related fees and expenses. The 2025 Notes were issued under an indenture dated June 1, 2017 (as amended and supplemented, the “2017 Indenture”). The 2017 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2017 Indenture also contains customary events of default. Interest on the 2025 Notes is payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017.

In 2016, the Issuers issued $250.0 million of 8.500% senior notes due April 15, 2022 (the “2022 Notes”).  The 2022 Notes were issued at 100.0% of their par value with proceeds of $246.3 million, net of related fees and expenses. The 2022 Notes were issued under an indenture dated March 8, 2016, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year. 

In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the “2023 Notes” and collectively with the 2022 Notes and the 2025 Notes, the “Senior Notes”). Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated

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July 8, 2015, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year.

As of September 29, 2018 and December 30, 2017, the Company was in compliance with all financial covenants under the applicable indentures.

Senior Secured Credit Facilities— Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of the refinanced aggregate amount of term debt are due on the last business day of each March, June, September and December commencing with the March 2018 payment. The unpaid principal balance is due in full on the maturity date, which is November 21, 2024.

On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”), which, among other things, reduced the applicable margin in respect of the then outstanding $640.3 million principal amount of term loans thereunder. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. On November 21, 2017, Summit LLC entered into Amendment No. 2 to the Credit Agreement, which, among other things, extended the maturity date from 2022 to 2024 and reduced the applicable margin in respect of the $635.4 million outstanding principal amount of term loans thereunder. On May 22, 2018, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $633.8 million outstanding principal amount of term loans thereunder.

The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.25% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.00% for LIBOR rate loans.

There were no outstanding borrowings under the revolving credit facility as of September 29, 2018 and December 30, 2017, leaving remaining borrowing capacity of $219.6 million as of September 29, 2018, which is net of $15.4 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects and the Company’s insurance liabilities.

Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of September 29, 2018 and December 30, 2017, Summit LLC was in compliance with all financial covenants.

Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

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The following table presents the activity for the deferred financing fees for the nine months ended September 29, 2018 and September 30, 2017:

	Deferred financing fees
Balance - December 30, 2017	$	19,033
Loan origination fees	550
Amortization	(3,074		)
Balance - September 29, 2018	$	16,509
Balance - December 31, 2016	$	18,290
Loan origination fees	5,317
Amortization	(2,945		)
Write off of deferred financing fees	(45		)
Balance - September 30, 2017	$	20,617

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.4 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of September 29, 2018 or December 30, 2017.

7. INCOME TAXES

Summit Inc.’s tax provision includes its proportional share of Summit Holdings’ tax attributes. Summit Holdings’ subsidiaries are primarily limited liability companies, but do include certain entities organized as C corporations and a Canadian subsidiary. The tax attributes related to the limited liability companies are passed on to Summit Holdings and then to its partners, including Summit Inc. The tax attributes associated with the C corporation and Canadian subsidiaries are fully reflected in the Company’s accounts.

Our income tax expense (benefit) was $20.8 million and $(498.3) million in the three months ended September 29, 2018 and September 30, 2017, and our income tax expense (benefit) was $16.2 million and $(497.1) million in the nine months ended September 29, 2018 and September 30, 2017, respectively. We recorded an income tax benefit in the three months ended September 30, 2017 primarily related to the release of the valuation allowance as discussed below, partially offset by an increase in the deferred tax liability of approximately$29.6 million. Our effective income tax rate in the third quarter of 2017 is not meaningful given the release of the valuation allowance against our deferred tax assets. For the three and nine months ended September 29, 2018, the effective tax rate for Summit Inc. differs from the federal rate primarily due to (1) state taxes, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) the minority interest in the Summit Holdings partnership that is allocated outside of the Company and (4) various other items such as limitations on meals and entertainment, certain stock compensation and other costs. For the three and nine months ended September 30, 2017, the effective tax rate for Summit Inc. differs from the federal rate primarily due to (1) the change in valuation allowance, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) the minority interest in the Summit Holdings partnership that is allocated outside of the Company and (4) various other items such as limitations on meals and entertainment, certain stock compensation and other costs.

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible, as well as consideration of tax-planning strategies we may seek to utilize any net operating loss carryforwards scheduled to expire in the near future.

In the nine months ended September 30, 2017, based on the increase in our cumulative income, and expectation of future income generation, we determined that our deferred tax assets had become more likely than not of being realized. As such, we released the majority of the valuation allowance that had previously been recorded against our deferred tax assets. Accordingly, we reduced the valuation allowance against our deferred tax assets by $532.0 million as of September 30, 2017.

Our net operating loss carryforward deferred tax assets begin to expire in 2030 and are expected to reverse before

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expiration. Therefore, we have not given consideration to any potential tax planning strategies as a source of future taxable income to monetize those net operating loss carryforwards. The Company will continue to monitor facts and circumstances, including our analysis of other sources of taxable income, in the reassessment of the likelihood that the tax benefit of our deferred tax assets will be realized.

As of September 29, 2018 and December 30, 2017, Summit Inc. had a valuation allowance of $1.7 million, which relates to certain deferred tax assets in taxable entities where realization is not more likely than not.

Tax Receivable Agreement—The Company is party to a TRA with certain current and former holders of LP Units that provides for the payment by Summit Inc. to exchanging holders of LP Units of 85% of the benefits, if any, that Summit Inc. actually realizes (or, under certain circumstances such as an early termination of the TRA, is deemed to realize) as a result of increases in the tax basis of tangible and intangible assets of Summit Holdings and certain other tax benefits related to entering into the TRA, including tax benefits attributable to payments under the TRA. 

In the nine months ended September 29, 2018, 254,102 LP Units were acquired by Summit Inc. in exchange for an equal number of newly-issued shares of Summit Inc.’s Class A common stock. These exchanges resulted in net new deferred tax assets of approximately $2.2 million. As we determined that the deferred tax assets created from these exchanges are realizable and payment under the TRA is considered probable, we have recorded 85% of the increase in deferred tax assets as TRA liability and the remainder as an increase in additional paid in capital. As of September 29, 2018 and December 30, 2017, we had recorded $333.2 million and $331.9 million of TRA liability of which $0.6 million was classified as accrued expenses as of December 30, 2017. As a result of the analysis of the realizability of our deferred tax assets as of September 30, 2017, we reduced the valuation allowance against our deferred tax assets, including those deferred tax assets subject to the TRA. Further, we determined the TRA liability to be probable of being payable and, as such, we recorded 85% of the deferred tax assets subject to the TRA, or $501.8 million, as TRA liability.

Tax Distributions – The holders of Summit Holdings’ LP Units, including Summit Inc., incur U.S. federal, state and local income taxes on their share of any taxable income of Summit Holdings. The limited partnership agreement of Summit Holdings provides for pro rata cash distributions (“tax distributions”) to the holders of the LP Units in an amount generally calculated to provide each holder of LP Units with sufficient cash to cover a portion of its tax liability in respect of the LP Units. In general, these tax distributions are computed based on Summit Holdings’ estimated taxable income allocated to Summit Inc. multiplied by the highest federal corporate tax rate plus the highest state and local tax rate in New York, New York. In the nine months ended September 29, 2018 and September 30, 2017, we made tax distribution payments of $0.1 million and $0.1 million, respectively.  

As of September 29, 2018 and December 30, 2017, Summit Inc. and its subsidiaries had not recognized any liabilities for uncertain tax positions. The Company records interest and penalties as a component of the income tax provision. No material interest or penalties were recognized in income tax expense during the three and nine months ended September 29, 2018 and September 30, 2017.

8. EARNINGS PER SHARE

Basic earnings per share is computed by dividing net earnings by the weighted average common shares outstanding and diluted net earnings is computed by dividing net earnings, adjusted for changes in the earnings allocated to Summit Inc. as a result of the assumed conversion of LP Units, by the weighted-average common shares outstanding assuming dilution.

The following table shows the calculation of basic earnings per share:

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	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Net income attributable to Summit Inc.	$	71,289	$	81,264	$	53,069	$	78,820
Weighted average shares of Class A stock outstanding	111,641,344		109,545,111		111,288,211		108,219,132
Basic income per share	$	0.64	$	0.74	$	0.48	$	0.73
Diluted net income attributable to Summit Inc.	$	71,289	$	81,264	$	53,069	$	78,820
Weighted average shares of Class A stock outstanding	111,641,344		109,545,111		111,288,211		108,219,132
Add: stock options	204,085		926,613		574,739		184,875
Add: warrants	18,631		39,555		34,134		42,094
Add: restricted stock units	4,515		220,531		402,950		285,088
Add: performance stock units	71,492		92,658		172,690		117,491
Weighted average dilutive shares outstanding	111,940,067		110,824,468		112,472,724		108,848,680
Diluted earnings per share	$	0.64	$	0.73	$	0.47	$	0.72

Excluded from the above calculations were the shares noted below as they were antidilutive:

	Three months ended		Nine months ended
	September 29, 2018	September 30, 2017	September 29, 2018	September 30, 2017
Antidilutive shares:
LP Units	3,448,343	4,039,020	3,538,385	4,560,976

9. STOCKHOLDERS’ EQUITY

Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of LP Units.

During 2017 and 2018, certain limited partners of Summit Holdings exchanged their LP Units for shares of Class A common stock of Summit Inc. The following table summarizes the changes in our ownership of Summit Holdings:

	Summit Inc. Shares (Class A)	LP Units		Total	Summit Inc. Ownership Percentage
Balance - December 30, 2017	110,350,594	3,689,620		114,040,214	96.8	%
Exchanges during period	254,102	(254,102	)	—
Other equity transactions	1,049,856	—		1,049,856
Balance - September 29, 2018	111,654,552	3,435,518		115,090,070	97.0	%
Balance - December 31, 2016	97,554,278	5,151,297		102,705,575	95.0	%
January 2017 public offering	10,000,000	—		10,000,000
Exchanges during period	1,255,266	(1,255,266	)	—
Other equity transactions	1,177,200	—		1,177,200
Balance - September 30, 2017	109,986,744	3,896,031		113,882,775	96.6	%

As a result of the Reorganization, Summit Inc. is Summit Holdings’ primary beneficiary and thus consolidates Summit Holdings in its consolidated financial statements with a corresponding noncontrolling interest reclassification, which was 3.0% and 3.2% as of September 29, 2018 and December 30, 2017, respectively.

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Accumulated other comprehensive income (loss) —The changes in each component of accumulated other comprehensive income (loss) consisted of the following:

	Change in  retirement plans		Foreign currency  translation  adjustments			Cash flow hedge  adjustments			Accumulated  other  comprehensive  income (loss)
Balance - December 30, 2017	$	2,364	$	4,637		$	385		$	7,386
Foreign currency translation adjustment, net of tax	—		(2,295		)	—			(2,295		)
Income on cash flow hedges, net of tax	—		—			1,043			1,043
Balance - September 29, 2018	$	2,364	$	2,342		$	1,428		$	6,134
Balance - December 31, 2016	$	1,450	$	(3,106	)	$	(593	)	$	(2,249	)
Postretirement liability adjustment	397		—			—			397
Foreign currency translation adjustment	—		8,172			—			8,172
Income on cash flow hedges	—		—			368			368
Balance - September 30, 2017	$	1,847	$	5,066		$	(225	)	$	6,688

10. SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information is as follows:

	Nine months ended
	September 29, 2018		September 30, 2017
Cash payments:
Interest	$	79,367	$	71,117
Income taxes	3,362		1,841
Non cash financing activities:
Exchange of LP Units to shares of Class A common stock	7,499		34,831

11. COMMITMENTS AND CONTINGENCIES

The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or liquidity. The Company records legal fees as incurred.

Environmental Remediation and Site Restoration—TheCompany’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.

The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of September 29, 2018 and December 30, 2017, $24.5 million and $20.5 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $3.9 million and $3.9 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of September 29, 2018 and December 30, 2017 were $84.0 million and $67.9 million, respectively.

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Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.

12. FAIR VALUE

Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.

The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The interest rate derivative expires in September 2019. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018		December 30, 2017
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	3,011	$	594
Cash flow hedges	—		488
Acquisition-related liabilities and Other noncurrent liabilities
Contingent consideration	$	3,774	$	34,301
Cash flow hedges	—		492

The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 10.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges is based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material valuation adjustments to contingent consideration or derivatives as of September 29, 2018 and September 30, 2017.

Financial Instruments—The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018				December 30, 2017
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 2
Long-term debt(1)	$	1,837,273	$	1,828,041	$	1,893,239	$	1,832,455
Level 3
Current portion of deferred consideration and noncompete obligations(2)	11,137		11,137		13,493		13,493
Long term portion of deferred consideration and noncompete obligations(3)	25,355		25,355		23,834		23,834

(1) $4.8 million was included in current portion of debt as of September 29, 2018 and December 30, 2017.

(2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets.

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(3) Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2, inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.

Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.

13. SEGMENT INFORMATION

The Company has three operating segments: West, East and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.

The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts.

The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements.

The following tables display selected financial data for the Company’s reportable business segments as of September 29, 2018 and December 30, 2017 and for the three and nine months ended September 29, 2018 and September 30, 2017:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Revenue*:
West	$	367,912	$	327,917	$	871,338	$	746,991
East	232,777		204,990		525,270		466,222
Cement	93,972		101,274		213,364		229,338
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.

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	Three months ended						Nine months ended
	September 29, 2018			September 30, 2017			September 29, 2018			September 30, 2017
Income (loss) from operations before taxes	$	94,757		$	(414,046	)	$	71,206		$	(415,809	)
Interest expense	28,889			28,921			86,616			79,876
Depreciation, depletion and amortization	53,494			48,483			149,439			132,374
Accretion	480			486			1,224			1,382
Loss on debt financings	—			—			149			190
Tax receivable agreement expense	—			501,752			—			503,277
Gain on sale of business	(12,108		)	—			(12,108		)	—
Transaction costs	1,260			2,581			3,817			6,474
Non-cash compensation	5,643			4,724			19,833			14,148
Other	(409		)	(200		)	(7,316		)	(346		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566
Total Adjusted EBITDA by Segment:
West	$	73,916		$	76,637		$	151,316		$	152,856
East	58,305			56,397			100,497			99,511
Cement	44,299			46,860			82,626			93,328
Corporate and other	(4,514		)	(7,193		)	(21,579		)	(24,129		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566

	Nine months ended
	September 29, 2018		September 30, 2017
Purchases of property, plant and equipment
West	$	104,217	$	64,257
East	51,968		52,920
Cement	21,621		25,306
Total reportable segments	177,806		142,483
Corporate and other	5,946		4,995
Total purchases of property, plant and equipment	$	183,752	$	147,478

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Depreciation, depletion, amortization and accretion:
West	$	23,289	$	18,907	$	68,029	$	51,989
East	19,429		17,628		54,982		49,939
Cement	10,682		11,815		25,733		29,888
Total reportable segments	53,400		48,350		148,744		131,816
Corporate and other	574		619		1,919		1,940
Total depreciation, depletion, amortization and accretion	$	53,974	$	48,969	$	150,663	$	133,756

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	September 29, 2018		December 30, 2017
Total assets:
West	$	1,422,966	$	1,225,463
East	1,229,567		1,035,609
Cement	899,077		870,652
Total reportable segments	3,551,610		3,131,724
Corporate and other	344,724		655,609
Total	$	3,896,334	$	3,787,333

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SUMMIT MATERIALS, LLC AND SUBSIDIARIES

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The unaudited consolidated financial statements and notes thereto for Summit Materials, LLC and subsidiaries are included as Exhibit 99.1 to this Quarterly Report on Form 10-Q and are incorporated by reference herein.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to assist in understanding and assessing the trends and significant changes in our results of operations and financial condition. Historical results may not be indicative of future performance. Forward-looking statements reflect our current views about future events, are based on assumptions and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those contemplated by these statements. Factors that may cause differences between actual results and those contemplated by forward-looking statements include, but are not limited to, those discussed in the section entitled “Risk Factors” in the Annual Report, as updated by the information disclosed in the section entitled “Risk Factors” in our Q1 2018 10-Q, and any factors discussed in the sections entitled “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” of this report. This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our consolidated interim financial statements and the related notes and other information included in this report.

Overview

We are one of the fastest growing construction materials companies in the United States. Within our markets, we offer customers a single-source provider for construction materials and related downstream products through our vertical integration. Our materials include aggregates, which we supply across the United States, and in British Columbia, Canada, and cement, which we supply to surrounding states along the Mississippi River from Minneapolis to New Orleans. In addition to supplying aggregates to customers, we use a portion of our materials internally to produce ready-mix concrete and asphalt paving mix, which may be sold externally or used in our paving and related services businesses. Our vertically-integrated business model creates opportunities to increase aggregates sales, optimize margin at each stage of production and provide customers with efficiency gains, convenience and reliability, which we believe provides us a competitive advantage in the markets we serve.

Since our inception in 2009, we have completed dozens of acquisitions, which are organized into 12 operating companies spanning dozens of metropolitan statistical areas. Our highly experienced management team, led by our President and Chief Executive Officer, Thomas Hill, who has over 35 years of industry experience, has successfully enhanced the operations of acquired companies by focusing on scale advantages, cost efficiencies and price optimization to improve profitability and cash flow.

As of September 29, 2018, we had 3.7 billion tons of proven and probable aggregates reserves serving our aggregates and cement businesses and operated over 400 sites and plants, to which we believe we have adequate road, barge and/or railroad access.  

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We have three operating segments: West, East and Cement, which are also our reporting segments. We operate in 23 U.S. states and British Columbia, Canada and currently have assets in 22 U.S. states and British Columbia, Canada. The map below illustrates our geographic asset footprint.

Business Trends and Conditions

The U.S. construction materials industry is composed of four primary sectors: aggregates; cement; ready-mix concrete; and asphalt paving mix. Each of these materials is widely used in most forms of construction activity. Participants in these sectors typically range from small, privately-held companies focused on a single material, product or market to multinational corporations that offer a wide array of construction materials and services. Competition is constrained in part by the distance materials can be transported efficiently, resulting in predominantly local or regional operations. Due to the lack of product differentiation, competition for all of our products is predominantly based on price and, to a lesser extent, quality of products and service. As a result, the prices we charge our customers are not likely to be materially different from the prices charged by other producers in the same markets. Accordingly, our profitability is generally dependent on the level of demand for our products in the local and regional markets and our ability to control operating costs.

Our revenue is derived from multiple end-use markets including public infrastructure construction and private residential and nonresidential construction. Public infrastructure includes spending by federal, state, provincial and local governments for roads, highways, bridges, airports and other infrastructure projects. Public infrastructure projects have historically been a relatively stable portion of state and federal budgets. Residential and nonresidential construction consists of new construction and repair and remodel markets. Any economic stagnation or decline, which could vary by local region and market, could affect our results of operations. Our sales and earnings are sensitive to national, regional and local economic

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conditions and particularly to cyclical changes in construction spending, especially in the private sector. From a macroeconomic view, we see positive indicators for the construction sector, including upward trends in highway obligations, housing starts and construction employment. All of these factors should result in increased construction activity in the private sector. However, construction activity is not consistent across the United States. Certain of our markets are showing solid growth, other markets, notably Kansas, have experienced a decrease.

Transportation infrastructure projects, driven by both federal and state funding programs, represent a significant share of the U.S. construction materials market. Federal funds are allocated to the states, which are required to match a portion of the federal funds they receive. Federal highway spending uses funds predominantly from the Federal Highway Trust Fund, which derives its revenue from taxes on diesel fuel, gasoline and other user fees. The dependability of federal funding allows the state departments of transportation to plan for their long-term highway construction and maintenance needs. Funding for the existing federal transportation funding program extends through 2020. With the nation’s infrastructure aging, there is increased demand by states and municipalities for long-term federal funding to support the construction of new roads, highways and bridges in addition to the maintaining the existing infrastructure.

In addition to federal funding, state, county and local agencies provide highway construction and maintenance funding. Our four largest states by revenue, Texas, Utah, Kansas and Missouri, represented approximately 21%, 13%, 12% and 9%, respectively, of our total revenue in 2017. The following is a summary of key funding initiatives in those states:

• According to the Texas Department of Transportation (“TXDOT”) total annual funding available for transportation infrastructure, including state and federal funding, is estimated to be approximately $13.9 billion in fiscal year 2019 (commencing September 1, 2018), increasing to $14.3 billion by fiscal year 2020.  Further, the 2019 Unified Transportation Program (“UTP”) plans for $75 billion to fund transportation projects from 2019 through 2028, up from the 2018 UTP of $71 billion and more than double the previous UTP, Proposition 1 and Proposition 7 funding initiatives. The funding available in any given year is separate and distinct from lettings, or the process of providing notice, issuing proposals, receiving proposals, and awarding contracts. In October 2018, the TXDOT updated its fiscal year 2019 lettings estimate to $6.4 billion from $5.7 billion in fiscal 2018, which provides for more than 800 transportation projects, the majority of which are expected to have a total value of less than $15 million each. Longer-term, TXDOT has indicated a target of $8 billion per year in total state and local lettings.

◦ In February 2018, the federal government approved a two-year budget agreement. Included within this package was approximately $89 billion in relief funding related to a series of natural disasters, including Hurricane Harvey, which impacted our Houston market in the second half of calendar 2017. We believe that significant federal funding stemming from the $89 billion relief package is expected to result in the construction of new water and transportation infrastructure in the Houston market from 2018 to 2020. Further, an omnibus appropriation was approved in March 2018. This bill provides approximately $2.0 billion in new funding for highway, bridge and tunnel obligations at the state level. We believe that this federal funding may utilized by state departments of transportation between March 2018 and September 2021 on the condition that the states provide some degree of matching funding, as set forth in the omnibus appropriation bill.

◦ In November 2015, Texas voters approved the ballot measure known as Proposition 7, authorizing a constitutional amendment for transportation funding. The amendment dedicates a portion of the state’s general sales and use taxes and motor vehicle sales and rental taxes to the State Highway Fund for use on non-tolled projects. Beginning in September 2017 (fiscal year 2018), if general state sales and use tax revenue exceeds $28 billion in a fiscal year, the next $2.5 billion will be directed to the State Highway Fund. Additionally, beginning in September 2019 (fiscal year 2020), if state motor vehicle sales and rental tax revenue exceeds $5 billion in a fiscal year, 35% of the amount above $5 billion will be directed to the State Highway Fund.  As of July 2018, TXDOT anticipated that fiscal 2018 collections for Proposition 7 would amount to a $2.5 billion contribution in fiscal year 2019, increasing to $5.0 billion by fiscal year 2020.

◦ In November 2014, Texas voters approved a ballot measure known as Proposition 1, which authorized a portion of the severance taxes on oil and natural gas to be redirected to the State Highway Fund each year. As of September 2018, TXDOT anticipated that funding from Proposition 1 for fiscal year 2019 would be $1.37 billion, up from $734 million received in fiscal year 2018.

• Utah’s transportation investment fund has $2.3 billion programmed for 2017 through 2022. In early 2017, Utah’s governor signed into law a measure to allow the state to issue up to $1 billion in highway general obligation bonds to accelerate funding for several projects that the Utah Transportation Commission already approved. 

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• Kansas has a 10‑year $8.2 billion highway bill that was passed in May 2010. Kansas’ fiscal year 2019 transportation budget is slightly above the fiscal year 2018 budget, which was below the fiscal year 2017 budget, given austerity measures put into effect under the most recent gubernatorial administration. In May 2018, a legislative task force was convened to evaluate the current system’s condition and funding of the state’s transportation system. The task force will make recommendations on the current and future transportation system needs and the structure of the highway fund with a final report due by January 2019.

• Missouri’s Statewide Transportation Improvement Program for 2019 through 2023 states that $4.5 billion is available for awards for highway and bridge construction.

Use and consumption of our products fluctuate due to seasonality. Nearly all of the products used by us, and by our customers, in the private construction and public infrastructure industries are used outdoors. Our highway operations and production and distribution facilities are also located outdoors. Therefore, seasonal changes and other weather-related conditions, in particular extended rainy and cold weather in the spring and fall and major weather events, such as hurricanes, tornadoes, tropical storms and heavy snows, can adversely affect our business and operations through a decline in both the use of our products and demand for our services. In addition, construction materials production and shipment levels follow activity in the construction industry, which typically occurs in the spring, summer and fall. Warmer and drier weather during the second and third quarters of our fiscal year typically result in higher activity and revenue levels during those quarters.

We are subject to commodity price risk with respect to price changes in liquid asphalt and energy, including fossil fuels and electricity for aggregates, cement, ready-mix concrete and asphalt paving mix production, natural gas for hot mix asphalt production and diesel fuel for distribution vehicles and production related mobile equipment. Liquid asphalt escalator provisions in most of our private and commercial contracts limit our exposure to price fluctuations in this commodity. We often obtain similar escalators on public infrastructure contracts. In addition, we enter into various firm purchase commitments, with terms generally less than one year, for certain raw materials.

Backlog

Our products are generally delivered upon receipt of orders or requests from customers, or shortly thereafter. Accordingly, the backlog associated with product sales is converted into revenue within a relatively short period of time. Inventory for products is generally maintained in sufficient quantities to meet rapid delivery requirements of customers. Therefore, a period-over-period increase or decrease of backlog does not necessarily result in an improvement or a deterioration of our business. Our backlog includes only those products and projects for which we have obtained a purchase order or a signed contract with the customer and does not include products purchased and sold or services awarded and provided within the period. Subject to applicable contract terms, substantially all contracts in our backlog may be cancelled or modified by our customers. Historically, we have not been materially adversely affected by contract cancellations or modifications.

As a vertically-integrated business, approximately 24% of aggregates sold were used internally in our ready-mix concrete and asphalt paving mixes and approximately 73% of the asphalt paving mix were laid by our paving crews during the nine months ended September 29, 2018. Our backlog as of September 29, 2018, was 12.0 million tons of aggregates, 1.0 million cubic yards of ready-mix concrete, 2.6 million tons of asphalt and $380.7 million of construction services, which includes the value of the aggregate and asphalt tons and ready-mix concrete cubic yards that are expected to be sourced internally.

Financial Highlights

The principal factors in evaluating our financial condition and operating results for the three and nine months ended September 29, 2018 as compared to September 30, 2017, are:

• Net revenue increased $50.6 million and $152.4 million in the three and nine months ended September 29, 2018, respectively, primarily resulting from contributions from our acquisitions.

• Our operating income decreased $5.7 million and $29.7 million in the three and nine months ended September 29, 2018, respectively, primarily due to higher labor and transportation costs included in our cost of revenue, as well as higher levels of depreciation and amortization in 2018 resulting from our acquisitions. Further, our general and administrative expenses for the nine month period ended September 29, 2018 were higher than the comparable period in 2017 primarily due to the acquisitions which occurred in the fourth quarter of 2017 as well as the first nine months of 2018, as well as increased stock-based compensation charges in 2018.

• In January 2017, we raised $237.6 million through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share, resulting in net proceeds of $237.0 million.

26

• In June 2017, we issued $300 million of 5.125% senior notes due June 1, 2025 (the “2025 Notes”), resulting in net proceeds of $295.4 million, after related fees and expenses.

• In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million and a total gain on the disposition of the business of $12.1 million.

• During the third quarter of 2017, we reduced the valuation allowance against our deferred tax assets by $532.0 million, resulting in the recordation of a deferred income tax benefit of $532.0 million. Further, as those deferred tax assets were subject to our TRA, we recorded TRA expense of $501.8 million in the third quarter of 2017 as well.

Acquisitions

In addition to our organic growth, we continued to grow our business through acquisitions, completing a total of 10 acquisitions in the first nine months of 2018, of which four were in the West segment and six were in the East segment. 

Results of Operations

The following discussion of our results of operations is focused on the key financial measures we use to evaluate the performance of our business from both a consolidated and operating segment perspective. Operating income and margins are discussed in terms of changes in volume, pricing and mix of revenue source (i.e., type of product sales or service revenue). We focus on operating margin, which we define as operating income as a percentage of net revenue, as a key metric when assessing the performance of the business, as we believe that analyzing changes in costs in relation to changes in revenue provides more meaningful insight into the results of operations than examining costs in isolation.

Operating income (loss) reflects our profit from continuing operations after taking into consideration cost of revenue, general and administrative expenses, depreciation, depletion, amortization and accretion and transaction costs. Cost of revenue generally increases ratably with revenue, as labor, transportation costs and subcontractor costs are recorded in cost of revenue. General and administrative expenses as a percentage of revenue vary throughout the year due to the seasonality of our business. As a result of our revenue growth occurring primarily through acquisitions, general and administrative expenses and depreciation, depletion, amortization and accretion have historically increased as well. However, as organic volumes increase, we expect our general and administrative costs to decrease as a percentage of revenue. Our transaction costs fluctuate with the level acquisition activity completed each year.

The table below includes revenue and operating income (loss) by segment for the three and nine months ended September 29, 2018 and September 30, 2017.

	Three months ended										Nine months ended
	September 29, 2018					September 30, 2017					September 29, 2018					September 30, 2017
(in thousands)	Revenue		Operating income (loss)			Revenue		Operating income (loss)			Revenue		Operating income (loss)			Revenue		Operating income (loss)
West	$	367,912	$	48,196		$	327,917	$	57,549		$	871,338	$	80,479		$	746,991	$	100,169
East	232,777		37,984			204,990		36,902			525,270		44,035			466,222		46,514
Cement	93,972		33,513			101,274		35,091			213,364		56,503			229,338		63,546
Corporate (1)	—		(11,526		)	—		(15,631		)	—		(47,096		)	—		(46,658		)
Total	$	694,661	$	108,167		$	634,181	$	113,911		$	1,609,972	$	133,921		$	1,442,551	$	163,571

(1) Corporate results primarily consist of compensation and office expenses for employees included in the Company's headquarters.

Consolidated Results of Operations

The table below sets forth our consolidated results of operations for the three and nine months ended September 29, 2018 and September 30, 2017.

27

	Three months ended						Nine months ended
	September 29, 2018			September 30, 2017			September 29, 2018			September 30, 2017
(in thousands)
Net revenue	$	625,017		$	574,387		$	1,464,168		$	1,311,799
Delivery and subcontract revenue	69,644			59,794			145,804			130,752
Total revenue	694,661			634,181			1,609,972			1,442,551
Cost of revenue (excluding items shown separately below)	471,803			409,545			1,130,596			963,021
General and administrative expenses	59,457			59,175			190,975			175,729
Depreciation, depletion, amortization and accretion	53,974			48,969			150,663			133,756
Transaction costs	1,260			2,581			3,817			6,474
Operating income	108,167			113,911			133,921			163,571
Interest expense (1)	28,889			28,921			86,616			79,876
Loss on debt financings	—			—			149			190
Tax receivable agreement expense	—			501,752			—			503,277
Gain on sale of business	(12,108		)	—			(12,108		)	—
Other income, net	(3,371		)	(2,716		)	(11,942		)	(3,963		)
Income (loss) from operations before taxes	94,757			(414,046		)	71,206			(415,809		)
Income tax expense (benefit)	20,765			(498,333		)	16,249			(497,076		)
Net income	$	73,992		$	84,287		$	54,957		$	81,267

(1) The statement of operations above is based on the financial results of Summit Inc. and its subsidiaries. The statement of operations of Summit LLC and its subsidiaries differs from Summit Inc. in that Summit LLC has $0.2 million and $0.5 million less interest expense than Summit Inc., in the three and nine months ended September 29, 2018. The additional interest expense for Summit Inc. is associated with a deferred consideration obligation of Summit Holdings, which is excluded from Summit LLC’s consolidated interest expense.

Three and nine months ended September 29, 2018 compared to the three and nine months ended September 30, 2017

	Three months ended											Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance					September 29, 2018			September 30, 2017			Variance
Net revenue	$	625,017		$	574,387		$	50,630		8.8	%	$	1,464,168		$	1,311,799		$	152,369		11.6	%
Operating income	108,167			113,911			(5,744		)	(5.0	)%	133,921			163,571			(29,650		)	(18.1	)%
Operating margin percentage	17.3		%	19.8		%						9.1		%	12.5		%
Adjusted EBITDA (1)	$	172,006		$	172,701		$	(695	)	(0.4	)%	$	312,860		$	321,566		$	(8,706	)	(2.7	)%

(1) Adjusted EBITDA is a non-GAAP measure that we find helpful in monitoring the performance of our business. See the reconciliation below of Adjusted EBITDA to net income, which is the most directly comparable GAAP measure.

Net revenue increased $50.6 million in the three months ended September 29, 2018, primarily resulting from our acquisition program. Our increase in net revenue resulted primarily from increased sales of products and materials primarily from our acquisitions as well as organic growth in our aggregates, ready-mix and asphalt lines of business, partially offset by a decline in our cement revenues. We generated organic volume growth in our aggregates, ready-mix and asphalt lines of business during the third quarter of 2018 over the prior year period, while the cement line of business had a decrease in organic volume. We had organic average sales price growth in each of our aggregates, ready-mix concrete and asphalt lines of business during the third quarter of 2018.

Net revenue increased $152.4 million in the nine months ended September 29, 2018, primarily resulting from our acquisition program, as well as organic growth in our aggregates, ready-mix concrete and asphalt operations, partially offset by a decrease in our cement revenues. Of the increase in net revenue, $28.5 million was from increased sales of materials, $112.8 million was from increased sales of products and $11.1 million was from increased service revenue. We generated organic volume growth of 0.6% in aggregates, 2.0% in our ready-mix volumes and 0.4% in asphalt organic volumes during the first nine months of 2018 over the prior year period, while our organic cement volumes decreased by 8.1%. We had organic price

28

growth in our aggregate, cement, ready-mix concrete and asphalt lines of business of approximately 1% to 3% during the first nine months of 2018. Additional discussion about the impact of acquisitions on each segment is presented in more detail below.

In the three months ended September 29, 2018, our net revenue growth was $39.6 million and $11.0 million from acquisitions and organic revenue, respectively. Operating income decreased by $5.7 million in the third quarter of 2018 as compared to the third quarter of 2017 primarily as inflationary increases in our cost of revenue exceeded our increases in net revenue. Our depreciation, depletion, amortization and accretion increased $5.0 million primarily due to acquisitions completed in 2017 and 2018. Further, the construction industry is experiencing a shortage in skilled labor in many markets, and as a result, we are realizing wage increases in those markets. As some of our customers are also experiencing a labor shortage, they have delayed the start of their projects, which in turn decreases our net revenues. Lastly, we experienced wetter weather conditions in most of our operating geographies in 2018 as compared to 2017, which contributed to lower revenues and operating inefficiencies, which further increased cost of revenue.

In the nine months ended September 29, 2018, our net revenue growth was $128.5 million and $23.9 million from acquisitions and organic revenue, respectively. Operating income decreased by $29.7 million in the first nine months of 2018 as compared to the first nine months of 2017 primarily as a result of increases in our costs of revenue, as well as increases in our general and administrative expenses and depreciation, depletion, amortization and accretion expense resulting from our acquisition program. Our depreciation, depletion, amortization and accretion expense increased $16.9 million primarily due to acquisitions completed in 2017 and 2018.

Our operating margin percentage decreased from 19.8% to 17.3% and from 12.5% to 9.1% in the three and nine months ended September 29, 2018, respectively, due to the items noted above. Adjusted EBITDA, as defined below, decreased by $8.7 million in the nine months ended September 29, 2018, due to higher costs of revenue which were only partially offset by increases in net revenue, as well as increases in general and administrative expenses and depreciation, depletion, amortization and accretion expense. In addition, we recorded the $6.9 million reduction in a contingent liability from one of our acquisitions as other income during the nine months ended September 29, 2018.

As a vertically-integrated company, we include intercompany sales from materials to products and from products to services when assessing the operating results of our business. We refer to revenue inclusive of intercompany sales as gross revenue. These intercompany transactions are eliminated in the consolidated financial statements. Gross revenue by line of business was as follows:

	Three months ended											Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance					September 29, 2018			September 30, 2017			Variance
Revenue by product*:
Aggregates	$	146,913		$	122,796		$	24,117		19.6	%	$	368,005		$	313,686		$	54,319		17.3	%
Cement	89,224			96,223			(6,999		)	(7.3	)%	200,704			216,512			(15,808		)	(7.3	)%
Ready-mix concrete	165,204			140,049			25,155			18.0	%	448,442			362,349			86,093			23.8	%
Asphalt	133,747			124,484			9,263			7.4	%	244,000			236,954			7,046			3.0	%
Paving and related services	248,460			231,516			16,944			7.3	%	467,941			441,884			26,057			5.9	%
Other	(88,887		)	(80,887		)	(8,000		)	(9.9	)%	(119,120		)	(128,834		)	9,714			7.5	%
Total revenue	$	694,661		$	634,181		$	60,480		9.5	%	$	1,609,972		$	1,442,551		$	167,421		11.6	%

*Revenue by product includes intercompany and intracompany sales transferred at market value. The elimination of intracompany transactions is included in Other. Revenue from the liquid asphalt terminals is included in asphalt revenue.

Detail of our volumes and average selling prices by product in the three and nine months ended September 29, 2018 and September 30, 2017 were as follows:  

29

	Three months ended
	September 29, 2018			September 30, 2017
	Volume(1)			Volume(1)			Percentage Change in
	(in thousands)	Pricing(2)		(in thousands)	Pricing(2)		Volume		Pricing
Aggregates	14,116	$	10.41	11,998	$	10.23	17.7	%	1.8	%
Cement	796	112.03		850	113.15		(6.4	)%	(1.0	)%
Ready-mix concrete	1,519	108.75		1,320	106.09		15.1	%	2.5	%
Asphalt	2,212	56.34		2,124	54.37		4.1	%	3.6	%
	Nine months ended
	September 29, 2018			September 30, 2017
	Volume(1)			Volume(1)			Percentage Change in
	(in thousands)	Pricing(2)		(in thousands)	Pricing(2)		Volume		Pricing
Aggregates	36,081	$	10.20	31,247	$	10.04	15.5	%	1.6	%
Cement	1,770	113.37		1,925	112.45		(8.1	)%	0.8	%
Ready-mix concrete	4,164	107.69		3,463	104.63		20.2	%	2.9	%
Asphalt	4,173	55.35		4,004	54.55		4.2	%	1.5	%

(1) Volumes are shown in tons for aggregates, cement and asphalt and in cubic yards for ready-mix concrete.

(2) Pricing is shown on a per ton basis for aggregates, cement and asphalt and on a per cubic yard basis for ready-mix concrete.

Revenue from aggregates increased $24.1 million and $54.3 million in the three and nine months ended September 29, 2018, respectively, primarily due to increased volumes. Aggregate volumes were positively affected by our acquisition program and organic growth in the West segment, offset by a decrease in organic volumes in the East segment. Organic aggregate volumes increased 3.9% in the third quarter of 2018 as compared to the same period a year ago primarily due to increases in the Intermountain, western Canada and Missouri markets, offset by decreases in our Kansas, Kentucky and southeast United States markets. Organic aggregate volumes increased 0.6% in the first nine months of 2018 as compared to the same period a year ago primarily due to increases in northeast Texas and the Intermountain region, offset by decreases in our Houston, and southeast geographies.  Aggregate average sales prices of $10.20 per ton slightly increased compared to the first nine months of 2017.

Revenue from cement decreased $7.0 million and $15.8 million in the three and nine ended September 29, 2018, respectively, due primarily to volume declines as weather conditions in the first nine of 2017 were better than the comparable period in 2018, as well as increased competitive conditions in 2018. During the first nine months of 2018, pricing for cement improved by 0.8% to $113.37 per ton, primarily resulting from price increases implemented in 2017 and 2018.

Revenue from ready-mix concrete increased $25.2 million and $86.1 million in the three and nine months ended September 29, 2018, respectively, primarily from the acquisitions referred to above. Ready-mix concrete pricing of $107.69 per cubic yard in 2018 increased 2.9% as compared to the first nine months of 2017.

Revenue from asphalt increased $9.3 million and $7.0 million in the three and nine months ended September 29, 2018, respectively. In the first nine months of 2018, our organic asphalt volumes increased 0.4% and our organic asphalt pricing increased 1.2%.

Other Financial Information

Tax Receivable Agreement Expense

In the third quarter of 2017, we recorded $501.8 million of tax receivable agreement ("TRA") expense. This estimate was recorded based on the realization of our deferred tax assets subject to the TRA being more likely than not of being realized. Based on a release of the valuation allowance related to the TRA deferred tax assets discussed below, we further determined payment of those benefits had become probable under our TRA.

Income Tax Benefit

30

Our income tax expense (benefit) was $20.8 million and $(498.3) million in the three months ended September 29, 2018 and September 30, 2017, and our income tax expense (benefit) was $16.2 million and $(497.1) million in the nine months ended September 29, 2018 and September 30, 2017, respectively. We recorded an income tax benefit in the three months ended September 30, 2017 primarily related to the release of the valuation allowance as discussed below, partially offset by an increase in the deferred tax liability of approximately $29.6 million. Our effective income tax rate in the third quarter of 2017 is not meaningful given the release of the valuation allowance against our deferred tax assets. For the three and nine months ended September 29, 2018, the effective tax rate for Summit Inc. differs from the federal rate primarily due to (1) state taxes, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) the minority interest in the Summit Holdings partnership that is allocated outside of the Company and (4) various other items such as limitations on meals and entertainment, certain stock compensation and other costs. For the three and nine months ended September 30, 2017, the effective tax rate for Summit Inc. differs from the federal rate primarily due to (1) the change in valuation allowance, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) the minority interest in the Summit Holdings partnership that is allocated outside of the Company and (4) various other items such as limitations on meals and entertainment, certain stock compensation and other costs.

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible, as well as consideration of tax-planning strategies we may seek to utilize any net operating loss carryforwards scheduled to expire in the near future.

In the nine months ended September 30, 2017, based on the increase in our cumulative income, and expectation of future income generation, we determined that our deferred tax assets had become more likely than not of being realized. As such, we released the majority of the valuation allowance that had previously been recorded against our deferred tax assets. Accordingly, we reduced the valuation allowance against our deferred tax assets by $532.0 million as of September 30, 2017.

As of September 29, 2018 and December 30, 2017, Summit Inc. had a valuation allowance of $1.7 million, which relates to certain deferred tax assets in taxable entities where realization is not more likely than not.

Segment results of operations

West Segment

	Three months ended											Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance					September 29, 2018			September 30, 2017			Variance
Net revenue	$	329,346		$	293,851		$	35,495		12.1	%	$	791,975		$	675,674		$	116,301		17.2	%
Operating income	48,196			57,549			(9,353		)	(16.3	)%	80,479			100,169			(19,690		)	(19.7	)%
Operating margin percentage	14.6		%	19.6		%						10.2		%	14.8		%
Adjusted EBITDA (1)	$	73,916		$	76,637		$	(2,721	)	(3.6	)%	$	151,316		$	152,856		$	(1,540	)	(1.0	)%

(1) Adjusted EBITDA is a non-GAAP measure that we find helpful in monitoring the performance of our business. See the reconciliation below of Adjusted EBITDA to net income, which is the most directly comparable GAAP measure.

Net revenue in the West segment increased $35.5 million and $116.3 million in the three and nine months ended September 29, 2018, respectively, primarily due to incremental revenue from acquisitions in the last three months of 2017 and in 2018. Net revenue growth from acquisitions in the three and nine months ended September 29, 2018 increased $23.1 million and $83.7 million, respectively, with the balance attributable to organic operations.

The West segment’s operating income decreased $9.4 million and $19.7 million in the three and nine months ended September 29, 2018, respectively, primarily due to increased labor costs and hydrocarbon costs included in cost of revenue, increases in general and administrative expenses, as well as higher levels of depreciation and amortization from acquisitions made in 2017 and 2018. Further, wetter weather conditions in our Texas markets had a negative effect on our operational efficiencies. Adjusted EBITDA declined $2.7 million and $1.5 million in the three and nine months ended September 29, 2018, respectively. The reduction in West segment Adjusted EBITDA in the nine months ended September 29, 2018 was due to increased costs of revenue noted above, coupled with tighter construction margins in our Texas, Utah and Vancouver markets, which were only partially offset by improved organic volume of aggregates, ready-mix concrete and asphalt, combined with increased organic average sales price growth in aggregates and ready-mix concrete. The operating margin percentage in the West segment decreased in the three months ended September 29, 2018 to 14.6% from 19.6% in the three months ended

31

September 30, 2017, due to increased labor costs, depreciation and amortization, as well as increases in general and administrative expenses resulting from acquisitions that occurred in the last three months of 2017 and in 2018. Those same factors contributed to similar declines in operating income and operating margin percentage in the respective nine month periods.

Gross revenue by product/ service was as follows:  

	Three months ended											Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance					September 29, 2018			September 30, 2017			Variance
Revenue by product*:
Aggregates	$	66,062		$	55,496		$	10,566		19.0	%	$	165,592		$	143,589		$	22,003	15.3	%
Ready-mix concrete	123,770			98,134			25,636			26.1	%	343,391			267,704			75,687		28.3	%
Asphalt	88,986			86,807			2,179			2.5	%	171,259			170,371			888		0.5	%
Paving and related services	154,017			147,496			6,521			4.4	%	295,595			277,799			17,796		6.4	%
Other	(64,923		)	(60,016		)	(4,907		)	(8.2	)%	(104,499		)	(112,472		)	7,973		7.1	%
Total revenue	$	367,912		$	327,917		$	39,995		12.2	%	$	871,338		$	746,991		$	124,347	16.6	%

*Revenue by product includes intercompany and intracompany sales transferred at market value. The elimination of intracompany transactions is included in “Other”. Revenue from the liquid asphalt terminals is included in asphalt revenue.

The West segment’s percent changes in sales volumes and pricing in the three and nine months ended September 29, 2018 from the three and nine months ended September 30, 2017 were as follows:  

	Three months ended				Nine months ended
	Percentage Change in				Percentage Change in
	Volume		Pricing		Volume		Pricing
Aggregates	15.9	%	2.7	%	10.7	%	4.1	%
Ready-mix concrete	22.7	%	2.8	%	23.9	%	3.5	%
Asphalt	5.8	%	(1.0	)%	6.4	%	(1.8	)%

Gross revenue from aggregates in the West segment increased $10.6 million and $22.0 million in the three and nine months ended September 29, 2018, respectively, primarily due to an increase in acquisition-related volumes in last three months of 2017 and the first nine months of 2018. The increase in aggregates volumes was primarily in our Northern Texas markets. Aggregates pricing for the three and nine months ended September 29, 2018 increased 2.7% and 4.1%, respectively, when compared to the same periods of 2017.

Revenue from ready-mix concrete in the West segment increased $25.6 million and $75.7 million in the three and nine months ended September 29, 2018, respectively, due to organic growth as well as acquisition activity. For the nine months ended September 29, 2018, our acquisition and organic volume growth was 19.8% and 4.1%, respectively.

Revenue from asphalt in the West segment increased $2.2 million and $0.9 million in the three and nine months ended September 29, 2018, respectively, primarily due to increased organic and acquisition volumes offset by lower average sales prices primarily in our northeast Texas markets. Revenue for paving and related services in the West segment increased by $6.5 million and $17.8 million in the three and nine months ended September 29, 2018, respectively, due to acquisitions.

Prior to eliminations of intercompany transactions, the net effect of volume and pricing changes on gross revenue in the nine months ended September 29, 2018 was approximately $86.6 million and $12.0 million, respectively.

Our Austin operation operates a liquid asphalt terminal in the Houston area which was damaged by Hurricane Harvey in 2017. The terminal commenced limited operations in the third quarter of 2018, however some repairs are still underway. We are in the process of filing insurance claims for not only damaged property, plant and equipment, but also under our business interruption policy. In the three and nine months ended September 29, 2018, we received $0.5 million and $2.8 million, respectively, under our property and casualty claim related to damaged or destroyed equipment. Additionally, in the three months ended September 29, 2018, we received $0.5 million related to our business interruption claim. 

32

East Segment

	Three months ended										Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance				September 29, 2018			September 30, 2017			Variance
Net revenue	$	201,699		$	179,262		$	22,437	12.5	%	$	458,829		$	406,787		$	52,042		12.8	%
Operating income	37,984			36,902			1,082		2.9	%	44,035			46,514			(2,479		)	(5.3	)%
Operating margin percentage	18.8		%	20.6		%					9.6		%	11.4		%
Adjusted EBITDA (1)	$	58,305		$	56,397		$	1,908	3.4	%	$	100,497		$	99,511		$	986		1.0	%

(1) Adjusted EBITDA is a non-GAAP measure that we find helpful in monitoring the performance of our business. See the reconciliation below of Adjusted EBITDA to net income, which is the most directly comparable GAAP measure.

Net revenue in the East segment increased $22.4 million and $52.0 million in the three and nine month periods ended September 29, 2018, respectively, as compared to the same periods a year ago, primarily due to acquisition growth, and to a lesser extent, organic-related pricing. Operating income increased $1.1 million and decreased $2.5 million in the three and nine months ended September 29, 2018, respectively, over the same periods a year ago. The increase in operating income for the three months ended September 29, 2018 was primarily due to acquisition growth in aggregate volumes and net revenue, offset by increases in costs of revenue and general and administrative expenses, while the decrease in the operating income for the nine months ended September 29, 2018 was due to increases in the cost of revenue as noted above, as well as the impact of additional depreciation and general and administrative expenses from the acquisitions in the last three months of 2017 and in 2018. Adjusted EBITDA increased $1.9 million and $1.0 million in the three and nine months ended September 29, 2018, respectively, due to the items noted above relating to operating income.

Operating margin percentage for the three and nine months ended September 29, 2018 decreased to 18.8% from 20.6% and decreased to 9.6% from 11.4%, respectively, from the comparable periods a year ago, as the costs of revenue increased greater than our average sales prices.

Gross revenue by product/ service was as follows:  

	Three months ended											Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance					September 29, 2018			September 30, 2017			Variance
Revenue by product*:
Aggregates	$	80,851		$	67,300		$	13,551		20.1	%	$	202,413		$	170,097		$	32,316	19.0	%
Ready-mix concrete	41,434			41,915			(481		)	(1.1	)%	105,051			94,645			10,406		11.0	%
Asphalt	44,761			37,677			7,084			18.8	%	72,741			66,583			6,158		9.2	%
Paving and related services	94,443			84,020			10,423			12.4	%	172,346			164,085			8,261		5.0	%
Other	(28,712		)	(25,922		)	(2,790		)	(10.8	)%	(27,281		)	(29,188		)	1,907		6.5	%
Total revenue	$	232,777		$	204,990		$	27,787		13.6	%	$	525,270		$	466,222		$	59,048	12.7	%

*Revenue by product includes intercompany and intracompany sales transferred at market value. The elimination of intracompany transactions is included in Other. Revenue from the liquid asphalt terminals is included in asphalt revenue.

The East segment’s percent changes in sales volumes and pricing in the three and nine months ended September 29, 2018 from the three and nine months ended September 30, 2017 were as follows:  

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	Three months ended				Nine months ended
	Percentage Change in				Percentage Change in
	Volume		Pricing		Volume		Pricing
Aggregates	19.3	%	0.7	%	20.1	%	(1.0	)%
Ready-mix concrete	(2.8	)%	1.8	%	9.6	%	1.3	%
Asphalt	0.6	%	15.6	%	(1.1	)%	10.4	%

Gross revenue from aggregates in the East segment increased $13.6 million and $32.3 million in the three and nine months ended September 29, 2018, respectively, primarily due to acquisitions in 2018. Aggregate volumes in the first nine months of 2018 increased 20.1%, as a result of acquisitions, slightly offset by a decrease in organic volumes. Aggregates pricing decreased in the nine month period of 2018 due to the impact of lower prices from acquisitions as well as competition in our markets, offset slightly by a 1.1% increase in organic pricing.

Revenue from ready-mix concrete in the East segment decreased $0.5 million and increased $10.4 million in the three and nine months ended September 29, 2018, respectively. In the three months ended September 29, 2018, declines in our organic volumes were not offset by acquisition volumes, resulting in an overall 2.8% decrease in sales volumes. In the nine months ended September 29, 2018, increases in our ready-mix volumes due to acquisitions were partially offset by declines in organic volumes.

Revenue from asphalt increased in $7.1 million and $6.2 million in the three and nine months ended September 29, 2018, respectively, when compared to the comparable periods of 2017. The $10.4 million and $8.3 million increases in paving and related service revenue in the three and nine months ended September 29, 2018, respectively, were primarily due to increases in paving activity especially in our Virginia markets.

Prior to eliminations of intercompany transactions, the net effect of volume and pricing changes on gross revenue in the nine months ended September 29, 2018 was approximately $43.4 million and $5.5 million, respectively.

Cement Segment

	Three months ended											Nine months ended
($ in thousands)	September 29, 2018			September 30, 2017			Variance					September 29, 2018			September 30, 2017			Variance
Net revenue	$	93,972		$	101,274		$	(7,302	)	(7.2	)%	$	213,364		$	229,338		$	(15,974	)	(7.0	)%
Operating income	33,513			35,091			(1,578		)	(4.5	)%	56,503			63,546			(7,043		)	(11.1	)%
Operating margin percentage	35.7		%	34.6		%						26.5		%	27.7		%
Adjusted EBITDA (1)	$	44,299		$	46,860		$	(2,561	)	(5.5	)%	$	82,626		$	93,328		$	(10,702	)	(11.5	)%

(1) Adjusted EBITDA is a non-GAAP measure that we find helpful in monitoring the performance of our business. See the reconciliation below of Adjusted EBITDA to net income, which is the most directly comparable GAAP measure.

Net revenue in the Cement segment decreased $7.3 million and $16.0 million in the three and nine months ended September 29, 2018, respectively, primarily due to organic volume declines attributable to increased competition and less favorable weather conditions in the first nine months of 2018 as compared to the same period of 2017.

The Cement segment’s operating income decreased $1.6 million and $7.0 million in the three and nine months ended September 29, 2018, respectively. Adjusted EBITDA decreased $2.6 million and $10.7 million in the three and nine months ended September 29, 2018, respectively. Operating margin percentage for the three and nine months ended September 29, 2018 increased to 35.7% from 34.6% and decreased to 26.5% from 27.7%, respectively, from the comparable periods a year ago. The decrease in operating income and decrease in operating margin for the nine months ended September 29, 2018 was primarily due to decreases in organic volumes caused primarily by the factors noted above.

Gross revenue by product was as follows:  

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	Three months ended									Nine months ended
($ in thousands)	September 29, 2018		September 30, 2017		Variance					September 29, 2018		September 30, 2017		Variance
Revenue by product*:
Cement	$	89,224	$	96,223	$	(6,999	)	(7.3	)%	$	200,704	$	216,512	$	(15,808	)	(7.3	)%
Other	4,748		5,051		(303		)	(6.0	)%	12,660		12,826		(166		)	(1.3	)%
Total revenue	$	93,972	$	101,274	$	(7,302	)	(7.2	)%	$	213,364	$	229,338	$	(15,974	)	(7.0	)%

*Revenue by product includes intercompany and intracompany sales transferred at market value. Revenue from waste processing and the elimination of intracompany transactions is included in Other.

The Cement segment’s percent changes in sales volumes and pricing in the three and nine months ended September 29, 2018 from the three and nine months ended September 30, 2017 were as follows:

	Three months ended				Nine months ended
	Percentage Change in				Percentage Change in
	Volume		Pricing		Volume		Pricing
Cement	(6.4	)%	(1.0	)%	(8.1	)%	0.8	%

Revenue from cement decreased $7.0 million and $15.8 million in the three and nine months ended September 29, 2018, respectively, due primarily to the 8.1% decrease in organic cement volumes in the nine months ended September 29, 2018.

Liquidity and Capital Resources

Our primary sources of liquidity include cash on-hand, cash provided by operations, amounts available for borrowing under our senior secured credit facilities and capital-raising activities in the debt and capital markets. As of September 29, 2018, we had $64.9 million in cash and cash equivalents and $373.3 million of working capital compared to $383.6 million and $533.6 million, respectively, at December 30, 2017. Working capital is calculated as current assets less current liabilities. There were no restricted cash balances as of September 29, 2018 or December 30, 2017. Our remaining borrowing capacity on our senior secured revolving credit facility was $219.6 million as of September 29, 2018, which is net of $15.4 million of outstanding letters of credit and is fully available to us within the terms and covenant requirements of our credit agreement governing the senior secured credit facilities (the “Credit Agreement”).  

Given the seasonality of our business, we typically experience significant fluctuations in working capital needs and balances throughout the year. Our working capital requirements generally increase during the first half of the year as we build up inventory and focus on repair and maintenance and other set-up costs for the upcoming season. Working capital levels then decrease as the construction season winds down and we enter the winter months, which is when we see significant inflows of cash from the collection of receivables.

Our acquisition strategy has historically required us to raise capital through equity issuances or debt financings. As of September 29, 2018 and December 30, 2017, our long-term borrowings totaled $1.8 billion, for which we incurred $25.4 million and $76.9 million of interest expense for the three and nine months ended September 29, 2018, respectively, and $25.6 million and $70.1 million for the three and nine months ended September 30, 2017, respectively. We remain in compliance with our debt covenants and, when we have made additional issuances of senior notes to fund acquisitions, we have complied with the incurrence tests in the indentures governing our senior notes. Our senior secured revolving credit facility has been adequate to fund our seasonal working capital needs and certain acquisitions. We had no outstanding borrowings on the revolving credit facility as of September 29, 2018.

We believe we have access to sufficient financial resources from our liquidity sources to fund our business and operations, including contractual obligations, capital expenditures and debt service obligations, for at least the next twelve months. Our growth strategy contemplates future acquisitions for which we believe we have sufficient access to capital.

We and our affiliates may from time to time purchase our outstanding debt through open market purchases, privately negotiated transactions or otherwise. Purchases or retirement of debt, if any, will depend on prevailing market conditions, liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

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Indebtedness

Please refer to the notes to the consolidated interim financial statements for detailed information about our long-term debt, scheduled maturities of long-term debt and affirmative and negative covenants, including the maximum allowable consolidated first lien net leverage ratio. As of September 29, 2018, we were in compliance with all debt covenants.

At September 29, 2018 and December 30, 2017, $1.8 billion of total debt was outstanding under our respective debt agreements. Summit LLC has senior secured credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Summit LLC’s domestic wholly-owned subsidiary companies are named as guarantors of the Senior Notes and the Senior Secured Credit Facilities. Certain other partially-owned subsidiaries, and the wholly-owned Canadian subsidiary, Mainland Sand & Gravel ULC, do not guarantee the Senior Notes or Senior Secured Credit Facilities. Summit LLC has pledged substantially all of its assets as collateral for the Senior Secured Credit Facilities.

On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the then outstanding $640.3 million principal amount of term loans thereunder. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. On November 21, 2017, Summit LLC entered into Amendment No. 2 to the Credit Agreement, which, among other things, extended the maturity date from 2022 to 2024 and reduced the applicable margin in respect of the $635.4 million outstanding principal amount of term loans thereunder. On May 22, 2018, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $633.8 million outstanding principal amount of term loans thereunder.

On June 1, 2017, the Issuers issued the 2025 Notes, which were issued at par value, resulting in proceeds of $295.4 million, net of related fees and expenses. Interest on the 2025 Notes is payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017.

On March 8, 2016, the Issuers issued $250.0 million in aggregate principal amount of 8.500% senior notes due April 15, 2022 (the “2022 Notes”). The 2022 Notes were issued at par and interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year commencing on October 15, 2016.

Cash Flows

The following table summarizes our net cash used in or provided by operating, investing and financing activities and our capital expenditures in the nine months ended September 29, 2018 and September 30, 2017:

	Summit Inc.
(in thousands)	September 29, 2018			September 30, 2017
Net cash (used in) provided by:
Operating activities	$	70,557		$	132,433
Investing activities	(351,996		)	(505,485		)
Financing activities	(36,765		)	516,008

Operating activities

During the nine months ended September 29, 2018, cash provided by operating activities was $70.6 million primarily as a result of:

• Net income of $55.0 million, increased by non-cash expenses, including $152.8 million of depreciation, depletion, amortization and accretion expense and $19.8 million of share-based compensation.

• Additional investment in inventory of $26.0 million consistent with the seasonality of our business for which our inventory levels typically increase in the first half of the year and begin to decrease during the third quarter.

• Billed and unbilled accounts receivable increased by $128.1 million in the first nine months of 2018 as a result of the seasonality of our business. The majority of our sales occur in the spring, summer and fall and we typically

36

incur an increase in accounts receivable (net billed and unbilled) during the second and third quarters of each year. This amount is typically converted to cash in the fourth and first quarters.  

• The timing of payments associated with accounts payable and accrued expenses of cash, which is consistent with the seasonality of our business whereby we build-up inventory levels and incur repairs and maintenance costs to ready the business for increased sales volumes in the summer and fall. These costs are typically incurred in the first half of the year and paid by year-end. In addition, we made $79.4 million of interest payments in the nine months ended September 29, 2018.  

During the nine months ended September 30, 2017, cash provided by operating activities was $132.4 million primarily as a result of:  

• Net income of $81.3 million, as well as $350.9 million of non-cash expenses, including $140.6 million of depreciation, depletion, amortization and accretion and $14.1 million of share-based compensation.  

• Additional investment in inventory of $12.8 million consistent with the seasonality of our business for which our inventory levels typically increase in the first half of the year and begin to decrease during the third quarter.

• Billed and unbilled accounts receivable increased by $130.6 million in the first nine months of 2017 as a result of the seasonality of our business. The majority of our sales occur in the spring, summer and fall and we typically incur an increase in accounts receivable (net billed and unbilled) during the second and third quarters of each year. This amount is typically converted to cash in the fourth and first quarters. 

• Deferred tax assets increased by $498.8 million as a result of the analysis of the realizability of our deferred tax assets offset by an increase in tax receivable agreement payment payable of $503.3 million.

• The timing of payments associated with accounts payable and accrued expenses of cash, which is consistent with the seasonality of our business whereby we build-up inventory levels and incur repairs and maintenance costs to ready the business for increased sales volumes in the summer and fall. These costs are typically incurred in the first half of the year and paid by year-end. In addition, we made $71.1 million of interest payments in the nine months ended September 30, 2017. 

Investing activities

During the nine months ended September 29, 2018, cash used for investing activities was $352.0 million, of which $210.9 million related to the 10 acquisitions completed in the period and $183.8 million was invested in capital expenditures, which was partially offset by $18.4 million of proceeds from asset sales. Additionally, in September 2018 we received $21.6 million of proceeds from the sale of a non-core business in the West segment.  

During the nine months ended September 30, 2017, cash used for investing activities was $505.5 million, of which $371.5 million related to the 14 acquisitions completed in the period and $147.5 million was invested in capital expenditures, which was partially offset by $13.3 million of proceeds from asset sales.

Financing activities

During the nine months ended September 29, 2018, cash used in financing activities was $36.8 million. We received $15.6 million of proceeds from stock option exercises and $64.5 million from proceeds from debt issuance, which was offset by $35.3 million of payments on acquisition-related liabilities and $79.0 million of payments on debt.

During the nine months ended September 30, 2017, cash provided by financing activities was $516.0 million, which was primarily composed of $237.6 million of net proceeds from the January 2017 issuance of 10,000,000 shares of Class A common stock and $295.4 million of proceeds from the 2025 Notes, net of related fees and expenses. We made $22.6 million of payments on acquisition related liabilities, and $5.9 million in payments for debt and capital issuance costs.

Cash paid for capital expenditures

We paid cash of approximately $183.8 million in capital expenditures in the nine months ended September 29, 2018 compared to $147.5 million in the nine months ended September 30, 2017.

We estimate that we will invest between $225.0 million and $235.0 million in capital expenditures in 2018, which we have funded or expect to fund through cash on hand, cash from operations, outside financing arrangements and available

37

borrowings under our revolving credit facility. We expect to complete a new aggregates plant in Vancouver by year end with total expenditures in 2018 of $24.0 million, of which approximately $5 million is expected to be paid in the fourth quarter of 2018. For the remainder of the year, we have acquired land reserves in Colorado and we will continue the construction of new plants in Georgia and Central Missouri and the development of a quarry in Virginia, investing over $10.0 million on these projects in the fourth quarter. The Central Missouri and Virginia projects will be complete by year end. We have completed the construction of a new cement terminal along the Mississippi River for a total investment of $6.8 million, of which $0.5 million will be paid in the fourth quarter. Additionally, we have spent approximately $12.0 million on new and upgraded asphalt plants in northeast Texas, Kansas and Utah.

Tax Receivable Agreement

When the Company purchases LP Units for cash or LP Units are exchanged for shares of Class A common stock, this results in increases in the Company’s share of the tax basis of the tangible and intangible assets of Summit Holdings. These increases in tax basis may increase, for tax purposes, depreciation and amortization deductions and therefore reduce the amount of tax that Summit Inc. would otherwise be required to pay in the future. In connection with our IPO, we entered into a TRA with the holders of the LP Units that provides for the payment by Summit Inc. to exchanging holders of LP Units of 85% of the benefits, if any, that Summit Inc. actually realizes (or, under certain circumstances such as an early termination of the TRA is deemed to realize) as a result of these increases in tax basis and certain other tax benefits related to entering into the TRA, including tax benefits attributable to payments under the TRA. The increases in tax basis as a result of an exchange of LP Units for shares of Class A common stock, as well as the amount and timing of any payments under the TRA, are difficult to accurately estimate, as they will vary depending on a number of factors, including the timing of the exchanges, the price of our Class A common stock at the time of the exchange, the extent to which the exchanges are taxable, the amount and timing of our income and the effective tax rate.

We anticipate funding payments under the TRA from cash flows from operations, available cash and available borrowings under our Senior Secured Revolving Credit Facilities. As of September 29, 2018, we had accrued $333.2 million as TRA liability in our consolidated financial statements. We do not expect significant payments on our TRA liability to occur within the next twelve months.

Based upon a $18.18 per share price of our Class A common stock, the closing price of our stock on the last trading day of the three months ended September 29, 2018, and a contractually defined discount rate of 3.11%, we estimate that if Summit Inc. were to exercise its right to terminate the TRA, the aggregate amount required to settle the TRA would be approximately $282.0 million. Estimating the amount and the timing of payments that may be made under the TRA is by its nature difficult and imprecise, insofar as the amounts payable depends on a variety of factors, including, but not limited to, the timing of future exchanges, our stock price at the date of the exchange and the timing of the generation of future taxable income. The increases in tax basis as a result of an exchange, as well as the amount and timing of any payments under the TRA, will vary depending on a variety of factors.

Commitments and contingencies

We are party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on our consolidated results of operations, financial position or liquidity. We record legal fees as incurred.

Environmental Remediation—Our operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. We regularly monitor and review its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of our business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities and noncompliance will not have a material adverse effect on our consolidated financial condition, results of operations or liquidity.

Other—We are obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations, and cash flows of the Company. The terms of the purchase commitments generally approximate one year.

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Off-Balance sheet arrangements

As of September 29, 2018, we had no material off-balance sheet arrangements.

New Accounting Pronouncements Not Yet Adopted

In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which reduces the accounting complexity of implementing a cloud computing service arrangement. The ASU aligns the capitalization of implementation costs among hosting arrangements and costs incurred to develop internal-use software. The ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted. We are compiling a list of our contracts and are beginning to assess the impact of adopting this ASU.

In August 2018, the FASB issued ASU No. 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans, which modifies the disclosure requirements for employer sponsored defined benefit and other postretirement benefits plans. The ASU is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Early adoption is permitted. We are evaluating the additional disclosure requirements and are beginning to assess the impact of adopting this ASU.

In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, increasing the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The adoption of this ASU is not expected to have a material impact on the consolidated financial statements.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, allowing more financial and nonfinancial hedging strategies to be eligible for hedge accounting. The ASU is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The adoption of this ASU is not expected to have a material impact on the consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which will result in lessees recognizing most leases on the balance sheet. Lessees are required to disclose more quantitative and qualitative information about their leases than current U.S. GAAP requires. The ASU and subsequent amendments issued in 2018, are effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. We have compiled our leases and are beginning to assess the impact of adopting this ASU. 

Non-GAAP Performance Measures

We evaluate our operating performance using metrics that we refer to as “Adjusted EBITDA,” “Adjusted Cash Gross Profit” and “Adjusted Cash Gross Profit Margin” which are not defined by U.S. GAAP and should not be considered as an alternative to earnings measures defined by U.S. GAAP. We define Adjusted EBITDA as EBITDA, adjusted to exclude accretion, loss on debt financings, gain on sale of business, transaction costs and certain non-cash and non-operating items. We define Adjusted Cash Gross Profit as operating income before general and administrative expenses, depreciation, depletion, amortization and accretion and transaction costs and Adjusted Cash Gross Profit Margin as Adjusted Cash Gross Profit as a percentage of net revenue.

We present Adjusted EBITDA, Adjusted Cash Gross Profit and Adjusted Cash Gross Profit Margin for the convenience of investment professionals who use such metrics in their analyses. The investment community often uses these metrics to assess the operating performance of a company’s business and to provide a consistent comparison of performance from period to period. We use these metrics, among others, to assess the operating performance of our individual segments and the consolidated company.

Non-GAAP financial measures are not standardized; therefore, it may not be possible to compare such financial measures with other companies’ non-GAAP financial measures having the same or similar names. We strongly encourage investors to review our consolidated financial statements in their entirety and not rely on any single financial measure.

The tables below reconcile our net income (loss) to EBITDA and Adjusted EBITDA and present Adjusted EBITDA by segment and reconcile operating income to Adjusted Cash Gross Profit for the periods indicated:

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Reconciliation of Net Income (Loss) to	Three months ended September 29, 2018
Adjusted EBITDA by Segment	West			East		Cement			Corporate			Consolidated
($ in thousands)
Net income (loss) (1)	$	61,021		$	37,351	$	35,326		$	(59,706	)	$	73,992
Interest expense (income) (1)	1,380			844		(1,709		)	28,374			28,889
Income tax expense	567			275		—			19,923			20,765
Depreciation, depletion and amortization	23,144			19,154		10,622			574			53,494
EBITDA	$	86,112		$	57,624	$	44,239		$	(10,835	)	$	177,140
Accretion	145			275		60			—			480
Gain on sale of business	(12,108		)	—		—			—			(12,108		)
Transaction costs	2			—		—			1,258			1,260
Non-cash compensation	—			—		—			5,643			5,643
Other	(235		)	406		—			(580		)	(409		)
Adjusted EBITDA (1)	$	73,916		$	58,305	$	44,299		$	(4,514	)	$	172,006

Reconciliation of Net Income (Loss) to	Nine months ended September 29, 2018
Adjusted EBITDA by Segment	West			East		Cement			Corporate			Consolidated
($ in thousands)
Net income (loss) (1)	$	97,625		$	42,128	$	61,687		$	(146,483	)	$	54,957
Interest expense (income) (1)	4,114			2,397		(4,794		)	84,899			86,616
Income tax expense	616			5		—			15,628			16,249
Depreciation, depletion and amortization	67,597			54,272		25,651			1,919			149,439
EBITDA	$	169,952		$	98,802	$	82,544		$	(44,037	)	$	307,261
Accretion	432			710		82			—			1,224
Loss on debt financings	—			—		—			149			149
Gain on sale of business	(12,108		)	—		—			—			(12,108		)
Transaction costs	(4		)	—		—			3,821			3,817
Non-cash compensation	—			—		—			19,833			19,833
Other (2)	(6,956		)	985		—			(1,345		)	(7,316		)
Adjusted EBITDA (1)	$	151,316		$	100,497	$	82,626		$	(21,579	)	$	312,860

Reconciliation of Net Income (Loss) to	Three months ended September 30, 2017
Adjusted EBITDA by Segment	West		East		Cement			Corporate			Consolidated
($ in thousands)
Net income (loss) (1)	$	54,839	$	37,617	$	36,056		$	(44,225	)	$	84,287
Interest expense (income) (1)	1,839		889		(1,011		)	27,204			28,921
Income tax expense (benefit)	889		—		—			(499,222		)	(498,333		)
Depreciation, depletion and amortization	18,697		17,416		11,751			619			48,483
EBITDA	$	76,264	$	55,922	$	46,796		$	(515,624	)	$	(336,642	)
Accretion	210		212		64			—			486
Tax receivable agreement expense	—		—		—			501,752			501,752
Transaction costs	14		—		—			2,567			2,581
Non-cash compensation	—		—		—			4,724			4,724
Other	149		263		—			(612		)	(200		)
Adjusted EBITDA (1)	$	76,637	$	56,397	$	46,860		$	(7,193	)	$	172,701

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Reconciliation of Net Income (Loss) to	Nine months ended September 30, 2017
Adjusted EBITDA by Segment	West		East			Cement			Corporate			Consolidated
($ in thousands)
Net income (loss) (1)	$	93,342	$	46,124		$	65,785		$	(123,984	)	$	81,267
Interest expense (income) (1)	5,586		2,503			(2,345		)	74,132			79,876
Income tax expense (benefit)	1,424		(21		)	—			(498,479		)	(497,076		)
Depreciation, depletion and amortization	51,389		49,343			29,702			1,940			132,374
EBITDA	$	151,741	$	97,949		$	93,142		$	(546,391	)	$	(203,559	)
Accretion	600		596			186			—			1,382
Loss on debt financings	—		—			—			190			190
Tax receivable agreement expense	—		—			—			503,277			503,277
Transaction costs	23		—			—			6,451			6,474
Non-cash compensation	—		—			—			14,148			14,148
Other	492		966			—			(1,804		)	(346		)
Adjusted EBITDA (1)	$	152,856	$	99,511		$	93,328		$	(24,129	)	$	321,566

(1) The reconciliation of net income (loss) to Adjusted EBITDA is based on the financial results of Summit Inc. and its subsidiaries, which was $0.2 million and $0.7 million less than Summit LLC and its subsidiaries in the three and nine months ended September 30, 2017, and $0.2 million and $0.5 million less in the three and nine months ended September 29, 2018, due to interest expense associated with a deferred consideration obligation, which is an obligation of Summit Holdings and is thus excluded from Summit LLC’s consolidated interest expense.

(2) In the nine months ended September 29, 2018, we negotiated a $6.9 million reduction in the amount of a contingent liability from one of our acquisitions. As we had passed the period to revise the opening balance sheet for this acquisition, the adjustment was recorded as other income.

Reconciliation of Working Capital	September 29, 2018			December 30, 2017
($ in thousands)
Total current assets	$	659,680		$	783,601
Less total current liabilities	(286,416		)	(249,975		)
Working capital	$	373,264		$	533,626

	Three months ended						Nine months ended
Reconciliation of Operating Income to Adjusted Cash Gross Profit	September 29, 2018			September 30, 2017			September 29, 2018			September 30, 2017
($ in thousands)
Operating income	$	108,167		$	113,911		$	133,921		$	163,571
General and administrative expenses	59,457			59,175			190,975			175,729
Depreciation, depletion, amortization and accretion	53,974			48,969			150,663			133,756
Transaction costs	1,260			2,581			3,817			6,474
Adjusted Cash Gross Profit (exclusive of items shown separately)	$	222,858		$	224,636		$	479,376		$	479,530
Adjusted Cash Gross Profit Margin (exclusive of items shown separately) (1)	35.7		%	39.1		%	32.7		%	36.6		%

(1) Adjusted Cash Gross Profit Margin, which we define as Adjusted Cash Gross Profit as a percentage of net revenue.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to certain market risks arising from transactions that are entered into in the normal course of business. Our operations are highly dependent upon the interest rate-sensitive construction industry as well as the general economic environment. These marketplaces could experience lower levels of economic activity in an environment of rising interest rates or escalating costs. For a discussion of quantitative and qualitative disclosures about market risk, please refer to the Annual Report from which our exposure to market risk has not materially changed.

41

ITEM  4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Summit Inc.

Summit Inc. maintains disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), that are designed to ensure that information required to be disclosed in Summit Inc.’s reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to Summit Inc.’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives. Summit Inc.’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of Summit Inc.’s disclosure controls and procedures as of September 29, 2018. Based upon that evaluation, Summit Inc.’s Chief Executive Officer and Chief Financial Officer concluded that, as of September 29, 2018, Summit Inc.’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Summit LLC

Summit LLC maintains disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in Summit LLC’s reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to Summit LLC’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives. Summit LLC’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of Summit LLC’s disclosure controls and procedures as of September 29, 2018. Based upon that evaluation, Summit LLC’s Chief Executive Officer and Chief Financial Officer concluded that, as of September 29, 2018, Summit LLC’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

Summit Inc.

There was no change in Summit Inc.’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during its last fiscal quarter that has materially affected, or is reasonably likely to materially affect, Summit Inc.’s internal control over financial reporting.

Summit LLC

There was no change in Summit LLC’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during its last fiscal quarter that has materially affected, or is reasonably likely to materially affect, Summit LLC’s internal control over financial reporting.

42

PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all current pending or threatened claims and litigation will not have a material effect on our results of operations, financial position or liquidity.

In March 2018, we were notified of an investigation by the Canadian Competition Bureau (the “CCB”) into pricing practices by certain asphalt paving contractors in British Columbia, including Winvan Paving, Ltd. (“Winvan”). We believe the investigation is focused on time periods prior to our April 2017 acquisition of Winvan and we are cooperating with the CCB. Although we currently do not believe this matter will have a material adverse effect on our business, financial condition or results of operations, we are not able to predict the ultimate outcome or cost of the investigation at this time.

ITEM  1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in the section entitled “Risk Factors” in the Annual Report, as updated by the information disclosed in the section entitled “Risk Factors” in our Q1 2018 10-Q, which could materially affect the Company’s business, financial condition, operating results or liquidity or future results. The risks described in the Annual Report and the Q1 2018 10-Q are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that it currently deems to be immaterial also may materially adversely affect its results of operations, financial condition or liquidity. There have been no material changes to the risk factors disclosed in the Annual Report, as updated by the Q1 2018 10-Q.  

ITEM  2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM  4. MINE SAFETY DISCLOSURES

The information concerning mine safety violations and other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is included in Exhibit 95.1 to this report.

ITEM  5. OTHER INFORMATION

None.

43

ITEM  6. EXHIBITS

3.1	Amended and Restated Certificate of Incorporation of Summit Materials, Inc. (incorporated by reference to Exhibit 3.1 to Summit Materials, Inc.’s Current Report on Form 8-K filed on March 17, 2015 (File No. 001-36873)).
3.2	Amended and Restated Bylaws of Summit Materials, Inc. (incorporated by reference to Exhibit 3.2 to Summit Materials, Inc.’s Current Report on Form 8-K filed on March 17, 2015 (File No. 001-36873).
3.3	Certificate of Formation of Summit Materials, LLC, as amended (incorporated by reference to Exhibit 3.1 to Summit Materials, LLC’s Registration Statement on Form S-4, filed March 27, 2013 (File No. 333-187556)).
3.4	Amended and Restated Limited Liability Company Agreement of Summit Materials, LLC (incorporated by reference to Exhibit 3.2 to Summit Materials, LLC’s Registration Statement on Form S-4, filed March 27, 2013 (File No. 333-187556)).
31.1*	Summit Materials, Inc.’s Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Summit Materials, Inc.’s Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.3*	Summit Materials, LLC’s Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.4*	Summit Materials, LLC’s Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Summit Materials, Inc.’s Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Summit Materials, Inc.’s Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.3**	Summit Materials, LLC’s Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.4**	Summit Materials, LLC’s Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
95.1*	Mine Safety Disclosures
99.1*	Summit Materials, LLC’s Unaudited Consolidated Financial Statements and Notes to Unaudited Consolidated Financial Statements.
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document

*     Filed herewith

**   Furnished herewith

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

44

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.

	SUMMIT MATERIALS, INC.
	SUMMIT MATERIALS, LLC
Date: November 6, 2018	By:	/s/ Thomas W. Hill
		Thomas W. Hill
		Chief Executive Officer
		(Principal Executive Officer)
Date: November 6, 2018	By:	/s/ Brian J. Harris
		Brian J. Harris
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

45

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Thomas W. Hill, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Summit Materials, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2018

/s/ Thomas W. Hill

Thomas W. Hill

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Brian J. Harris, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Summit Materials, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2018

/s/ Brian J. Harris

Brian J. Harris

Chief Financial Officer

(Principal Financial Officer)

EX-31.3

Exhibit 31.3

CERTIFICATION

I, Thomas W. Hill, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Summit Materials, LLC (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2018

/s/ Thomas W. Hill

Thomas W. Hill

Chief Executive Officer

(Principal Executive Officer)

EX-31.4

Exhibit 31.4

CERTIFICATION

I, Brian J. Harris, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Summit Materials, LLC (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2018

/s/ Brian J. Harris

Brian J. Harris

Chief Financial Officer

(Principal Financial Officer)

EX-32.1

Exhibit 32.1

Certification

Pursuant to 18 U.S.C. Section 1350

As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Summit Materials, Inc. (the “Company”) on Form 10-Q for the quarterly period ended September 29, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Thomas W. Hill, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(i) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2018

/s/ Thomas W. Hill

Thomas W. Hill

Chief Executive Officer

(Principal Executive Officer)

EX-32.2

Exhibit 32.2

Certification

Pursuant to 18 U.S.C. Section 1350

As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Summit Materials, Inc. (the “Company”) on Form 10-Q for the quarterly period ended September 29, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Brian J. Harris, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(i) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2018

/s/ Brian J. Harris

Brian J. Harris

Chief Financial Officer

(Principal Financial Officer)

EX-32.3

Exhibit 32.3

Certification

Pursuant to 18 U.S.C. Section 1350

As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Summit Materials, LLC (the “Company”) on Form 10-Q for the quarterly period ended September 29, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Thomas W. Hill, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(i) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2018

/s/ Thomas W. Hill

Thomas W. Hill

Chief Executive Officer

(Principal Executive Officer)

EX-32.4

Exhibit 32.4

Certification

Pursuant to 18 U.S.C. Section 1350

As adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Summit Materials, LLC (the “Company”) on Form 10-Q for the quarterly period ended September 29, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Brian J. Harris, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(i) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2018

/s/ Brian J. Harris

Brian J. Harris

Chief Financial Officer

(Principal Financial Officer)

EX-95.1

Exhibit 95.1

Mine Safety Disclosures

The operation of Summit Materials, Inc.’s and its subsidiaries’ (collectively, the “Company’s”) aggregates quarries and mines are subject to regulation by the federal Mine Safety and Health Administration (“MSHA”) under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”). MSHA inspects the Company’s quarries and mines on a regular basis and issues various citations and orders when it believes a violation has occurred under the Mine Act. Whenever MSHA issues a citation or order, it also generally proposes a civil penalty, or fine, related to the alleged violation. Citations or orders may be contested and appealed, and as part of that process, are often reduced in severity and amount, and are sometimes dismissed.

Under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”), the Company is required to present information regarding certain mining safety and health citations which MSHA has issued with respect to its aggregates mining operations in its periodic reports filed with the Securities and Exchange Commission (“SEC”). In evaluating this information, consideration should be given to factors such as: (i) the number of citations and orders will vary depending on the size of the quarry or mine and types of operations (underground or surface); (ii) the number of citations issued will vary from inspector to inspector and location to location; and (iii) citations and orders can be contested and appealed, and in that process, may be reduced in severity and amount, and are sometimes dismissed.

We have provided the information below in response to the rules and regulations of the SEC issued under Section 1503(a) of the Dodd-Frank Act. The disclosures reflect U.S. mining operations only, as the requirements of the Dodd-Frank Act and the SEC rules and regulations thereunder do not apply to our quarries and mines operated outside the United States.

The Company presents the following items regarding certain mining safety and health matters for the quarter ended September 29, 2018 as applicable (Appendix 1):

• Total number of violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard under Section 104 of the Mine Act for which the Company has received a citation from MSHA (hereinafter, “Section 104 S&S Citations”). If MSHA determines that a violation of a mandatory health or safety standard is likely to result in a reasonably serious injury or illness under the unique circumstance contributed to by the violation, MSHA will classify the violation as a “significant and substantial” violation (commonly referred to as a “S&S” violation). MSHA inspectors will classify each citation or order written as a “S&S” violation or not.

• Total number of orders issued under Section 104(b) of the Mine Act (hereinafter, “Section 104(b) Orders”). These orders are issued for situations in which MSHA determines a previous violation covered by a Section 104(a) citation has not been totally abated within the prescribed time period, so a further order is needed to require the mine operator to immediately withdraw all persons (except authorized persons) from the affected area of a quarry or mine.

• Total number of citations and orders for unwarrantable failure of the mine operator to comply with mandatory health or safety standards under Section 104(d) of the Mine Act (hereinafter, “Section 104(d) Citations and Orders”). These violations are similar to those described above, but the standard is that the violation could significantly and substantially contribute to the cause and effect of a safety or health hazard, but the conditions do not cause imminent danger, and the MSHA inspector finds that the violation is caused by an unwarranted failure of the operator to comply with the health and safety standards.

• Total number of flagrant violations under Section 110(b)(2) of the Mine Act (hereinafter, “Section 110(b)(2) Violations”). These violations are penalty violations issued if MSHA determines that violations are “flagrant”, for which civil penalties may be assessed. A “flagrant” violation means a reckless or repeated failure to make reasonable efforts to eliminate a known violation of a mandatory health or safety standard that substantially and proximately caused, or reasonably could have been expected to cause, death or serious bodily injury.

• Total number of imminent danger orders issued under Section 107(a) of the Mine Act (hereinafter, “Section 107(a) Orders”). These orders are issued for situations in which MSHA determines an imminent danger exists in the quarry or mine and results in orders of immediate withdrawal of all persons (except certain authorized persons) from the area of the quarry or mine affected by its condition until the imminent danger and the underlying conditions causing the imminent danger no longer exist.

• Total dollar value of proposed assessments from MSHA under the Mine Act. These are the amounts of proposed assessments issued by MSHA with each citation or order for the time period covered by the reports. Penalties are assessed by MSHA according to a formula that considers a number of factors, including the mine operator’s history, size, negligence, gravity of the violation, good faith in trying to correct the violation promptly, and the effect of the penalty on the operator’s ability to continue in business.

• Total number of mining-related fatalities. Mines subject to the Mine Act are required to report all fatalities occurring at their facilities unless the fatality is determined to be “non-chargeable” to the mining industry. The final rules of the SEC require disclosure of mining-related fatalities at mines subject to the Mine Act. Only fatalities determined by MSHA not to be mining-related may be excluded.

• Receipt of written notice from MSHA of a pattern (or a potential to have such a pattern) of violations of mandatory health or safety standards that are of such nature as could have significantly and substantially contributed to the cause and effect of other mine health or safety hazards under Section 104(e) of the Mine Act. If MSHA determines that a mine has a “pattern” of these types of violations, or the potential to have such a pattern, MSHA is required to notify the mine operator of the existence of such a thing.

• Legal actions before the Federal Mine Safety and Health Review Commission (the “Commission”) pending as of the last day of period.

• Legal actions before the Commission initiated during period.

• Legal actions before the Commission resolved during period.

The Commission is an independent adjudicative agency that provides administrative trial and appellate review of legal disputes arising under the Mine Act. The cases may involve, among other questions, challenges by operators to citations, orders and penalties they have received from MSHA, or complaints of discrimination by miners under Section 105 of the Mine Act. There were no legal actions pending before the Commission for any of the Company’s quarries or mines, as of or during the quarter ended September 29, 2018.

Appendix 1 follows.

Appendix 1

										Total				Received
					Total					Dollar		Total	Received	Written			Total
					Number of					Value of		Number of	Written	Notice of			Dollar		Number of
					Section 104	Section 104(b)	Section 104(d)			Proposed		Mining	Notice Under	Potential	Number of	Number of	Value of		Complaints of
				Number of	S&S	Citations and	Citations and	Section 110(b)(2)	Section 107(a)	MSHA		Related	Section 104(e)	Violation under	Contested	Contested	Penalties in		Discharge or
Name of Company	Name or Operation	MSHA ID	State	Inspections	Citation	Orders	Orders	Violations	Orders	Assessments		Fatalities	(yes/no)	104€ (yes/no)	Citations	Penalties	Contest		Discrimination
Alleyton Resources	4L Ranch	4104416	TX	—	—	—	—	—	—	$	—	—	No	No	—	—	$	—	—
Alleyton Resources	Altair Plant	4104375	TX	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Monahan	4104552	TX	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Potter Plant	4104987	TX	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Vox Plant	4105081	TX	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Duncan Plant	4105187	TX	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Smith Plant	4105210	TX	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Bailey Mine	3102289	NC	2	1	—	—	—	—		780	—	No	No	—	—		—	—
American Materials	Dupree Mine	3102282	NC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	IVANHOE PIT	3102011	NC	—	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Pinner Mine	3102105	NC	—	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Wade Mine	3102089	NC	—	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Black Creek Sand Mine	3800722	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	CAROLINA SAND INC. #230	3800621	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	CAROLINA SAND INC. #240	3800608	SC	1	1	—	—	—	—		825	—	No	No	—	—		—	—
American Materials	CAROLINA SAND INC. #250	3800673	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	DIXIANA MINE	3800125	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Richardson Mine	3800719	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Sumter County Sand	3800575	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Sumter County Sand	3800575	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Lynches River Quarry	3800715	SC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Austin Materials	Hays Quarry	4104514	TX	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Austin Materials	Ramming Pit	4104807	TX	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Boxley Materials	Boxley Aggregates-Blue Ridge Plant	4400014	VA	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Boxley Materials	Boxley Aggregates-Fieldale Plant	4400074	VA	1	—	—	—	—	—		—	—	No	No	—	—		—	—
Boxley Materials	Boxley Aggregates-Lawyers Rd Plt	4400015	VA	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Boxley Materials	Boxley Aggregates-Mt Athos Plant	4400106	VA	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Boxley Materials	Boxley Aggregates-Piney River Plant	4400035	VA	1	—	—	—	—	—		—	—	No	No	—	—		—	—

Boxley Materials	Boxley Aggregates-Rich Patch Quarry	4406897	VA	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	PSC1 - EXTEC 5000S Screen	4404196	VA	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Broad River Crushed Stone, LLC	901225	GA	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	McLanahan Crushed Stone	900050	GA	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	EDMUND MINE & MILL	3800124	SC	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boon Quarries East	2300078	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boon Quarries West	2300022	MO	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries-North Telsmith Plant	2301894	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Con-Agg LLC dba Boone Quarries	2302153	MO	1	2	—	—	—	—	971	—	No	No	—	—	—	—
Con-Agg of MO	Huntsville Quarry	2302004	MO	1	—	—	—	—	—	—	—	No	No	1	1	1,944	—
Con-Agg of MO	Plant # 65	2301922	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	plant # 80	2302071	MO	1	—	—	—	—	—	—	—	No	No	3	3	672	—
Con-Agg of MO	Plant # 81	2302296	MO	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Plant #83	2302338	MO	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Big Spring	2300951	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Houstonia	2302119	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Jeff City BQJC	2302221	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Millersburg	2300160	MO	1	2	—	—	—	—	118	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Riggs	2302099	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Tipton	2301586	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boonville Quarry	2300097	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Harrisburg Plant 671	301603	AR	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Jonesboro Plant 675	300566	AR	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Marshall Junction Quarry	2301253	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Marshall Quarry	2300099	MO	2	1	—	—	—	—	640	—	No	No	—	—	—	—
Con-Agg of MO	Mid-Missouri Limestone	2302009	MO	—	—	—	—	—	—	—	—	No	No	1	1	220	—
Con-Agg of MO	Mid-Missouri Limestone New Haven	2301765	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Mid-Missouri Limestone Reform	2301447	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Plant # 1	2301929	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Wesphalia	2301908	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Stoner Sand	2302014	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Concrete Supply	Oakland Sand River Plant	1401742	KS	1	1	—	—	—	—	163	—	No	No	—	—	—	—
Concrete Supply	Silver Lake Plant	1401702	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Continental Cement Company	Davenport Plant	1300125	IA	3	—	—	—	—	—	—	—	No	No	10	10	41,023	—
Continental Cement Company	Hannibal Plant	2300217	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Continental Cement Company	Hannibal Underground	2302434	MO	4	1	—	—	—	—	1,837	—	No	No	5	5	28,219	—
Continental Cement Company	Owensville Plant	2301038	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Durbin Quarry	1401719	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Grove	1401539	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Kingsbury	1400624	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Oxford Sand and Gravel	1400522	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Wichita Sand and Gravel	1400543	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—

Cornejo & Sons	Portable Plant #1	1401462	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #2	1401463	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #3	1401464	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #4	1400156	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #5	1401648	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	85.9	1401759	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Herington Airport	1401698	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant # 80002	1401583	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant # 80003	1401474	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant # 80010	1401687	KS	1	1	—	—	—	—	191	—	No	No	—	—	—	—
Hamm, Inc	Plant # 80011	1401470	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant # 80013	1401609	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant #80006	1401471	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant #80012	1401472	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm, Inc	Plant #81038	1401709	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Allen Co. Stone	1500063	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Barren Co Stone	1506863	KY	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Bassett Stone Company	1500004	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Bourbon Limestone Company	1518415	KY	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Casey Stone Company	1500012	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Cave Run Stone	1507194	KY	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Ewing Stone	4400234	VA	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Glass Sand and Gravel	1504261	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Hart County Stone Company	1500035	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Jellico Stone Company	4000057	TN	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Lake Cumberland Stone	1500099	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Monroe Co. Stone	1500101	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Natural Bridge Stone	1500075	KY	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Pulaski Stone Company	1519092	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Somerset Stone Company	1500094	KY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hinkle Contracting Company	Tipton Ridge Quarry	1500019	KY	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Black Canyon 2100	1002146	ID	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Crusher 2	504645	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Crusher 3	504593	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Crusher1	504296	CO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Extec S-5 Track Mounted Screen sn9617	502366	CO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Grey Goose	503869	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Highland Pit	4200941	UT	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	HP 300	504594	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	KC-Portable 2 (WY)	4801625	WY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	KC-Portable 3 (WY)	4801626	WY	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Maryland Creek	503800	CO	1	1	—	—	—	—	1,707	—	No	No	—	—	—	—

Kilgore Companies	Metso LT106Track Mounted Jaw Crusher	504872	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Mona Pit	4202212	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Parleys Stone	4202102	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 1	4202528	UT	1	7	—	—	—	—	3,236		—	No	No	—	—	—	—
Kilgore Companies	Portable 2	4201479	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Powerscreen 2100-2	1002147	ID	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Rental Plant 1	504616	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Roadrunner Screen	1001916	ID	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Stockton Pit	4202480	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Valley Pit	4200400	UT	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Washplant 1	504873	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Washplant 2`	504746	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Washplant 3	504565	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Washplant 4	503809	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	West Valley	4201980	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	ESG Portable 1	505047	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Kolberg Portable Belt & Grizzly	4202384	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Lewis & Lewis, Inc Pit #2	4801482	WY	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 3	4201823	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 4	4202465	UT	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable Crusher G	4202360	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable Crusher K	4202523	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	PORTABLE CRUSHER UNIT B	4201963	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable Crusher, Unit F	4202042	UT	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Sierra Ready Mix Quarry Site	2602594	NV	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Snowstorm Portable Plant	501013	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Unit A Portable	4201736	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
RK Hall Construction	Kirby Crusher #15	301958	AR	—	—	—	—	—	—	—		—	No	No	—	—	—	—
RK Hall Construction	Sawyer Plant	3401950	OK	1	—	—	—	—	—	—		—	No	No	—	—	—	—
RK Hall Construction	Pope's Point	3401930	OK	1	1	—	—	—	—	356		—	No	No	—	—	—	—
Troy Vines	Vines Portable Plant	4103607	TX	1	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Troy Vines	Vines Sand and Gravel	4103348	TX	1	—	—	—	—	—	—		—	No	No	—	—	—	—

EX-99.1

Exhibit 99.1

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Consolidated Balance Sheets

(In thousands)

	September 29,			December 30,
	2018			2017
	(unaudited)			(audited)
Assets
Current assets:
Cash and cash equivalents	$	64,930		$	383,556
Accounts receivable, net	301,670			198,330
Costs and estimated earnings in excess of billings	47,629			9,512
Inventories	229,761			184,439
Other current assets	15,690			7,764
Total current assets	659,680			783,601
Property, plant and equipment, less accumulated depreciation, depletion and amortization (September 29, 2018 - $748,265 and December 30, 2017 - $631,841)	1,751,810			1,615,424
Goodwill	1,148,588			1,037,320
Intangible assets, less accumulated amortization (September 29, 2018 - $7,819 and December 30, 2017 - $6,698)	18,892			16,833
Other assets	50,832			51,063
Total assets	$	3,629,802		$	3,504,241
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765		$	4,765
Current portion of acquisition-related liabilities	11,648			11,587
Accounts payable	141,480			100,637
Accrued expenses	114,488			116,274
Billings in excess of costs and estimated earnings	13,072			15,750
Total current liabilities	285,453			249,013
Long-term debt	1,808,190			1,810,833
Acquisition-related liabilities	25,185			52,239
Other noncurrent liabilities	121,717			100,562
Total liabilities	2,240,545			2,212,647
Commitments and contingencies (see note 10)
Member’s equity	1,390,726			1,359,760
Accumulated earnings (deficit)	17,402			(51,031		)
Accumulated other comprehensive loss	(18,871		)	(17,135		)
Total member’s interest	1,389,257			1,291,594
Total liabilities and member’s interest	$	3,629,802		$	3,504,241

See notes to unaudited consolidated financial statements.

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Unaudited Consolidated Statements of Operations

(In thousands)

	Three months ended						Nine months ended
	September 29,			September 30,			September 29,			September 30,
	2018			2017			2018			2017
Revenue:
Product	$	512,822		$	465,556		$	1,229,596		$	1,088,299
Service	112,195			108,831			234,572			223,500
Net revenue	625,017			574,387			1,464,168			1,311,799
Delivery and subcontract revenue	69,644			59,794			145,804			130,752
Total revenue	694,661			634,181			1,609,972			1,442,551
Cost of revenue (excluding items shown separately below):
Product	321,586			277,301			814,166			677,861
Service	80,573			72,450			170,626			154,408
Net cost of revenue	402,159			349,751			984,792			832,269
Delivery and subcontract cost	69,644			59,794			145,804			130,752
Total cost of revenue	471,803			409,545			1,130,596			963,021
General and administrative expenses	59,457			59,175			190,975			175,729
Depreciation, depletion, amortization and accretion	53,974			48,969			150,663			133,756
Transaction costs	1,260			2,581			3,817			6,474
Operating income	108,167			113,911			133,921			163,571
Interest expense	28,720			28,708			86,066			79,195
Loss on debt financings	—			—			149			190
Gain on sale of business	(12,108		)	—			(12,108		)	—
Other income, net	(3,371		)	(2,716		)	(11,942		)	(3,963		)
Income from operations before taxes	94,926			87,919			71,756			88,149
Income tax expense	4,499			5,286			3,323			6,543
Net income	90,427			82,633			68,433			81,606
Net income (loss) attributable to noncontrolling interest	—			59			—			(27		)
Net income attributable to member of Summit LLC	$	90,427		$	82,574		$	68,433		$	81,633

See notes to unaudited consolidated financial statements.

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Unaudited Consolidated Statements of Comprehensive Income

(In thousands)

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,			September 30,
	2018		2017		2018			2017
Net income	$	90,427	$	82,633	$	68,433		$	81,606
Other comprehensive income (loss):
Postretirement liability adjustment	—		—		—			413
Foreign currency translation adjustment	1,970		4,374		(3,179		)	8,498
Income on cash flow hedges	87		212		1,443			384
Other comprehensive income (loss):	2,057		4,586		(1,736		)	9,295
Comprehensive income	92,484		87,219		66,697			90,901
Less comprehensive income (loss) attributable to the noncontrolling interest in consolidated subsidiaries	—		59		—			(27		)
Comprehensive income attributable to member of Summit LLC	$	92,484	$	87,160	$	66,697		$	90,928

See notes to unaudited consolidated financial statements.

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Unaudited Consolidated Statements of Cash Flows

(In thousands)

	Nine months ended
	September 29,			September 30,
	2018			2017
Cash flow from operating activities:
Net income	$	68,433		$	81,606
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	152,279			139,953
Share-based compensation expense	19,833			14,148
Net gain on asset disposals	(27,261		)	(6,063		)
Non-cash loss on debt financings	—			85
Change in deferred tax asset, net	1,463			4,768
Other	873			(855		)
(Increase) decrease in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(90,481		)	(98,961		)
Inventories	(26,027		)	(12,835		)
Costs and estimated earnings in excess of billings	(37,643		)	(31,606		)
Other current assets	(6,819		)	6,043
Other assets	(1,217		)	(3,141		)
Increase (decrease) in operating liabilities, net of acquisitions and dispositions:
Accounts payable	24,392			37,705
Accrued expenses	(1,611		)	4,986
Billings in excess of costs and estimated earnings	(3,850		)	2,386
Other liabilities	(1,807		)	(5,324		)
Net cash provided by operating activities	70,557			132,895
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894		)	(371,479		)
Purchases of property, plant and equipment	(183,752		)	(147,478		)
Proceeds from the sale of property, plant and equipment	18,426			13,290
Proceeds from sale of business	21,564			—
Other	2,660			182
Net cash used for investing activities	(351,996		)	(505,485		)
Cash flow from financing activities:
Capital contributions by member	15,615			256,667
Capital issuance costs	—			(627		)
Proceeds from debt issuances	64,500			302,000
Debt issuance costs	(550		)	(5,317		)
Payments on debt	(79,027		)	(12,887		)
Payments on acquisition-related liabilities	(32,821		)	(20,116		)
Distributions	(2,569		)	(2,609		)
Other	(1,913		)	(845		)
Net cash (used in) provided by financing activities	(36,765		)	516,266
Impact of foreign currency on cash	(422		)	734
Net (decrease) increase in cash	(318,626		)	144,410
Cash and cash equivalents – beginning of period	383,556			142,672
Cash and cash equivalents – end of period	$	64,930		$	287,082

See notes to unaudited consolidated financial statements.

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Unaudited Consolidated Statements of Changes in Member’s Interest and Redeemable Noncontrolling Interest

(In thousands)

	Total Member’s Interest
							Accumulated
							other			Total
	Member’s			Accumulated			comprehensive			member’s
	equity			(deficit) earnings			loss			interest
Balance - December 30, 2017	$	1,359,760		$	(51,031	)	$	(17,135	)	$	1,291,594
Net contributed capital	15,615			—			—			15,615
Net income	—			68,433			—			68,433
Other comprehensive loss	—			—			(1,736		)	(1,736		)
Distributions	(2,569		)	—			—			(2,569		)
Share-based compensation	19,833			—			—			19,833
Other	(1,913		)	—			—			(1,913		)
Balance - September 29, 2018	$	1,390,726		$	17,402		$	(18,871	)	$	1,389,257

See notes to unaudited consolidated financial statements.

SUMMIT MATERIALS, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in tables in thousands)

1. SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.

Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.

Summit LLC is a wholly owned indirect subsidiary of Summit Materials Holdings L.P. (“Summit Holdings”), whose primary owner is Summit Materials, Inc. (“Summit Inc.”). Summit Inc. was formed as a Delaware corporation on September 23, 2014. Its sole material asset is a controlling equity interest in Summit Holdings. Pursuant to a reorganization into a holding company structure (the “Reorganization”) consummated in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries, including Summit LLC.

Summit Inc. Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of limited partnership interests in Summit Holdings (“LP Units”) and caused Summit Holdings to use a portion of the proceeds from the offering to acquire two materials-based companies for a combined purchase price of approximately $110 million in cash.

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2017. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.

Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of September 29, 2018, the results of operations for the three and nine months ended September 29, 2018 and September 30, 2017 and cash flows for the nine months ended September 29, 2018 and September 30, 2017.

Principles of Consolidation—The consolidated financial statements include the accounts of Summit LLC and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company attributes consolidated member’s interest and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. In October 2017, the Company acquired the 20% of Ohio Valley Asphalt, LLC held by noncontrolling interests, making it a wholly-owned subsidiary.

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-

lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.

Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in those states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been extended to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers.No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended September 29, 2018 and September 30, 2017.

Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants and underground storage space rental.

Products

We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, net of discounts or allowances, if any, and freight and delivery charges billed to customers. Freight and delivery charges associated with cement sales are recorded on a net basis together with freight costs within cost of sales. Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Aggregates and cement products are sold point-of-sale through purchase orders. When the product is sold on account, collectability typically occurs 30 to 60 days after the sale.  Revenue is recognized when cash is received from the customer at the point of sale or when the products are delivered or collected on site. There are no other timing implications that will create a contract asset or liability, and contract modifications are unlikely given the timing and nature of the transaction. Material sales are likely to have multiple performance obligations if the product is sold with delivery. In these instances, delivery most often occurs on the same day as the control of the product transfers to the customer. As a result, even in the case of multiple performance obligations, the performance obligations are satisfied concurrently and revenue is recognized simultaneously.

Services

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants, and underground storage space rental. Revenue from the receipt of waste fuels is recognized when the waste is accepted and a corresponding liability is recognized for the costs to process the waste into fuel for the manufacturing of cement or to ship the waste offsite for disposal in accordance with applicable regulations.

Collectability of service contracts is due reasonably after certain milestones in the contract are performed. Milestones vary by project, but are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress. The majority of the time, collection occurs within 90 days of billing and cash is received within the same fiscal year as services performed. On most projects, the customer will withhold a portion of the invoice for retainage, which may last longer than a year depending on the job.

Revenue derived from paving and related services is recognized using the percentage of completion method, which approximates progress towards completion. Under the percentage of completion method, we recognize paving and related services revenue as services are rendered. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. We estimate profit as the difference between total estimated revenue and total estimated cost of a contract and recognize that profit over the life of the contract based on input measures. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. We include revisions of estimated profits on contracts in

earnings under the cumulative catch-up method, under which the effect of revisions in estimates is recognized immediately. If a revised estimate of contract profitability reveals an anticipated loss on the contract, we recognize the loss in the period it is identified.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. Contract estimates involve various assumptions and projections relative to the outcome of future events over multiple periods, including future labor productivity and availability, the nature and complexity of the work to be performed, the cost and availability of materials, the effect of delayed performance, and the availability and timing of funding from the customer. These estimates are based on our best judgment. A significant change in one or more of these estimates could affect the profitability of one or more of our contracts. We review our contract estimates regularly to assess revisions in contract values and estimated costs at completion. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. No material adjustments to a contract were recognized in the three and nine months ended September 29, 2018.

We recognize claims when the amount of the claim can be estimated reliably and its realization is probable. In evaluating these criteria, we consider the contractual basis for the claim, the cause of any additional costs incurred, the reasonableness of those costs and the objective evidence available to support the claim.

When the contract includes variable consideration, we estimate the amount of consideration to which we will be entitled in exchange for transferring the promised goods or services to a customer. The amount of estimated variable consideration included in the transaction price is the amount for which it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Types of variable consideration include, but are not limited to, liquidated damages and other performance penalties and production and placement bonuses.

The majority of contract modifications relate to the original contract and are often an extension of the original performance obligation. Predominately modifications are not distinct from the terms in the original contract; therefore, they are considered part of a single performance obligation. We account for the modification using a cumulative catch-up adjustment. However, there are instances where goods or services in a modification are distinct from those transferred prior to the modification. In these situations, we account for the modifications as either a separate contract or prospectively depending on the facts and circumstances of the modification.

Generally, construction contracts contain mobilization costs which are categorized as costs to fulfill a contract. These costs are excluded from any measure of progress toward contract fulfillment. These costs do not result in the transfer of control of a good or service to the customer and are amortized over the life of the contract.

Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts on the percentage of completion method for which billings had not been presented to customers because the amounts were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at the balance sheet date are expected to be billed in following periods. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Contract assets and liabilities are netted on a contract-by-contract basis.

New Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which prescribes a five-step model for revenue recognition that replaced most existing revenue recognition guidance in U.S. GAAP. The ASU supersedes nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. We adopted this ASU in the first quarter of 2018 using the modified retrospective approach, which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the definition of a business. This ASU provides a screen to determine whether a group of assets constitutes a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated as acquisitions. If the screen is not met, this ASU (1) requires that to be considered a business, a set must

include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. We adopted this ASU in the first quarter of 2018 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

2. ACQUISITIONS AND DISPOSITIONS

Since its formation, the Company has completed numerous acquisitions, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29,	December 30,
	2018	2017
West	4	6
East (1)	6	8

_______________________________________________________________________

(1) In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

The purchase price allocation, primarily the valuation of property, plant and equipment for the 2018 acquisitions, as well as the 2017 acquisitions that occurred after September 30, 2017, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29,			December 30,
	2018			2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	527,290		$	305,374	$	204,656	$	1,037,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	580,608		$	363,324	$	204,656	$	1,148,588

_______________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

The Company’s intangible assets are primarily composed of goodwill, lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Amortization expense totaled $0.5 million and $1.1 million for the three and nine months ended September 29, 2018, respectively, and $0.3 million and $1.0 million for the three and nine months ended September 30, 2017, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

3. REVENUE RECOGNITION

We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.

Revenue by product for the three and nine months ended September 29, 2018 and September 30, 2017 is as follows:

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Revenue by product*:
Aggregates	$	109,621	$	90,594	$	280,761	$	236,437
Cement	87,909		94,915		197,439		213,243
Ready-mix concrete	164,866		139,934		447,490		361,824
Asphalt	125,153		115,917		231,666		218,934
Paving and related services	146,477		136,445		288,119		270,449
Other	60,635		56,376		164,497		141,664
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Revenue from liquid asphalt terminals is included in asphalt revenue.

The following table outlines the significant changes in contract assets and contract liability balances from December 30, 2017 to September 29, 2018. Also included in the table is the net change in estimate as a percentage of aggregate revenue for such contracts:

	Costs and estimated			Billings in excess
	earnings in			of costs and
	excess of billings			estimated earnings
Balance - December 30, 2017	$	9,512		$	15,750
Changes in revenue billed, contract price or cost estimates	37,643			(3,850		)
Acquisitions	483			1,179
Other	(9		)	(7		)
Balance - September 29, 2018	$	47,629		$	13,072

Accounts receivable, net consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29,			December 30,
	2018			2017
Trade accounts receivable	$	220,540		$	137,696
Construction contract receivables	70,626			49,832
Retention receivables	15,144			14,973
Receivables from related parties	297			468
Accounts receivable	306,607			202,969
Less: Allowance for doubtful accounts	(4,937		)	(4,639		)
Accounts receivable, net	$	301,670		$	198,330

Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.

4. INVENTORIES

Inventories consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Aggregate stockpiles	$	158,476	$	126,791
Finished goods	37,917		34,667
Work in process	10,028		7,729
Raw materials	23,340		15,252
Total	$	229,761	$	184,439

5. ACCRUED EXPENSES

Accrued expenses consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Interest	$	23,267	$	24,095
Payroll and benefits	25,569		33,915
Capital lease obligations	14,955		19,276
Insurance	14,580		11,455
Non-income taxes	14,865		7,467
Professional fees	960		1,717
Other (1)	20,292		18,349
Total	$	114,488	$	116,274

_______________________________________________________________________

(1) Consists primarily of subcontractor and working capital settlement accruals.

6. DEBT

Debt consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Term Loan, due 2024:
$630.6 million and $635.4 million, net of $1.4 million and $1.6 million discount at September 29, 2018 and December 30, 2017, respectively	$	629,210	$	633,805
8 1/2% Senior Notes, due 2022	250,000		250,000
6 1/8% Senior Notes, due 2023:
$650.0 million, net of $1.2 million and $1.4 million discount at September 29, 2018 and December 30, 2017, respectively	648,831		648,650
5 1⁄8% Senior Notes, due 2025	300,000		300,000
Total	1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	$	1,823,276	$	1,827,690

The contractual payments of long-term debt, including current maturities, for the five years subsequent to September 29, 2018, are as follows:

2018 (three months)	$	—
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569		)
Less: Capitalized loan costs	(15,086		)
Total debt	$	1,812,955

Senior Notes—On June 1, 2017, Summit LLC and Summit Materials Finance Corp., an indirect wholly-owned subsidiary of Summit LLC (“Finance Corp.” and together with Summit LLC, the “Issuers”) issued $300.0 million of 5.125% senior notes due June 1, 2025 (the “2025 Notes”). The 2025 Notes were issued at 100.0% of their par value with proceeds of $295.4 million, net of related fees and expenses. The 2025 Notes were issued under an indenture dated June 1, 2017 (as amended and supplemented, the “2017 Indenture”). The 2017 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries

as unrestricted subsidiaries. The 2017 Indenture also contains customary events of default. Interest on the 2025 Notes is payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017.

In 2016, the Issuers issued $250.0 million of 8.500% senior notes due April 15, 2022 (the “2022 Notes”).  The 2022 Notes were issued at 100.0% of their par value with proceeds of $246.3 million, net of related fees and expenses. The 2022 Notes were issued under an indenture dated March 8, 2016, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year. 

In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the “2023 Notes” and collectively with the 2022 Notes and the 2025 Notes, the “Senior Notes”). Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated July 8, 2015, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year.

As of September 29, 2018 and December 30, 2017, the Company was in compliance with all financial covenants under the applicable indentures.

Senior Secured Credit Facilities— Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of the refinanced aggregate amount of term debt are due on the last business day of each March, June, September and December, commencing with the March 2018 payment. The unpaid principal balance is due in full on the maturity date, which is November 21, 2024.

On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”), which, among other things, reduced the applicable margin in respect of the then outstanding $640.3 million principal amount of term loans thereunder. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. On November 21, 2017, Summit LLC entered into Amendment No. 2 to the Credit Agreement, which, among other things, extended the maturity date from 2022 to 2024 and reduced the applicable margin in respect of the $635.4 million outstanding principal amount of term loans thereunder. On May 22, 2018, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $633.8 million outstanding principal amount of term loans thereunder.

The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.25% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.00% for LIBOR rate loans.

There were no outstanding borrowings under the revolving credit facility as of September 29, 2018 and December 30, 2017, leaving remaining borrowing capacity of $219.6 million as of September 29, 2018, which is net of $15.4 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects and the Company’s insurance liabilities.

Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of September 29, 2018 and December 30, 2017, Summit LLC was in compliance with all financial covenants.

Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

The following table presents the activity for the deferred financing fees for the nine months ended September 29, 2018 and September 30, 2017:

	Deferred financing fees
Balance - December 30, 2017	$	19,033
Loan origination fees	550
Amortization	(3,074		)
Balance - September 29, 2018	$	16,509
Balance - December 31, 2016	$	18,290
Loan origination fees	5,317
Amortization	(2,945		)
Write off of deferred financing fees	(45		)
Balance - September 30, 2017	$	20,617

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.4 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of September 29, 2018 or December 30, 2017.

7. INCOME TAXES

Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its parent company and is generally not subject to federal or state income tax. However, certain subsidiary entities file federal, state and Canadian income tax returns due to their status as taxable entities in the respective jurisdiction. The effective income tax rate for the C Corporations differs from the statutory federal rate primarily due to (1) tax depletion expense in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates and (3) various other items, such as limitations on meals and entertainment and other costs.  The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.

As of September 29, 2018 and December 30, 2017, the Company had not recognized any liabilities for uncertain tax positions. The Company records interest and penalties as a component of the income tax provision. No material interest or penalties were recognized in income tax expense during the three and nine months ended September 29, 2018 and September 30, 2017.

8. MEMBERS’ INTEREST

Summit Inc.’s Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of LP Units.

Accumulated other comprehensive income (loss) —The changes in each component of accumulated other comprehensive income (loss) consisted of the following:

										Accumulated
				Foreign currency						other
	Change in			translation			Cash flow hedge			comprehensive
	retirement plans			adjustments			adjustments			(loss) income
Balance - December 30, 2017	$	(6,053	)	$	(10,022	)	$	(1,060	)	$	(17,135	)
Foreign currency translation adjustment	—			(3,179		)	—			(3,179		)
Income on cash flow hedges	—			—			1,443			1,443
Balance - September 29, 2018	$	(6,053	)	$	(13,201	)	$	383		$	(18,871	)
Balance - December 31, 2016	$	(7,181	)	$	(17,790	)	$	(2,473	)	$	(27,444	)
Postretirement liability adjustment	413			—			—			413
Foreign currency translation adjustment	—			8,498			—			8,498
Income on cash flow hedges	—			—			384			384
Balance - September 30, 2017	$	(6,768	)	$	(9,292	)	$	(2,089	)	$	(18,149	)

9. SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information is as follows:

	Nine months ended
	September 29, 2018		September 30, 2017
Cash payments:
Interest	$	79,367	$	71,117
Income taxes	3,362		1,841

10. COMMITMENTS AND CONTINGENCIES

The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or liquidity. The Company records legal fees as incurred.

Environmental Remediation and Site Restoration—The Company’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.

The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of September 29, 2018 and December 30, 2017, $24.5 million and $20.5 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $3.9 million and $3.9 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of September 29, 2018 and December 30, 2017 were $84.0 million and $67.9 million, respectively.

Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.

11. FAIR VALUE

Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.

The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The interest rate derivative expires in September 2019. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018		December 30, 2017
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	3,011	$	594
Cash flow hedges	—		488
Acquisition-related liabilities and Other noncurrent liabilities
Contingent consideration	$	3,774	$	34,301
Cash flow hedges	—		492

The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 10% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges is based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material valuation adjustments to contingent consideration or derivatives as of September 29, 2018 and September 30, 2017.

Financial Instruments—The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018				December 30, 2017
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 2
Long-term debt(1)	$	1,837,273	$	1,828,041	$	1,893,239	$	1,832,455
Level 3
Current portion of deferred consideration and noncompete obligations(2)	8,637		8,637		10,993		10,993
Long term portion of deferred consideration and noncompete obligations(3)	21,411		21,411		17,938		17,938

(1) $4.8 million was included in current portion of debt as of September 29, 2018 and December 30, 2017.

(2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets.

(3) Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.

Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.

12. SEGMENT INFORMATION

The Company has three operating segments: West, East, and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.

The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts.

The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements.

The following tables display selected financial data for the Company’s reportable business segments as of September 29, 2018 and December 30, 2017 and for the three and nine months ended September 29, 2018 and September 30, 2017:

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Revenue*:
West	$	367,912	$	327,917	$	871,338	$	746,991
East	232,777		204,990		525,270		466,222
Cement	93,972		101,274		213,364		229,338
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.

	Three months ended						Nine months ended
	September 29,			September 30,			September 29,			September 30,
	2018			2017			2018			2017
Income from operations before taxes	$	94,926		$	87,919		$	71,756		$	88,149
Interest expense	28,720			28,708			86,066			79,195
Depreciation, depletion and amortization	53,494			48,483			149,439			132,374
Accretion	480			486			1,224			1,382
Loss on debt financings	—			—			149			190
Gain on sale of business	(12,108		)	—			(12,108		)	—
Transaction costs	1,260			2,581			3,817			6,474
Non-cash compensation	5,643			4,724			19,833			14,148
Other	(409		)	(200		)	(7,316		)	(346		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566
Total Adjusted EBITDA by Segment:
West	$	73,916		$	76,637		$	151,316		$	152,856
East	58,305			56,397			100,497			99,511
Cement	44,299			46,860			82,626			93,328
Corporate and other	(4,514		)	(7,193		)	(21,579		)	(24,129		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566

	Nine months ended
	September 29, 2018		September 30, 2017
Purchases of property, plant and equipment
West	$	104,217	$	64,257
East	51,968		52,920
Cement	21,621		25,306
Total reportable segments	177,806		142,483
Corporate and other	5,946		4,995
Total purchases of property, plant and equipment	$	183,752	$	147,478

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Depreciation, depletion, amortization and accretion:
West	$	23,289	$	18,907	$	68,029	$	51,989
East	19,429		17,628		54,982		49,939
Cement	10,682		11,815		25,733		29,888
Total reportable segments	53,400		48,350		148,744		131,816
Corporate and other	574		619		1,919		1,940
Total depreciation, depletion, amortization and accretion	$	53,974	$	48,969	$	150,663	$	133,756

	September 29, 2018		December 30, 2017
Total assets:
West	$	1,422,966	$	1,225,463
East	1,229,567		1,035,609
Cement	899,077		870,652
Total reportable segments	3,551,610		3,131,724
Corporate and other	78,192		372,517
Total	$	3,629,802	$	3,504,241

13. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION

Summit LLC’s domestic wholly-owned subsidiary companies other than Finance Corp. are named as guarantors (collectively, the “Guarantors”) of the Senior Notes. Finance Corp. does not and will not have any assets or operations other than as may be incidental to its activities as a co-issuer of the Senior Notes and other indebtedness. Certain other partially-owned subsidiaries and a non-U.S. entity do not guarantee the Senior Notes (collectively, the “Non-Guarantors”). The Guarantors provide a joint and several, full and unconditional guarantee of the Senior Notes.

There are no significant restrictions on Summit LLC’s ability to obtain funds from any of the Guarantor Subsidiaries in the form of dividends or loans. Additionally, there are no significant restrictions on a Guarantor Subsidiary’s ability to obtain funds from Summit LLC or its direct or indirect subsidiaries.

The following condensed consolidating balance sheets, statements of operations and cash flows are provided for the Issuers, the wholly-owned guarantors and the Non-Guarantors.

Earnings from subsidiaries are included in other income in the condensed consolidated statements of operations below. The financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the guarantor or non-guarantor subsidiaries operated as independent entities.

Condensed Consolidating Balance Sheets

September 29, 2018

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	75,529	$	1,946	$	3,707	$	(16,252	)	$	64,930
Accounts receivable, net	289		279,071		22,489		(179		)	301,670
Intercompany receivables	523,663		509,313		—		(1,032,976		)	—
Cost and estimated earnings in excess of billings	—		45,732		1,897		—			47,629
Inventories	—		227,047		2,714		—			229,761
Other current assets	1,758		12,986		946		—			15,690
Total current assets	601,239		1,076,095		31,753		(1,049,407		)	659,680
Property, plant and equipment, net	12,556		1,678,923		60,331		—			1,751,810
Goodwill	—		1,089,169		59,419		—			1,148,588
Intangible assets, net	—		18,892		—		—			18,892
Other assets	3,219,616		160,131		1,449		(3,330,364		)	50,832
Total assets	$	3,833,411	$	4,023,210	$	152,952	$	(4,379,771	)	$	3,629,802
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765	$	—	$	—	$	—		$	4,765
Current portion of acquisition-related liabilities	—		11,648		—		—			11,648
Accounts payable	4,580		121,519		15,560		(179		)	141,480
Accrued expenses	42,095		85,922		2,723		(16,252		)	114,488
Intercompany payables	580,768		438,378		13,830		(1,032,976		)	—
Billings in excess of costs and estimated earnings	—		12,417		655		—			13,072
Total current liabilities	632,208		669,884		32,768		(1,049,407		)	285,453
Long-term debt	1,808,190		—		—		—			1,808,190
Acquisition-related liabilities	—		25,185		—		—			25,185
Other noncurrent liabilities	3,756		213,054		76,225		(171,318		)	121,717
Total liabilities	2,444,154		908,123		108,993		(1,220,725		)	2,240,545
Total member's interest	1,389,257		3,115,087		43,959		(3,159,046		)	1,389,257
Total liabilities and member’s interest	$	3,833,411	$	4,023,210	$	152,952	$	(4,379,771	)	$	3,629,802

Condensed Consolidating Balance Sheets

December 30, 2017

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	370,741	$	10,254	$	14,933	$	(12,372	)	$	383,556
Accounts receivable, net	—		183,139		15,191		—			198,330
Intercompany receivables	573,301		484,747		—		(1,058,048		)	—
Cost and estimated earnings in excess of billings	—		9,264		248		—			9,512
Inventories	—		180,283		4,156		—			184,439
Other current assets	1,167		6,354		243		—			7,764
Total current assets	945,209		874,041		34,771		(1,070,420		)	783,601
Property, plant and equipment, net	9,259		1,569,118		37,047		—			1,615,424
Goodwill	—		976,206		61,114		—			1,037,320
Intangible assets, net	—		16,833		—		—			16,833
Other assets	2,890,674		162,711		1,271		(3,003,593		)	51,063
Total assets	$	3,845,142	$	3,598,909	$	134,203	$	(4,074,013	)	$	3,504,241
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765	$	—	$	—	$	—		$	4,765
Current portion of acquisition-related liabilities	—		11,587		—		—			11,587
Accounts payable	3,976		89,912		6,749		—			100,637
Accrued expenses	47,047		79,372		2,227		(12,372		)	116,274
Intercompany payables	684,057		369,918		4,073		(1,058,048		)	—
Billings in excess of costs and estimated earnings	—		15,349		401		—			15,750
Total current liabilities	739,845		566,138		13,450		(1,070,420		)	249,013
Long-term debt	1,810,833		—		—		—			1,810,833
Acquisition-related liabilities	—		52,239		—		—			52,239
Other noncurrent liabilities	2,870		193,801		75,209		(171,318		)	100,562
Total liabilities	2,553,548		812,178		88,659		(1,241,738		)	2,212,647
Total member's interest	1,291,594		2,786,731		45,544		(2,832,275		)	1,291,594
Total liabilities and member’s interest	$	3,845,142	$	3,598,909	$	134,203	$	(4,074,013	)	$	3,504,241

Condensed Consolidating Statements of Operations

For the three months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	668,145		$	28,064		$	(1,548	)	$	694,661
Cost of revenue (excluding items shown separately below)	—			452,394			20,957			(1,548		)	471,803
General and administrative expenses	10,951			46,910			2,856			—			60,717
Depreciation, depletion, amortization and accretion	574			52,213			1,187			—			53,974
Operating (loss) income	(11,525		)	116,628			3,064			—			108,167
Other income, net	(132,382		)	(3,019		)	(236		)	132,266			(3,371		)
Interest expense (income)	29,396			(1,882		)	1,206			—			28,720
Gain on sale of business	—			(12,108		)	—			—			(12,108		)
Income from operations before taxes	91,461			133,637			2,094			(132,266		)	94,926
Income tax expense	1,034			2,898			567			—			4,499
Net income attributable to member of Summit Materials, LLC	$	90,427		$	130,739		$	1,527		$	(132,266	)	$	90,427
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	92,484		$	130,652		$	(443	)	$	(130,209	)	$	92,484

Condensed Consolidating Statements of Operations

For the nine months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,548,960		$	65,597		$	(4,585	)	$	1,609,972
Cost of revenue (excluding items shown separately below)	—			1,087,150			48,031			(4,585		)	1,130,596
General and administrative expenses	45,175			141,372			8,245			—			194,792
Depreciation, depletion, amortization and accretion	1,919			145,135			3,609			—			150,663
Operating (loss) income	(47,094		)	175,303			5,712			—			133,921
Other (income) loss, net	(204,677		)	(10,563		)	(87		)	203,534			(11,793		)
Interest expense (income)	87,924			(5,447		)	3,589			—			86,066
Gain on sale of business	—			(12,108		)	—			—			(12,108		)
Income from operations before taxes	69,659			203,421			2,210			(203,534		)	71,756
Income tax expense	1,226			1,481			616			—			3,323
Net income attributable to member of Summit Materials, LLC	$	68,433		$	201,940		$	1,594		$	(203,534	)	$	68,433
Comprehensive income attributable to member of Summit Materials, LLC	$	66,697		$	200,497		$	4,773		$	(205,270	)	$	66,697

Condensed Consolidating Statements of Operations

For the three months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	606,046		$	29,608		$	(1,473	)	$	634,181
Cost of revenue (excluding items shown separately below)	—			389,716			21,302			(1,473		)	409,545
General and administrative expenses	15,011			44,373			2,372			—			61,756
Depreciation, depletion, amortization and accretion	619			47,032			1,318			—			48,969
Operating (loss) income	(15,630		)	124,925			4,616			—			113,911
Other income, net	(126,386		)	(1,569		)	(245		)	125,484			(2,716		)
Interest expense (income)	28,182			(670		)	1,196			—			28,708
Income from operations before taxes	82,574			127,164			3,665			(125,484		)	87,919
Income tax expense	—			4,397			889			—			5,286
Net income	82,574			122,767			2,776			(125,484		)	82,633
Net income attributable to noncontrolling interest	—			—			—			59			59
Net income attributable to member of Summit Materials, LLC	$	82,574		$	122,767		$	2,776		$	(125,543	)	$	82,574
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	87,160		$	122,555		$	(1,598	)	$	(120,957	)	$	87,160

Condensed Consolidating Statements of Operations

For the nine months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,384,956		$	62,230		$	(4,635	)	$	1,442,551
Cost of revenue (excluding items shown separately below)	—			922,024			45,632			(4,635		)	963,021
General and administrative expenses	44,718			131,770			5,715			—			182,203
Depreciation, depletion, amortization and accretion	1,940			128,851			2,965			—			133,756
Operating (loss) income	(46,658		)	202,311			7,918			—			163,571
Other income, net	(204,877		)	(1,561		)	(500		)	203,165			(3,773		)
Interest expense (income)	76,586			(533		)	3,142			—			79,195
Income from operations before taxes	81,633			204,405			5,276			(203,165		)	88,149
Income tax expense	—			5,119			1,424			—			6,543
Net income	81,633			199,286			3,852			(203,165		)	81,606
Net loss attributable to noncontrolling interest	—			—			—			(27		)	(27		)
Net income attributable to member of Summit Materials, LLC	$	81,633		$	199,286		$	3,852		$	(203,138	)	$	81,633
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	90,928		$	198,489		$	(4,646	)	$	(193,843	)	$	90,928

Condensed Consolidating Statements of Cash Flows

For the nine months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(107,736	)	$	173,597		$	4,696		$	—		$	70,557
Cash flow from investing activities:
Acquisitions, net of cash acquired	—			(210,894		)	—			—			(210,894		)
Purchase of property, plant and equipment	(5,946		)	(156,016		)	(21,790		)	—			(183,752		)
Proceeds from the sale of property, plant, and equipment	—			18,257			169			—			18,426
Proceeds from the sale of a business	—			21,564			—			—			21,564
Other	—			2,660			—			—			2,660
Net cash used for investing activities	(5,946		)	(324,429		)	(21,621		)	—			(351,996		)
Cash flow from financing activities:
Proceeds from investment by member	(112,386		)	128,001			—			—			15,615
Net proceeds from debt issuance	64,500			—			—			—			64,500
Loans received from and payments made on loans from other Summit Companies	(60,387		)	58,052			6,215			(3,880		)	—
Payments on long-term debt	(69,265		)	(9,701		)	(61		)	—			(79,027		)
Payments on acquisition-related liabilities	—			(32,821		)	—			—			(32,821		)
Debt issuance costs	(550		)	—			—			—			(550		)
Distributions from partnership	(2,569		)	—			—			—			(2,569		)
Other	(873		)	(1,007		)	(33		)	—			(1,913		)
Net cash (used in) provided by financing activities	(181,530		)	142,524			6,121			(3,880		)	(36,765		)
Impact of cash on foreign currency	—			—			(422		)	—			(422		)
Net decrease in cash	(295,212		)	(8,308		)	(11,226		)	(3,880		)	(318,626		)
Cash — Beginning of period	370,741			10,254			14,933			(12,372		)	383,556
Cash — End of period	$	75,529		$	1,946		$	3,707		$	(16,252	)	$	64,930

Condensed Consolidating Statements of Cash Flows

For the nine months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(92,840	)	$	198,890		$	26,845		$	—		$	132,895
Cash flow from investing activities:
Acquisitions, net of cash acquired	(24,538		)	(321,340		)	(25,601		)	—			(371,479		)
Purchase of property, plant and equipment	(4,994		)	(137,505		)	(4,979		)	—			(147,478		)
Proceeds from the sale of property, plant, and equipment	—			13,231			59			—			13,290
Other	—			182			—			—			182
Net cash used for investing activities	(29,532		)	(445,432		)	(30,521		)	—			(505,485		)
Cash flow from financing activities:
Proceeds from investment by member	(3,409		)	249,359			10,717			—			256,667
Capital issuance costs	(627		)	—			—			—			(627		)
Net proceeds from debt issuance	302,000			—			—			—			302,000
Loans received from and payments made on loans from other Summit Companies	(10,787		)	20,975			(6,282		)	(3,906		)	—
Payments on long-term debt	(6,874		)	(6,009		)	(4		)	—			(12,887		)
Payments on acquisition-related liabilities	—			(20,116		)	—			—			(20,116		)
Financing costs	(5,317		)	—			—			—			(5,317		)
Distributions from partnership	(2,609		)	—			—			—			(2,609		)
Other	(536		)	(288		)	(21		)	—			(845		)
Net cash provided by financing activities	271,841			243,921			4,410			(3,906		)	516,266
Impact of cash on foreign currency	—			—			734			—			734
Net increase (decrease) in cash	149,469			(2,621		)	1,468			(3,906		)	144,410
Cash — Beginning of period	133,862			4,820			14,656			(10,666		)	142,672
Cash — End of period	$	283,331		$	2,199		$	16,124		$	(14,572	)	$	287,082

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 29, 2018	Nov. 01, 2018
Document Information [Line Items]
Entity Registrant Name	Summit Materials, Inc.
Entity Central Index Key	0001621563
Document Type	10-Q
Document Period End Date	Sep. 29, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-29
Entity Filer Category	Large Accelerated Filer
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q3
Common Class A
Document Information [Line Items]
Entity common stock, shares outstanding (in shares)		111,656,101
Class B Common Stock
Document Information [Line Items]
Entity common stock, shares outstanding (in shares)		99
Summit Materials, LLC
Document Information [Line Items]
Entity Registrant Name	Summit Materials, LLC
Entity Central Index Key	0001571371
Document Type	10-Q
Document Period End Date	Sep. 29, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-29
Entity Filer Category	Non-accelerated Filer
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q3

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017
Current assets:
Cash and cash equivalents	$ 64,930	$ 383,556
Accounts receivable, net	301,670	198,330
Costs and estimated earnings in excess of billings	47,629	9,512
Inventories	229,761	184,439
Other current assets	15,690	7,764
Total current assets	659,680	783,601
Property, plant and equipment, less accumulated depreciation, depletion and amortization (September 29, 2018 - $748,265 and December 30, 2017 - $631,841)	1,751,810	1,615,424
Goodwill	1,147,588	1,036,320
Intangible assets, less accumulated amortization (September 29, 2018 - $7,819 and December 30, 2017 - $6,698)	18,892	16,833
Deferred tax assets, less valuation allowance (September 29, 2018 and December 30, 2017 - $1,675)	267,532	284,092
Other assets	50,832	51,063
Total assets	3,896,334	3,787,333
Current liabilities:
Current portion of debt	4,765	4,765
Current portion of acquisition-related liabilities	14,148	14,087
Accounts payable	140,174	98,744
Accrued expenses	114,257	116,629
Billings in excess of costs and estimated earnings	13,072	15,750
Total current liabilities	286,416	249,975
Long-term debt	1,808,190	1,810,833
Acquisition-related liabilities	29,129	58,135
Tax receivable agreement liability	333,152	331,340
Other noncurrent liabilities	80,577	65,329
Total liabilities	2,537,464	2,515,612
Commitments and contingencies (see note 11)
Stockholders’ equity:
Additional paid-in capital	1,188,707	1,154,220
Accumulated earnings	148,902	95,833
Accumulated other comprehensive income	6,134	7,386
Stockholders’ equity	1,344,860	1,258,543
Noncontrolling interest in Summit Holdings	14,010	13,178
Total stockholders’ equity	1,358,870	1,271,721
Total liabilities and stockholders’ equity	3,896,334	3,787,333
Summit Materials, LLC
Current assets:
Cash and cash equivalents	64,930	383,556
Accounts receivable, net	301,670	198,330
Costs and estimated earnings in excess of billings	47,629	9,512
Inventories	229,761	184,439
Other current assets	15,690	7,764
Total current assets	659,680	783,601
Property, plant and equipment, less accumulated depreciation, depletion and amortization (September 29, 2018 - $748,265 and December 30, 2017 - $631,841)	1,751,810	1,615,424
Goodwill	1,148,588	1,037,320
Intangible assets, less accumulated amortization (September 29, 2018 - $7,819 and December 30, 2017 - $6,698)	18,892	16,833
Other assets	50,832	51,063
Total assets	3,629,802	3,504,241
Current liabilities:
Current portion of debt	4,765	4,765
Current portion of acquisition-related liabilities	11,648	11,587
Accounts payable	141,480	100,637
Accrued expenses	114,488	116,274
Billings in excess of costs and estimated earnings	13,072	15,750
Total current liabilities	285,453	249,013
Long-term debt	1,808,190	1,810,833
Acquisition-related liabilities	25,185	52,239
Other noncurrent liabilities	121,717	100,562
Total liabilities	2,240,545	2,212,647
Commitments and contingencies (see note 11)
Stockholders’ equity:
Members' equity	1,390,726	1,359,760
Accumulated earnings	17,402	(51,031)
Accumulated other comprehensive income	(18,871)	(17,135)
Total member's interest	1,389,257	1,291,594
Total liabilities and stockholders’ equity	3,629,802	3,504,241
Common Class A
Stockholders’ equity:
Common stock	1,117	1,104
Class B Common Stock
Stockholders’ equity:
Common stock	$ 0	$ 0

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017
Property, plant and equipment, accumulated depreciation, depletion and amortization	$ 748,265	$ 631,841
Intangible assets, accumulated amortization	7,819	6,698
Deferred tax assets, valuation allowance	1,675	1,675
Summit Materials, LLC
Property, plant and equipment, accumulated depreciation, depletion and amortization	748,265	631,841
Intangible assets, accumulated amortization	$ 7,819	$ 6,698
Common Class A
Common stock, par value (usd per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	111,654,552	110,350,594
Common stock, shares outstanding (in shares)	111,654,552	110,350,594
Class B Common Stock
Common stock, par value (usd per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	250,000,000	250,000,000
Common stock, shares issued (in shares)	99	100
Common stock, shares outstanding (in shares)	99	100

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Unaudited Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017
Revenue:
Product	$ 512,822	$ 465,556	$ 1,229,596	$ 1,088,299
Service	112,195	108,831	234,572	223,500
Net revenue	625,017	574,387	1,464,168	1,311,799
Delivery and subcontract revenue	69,644	59,794	145,804	130,752
Total revenue	694,661	634,181	1,609,972	1,442,551
Cost of revenue (excluding items shown separately below):
Product	321,586	277,301	814,166	677,861
Service	80,573	72,450	170,626	154,408
Net cost of revenue	402,159	349,751	984,792	832,269
Delivery and subcontract cost	69,644	59,794	145,804	130,752
Total cost of revenue	471,803	409,545	1,130,596	963,021
General and administrative expenses	59,457	59,175	190,975	175,729
Depreciation, depletion, amortization and accretion	53,974	48,969	150,663	133,756
Transaction costs	1,260	2,581	3,817	6,474
Operating income	108,167	113,911	133,921	163,571
Interest expense	28,889	28,921	86,616	79,876
Loss on debt financings	0	0	149	190
Tax receivable agreement expense	0	501,752	0	503,277
Gain on sale of business	(12,108)	0	(12,108)	0
Other income, net	(3,371)	(2,716)	(11,942)	(3,963)
Income (loss) from operations before taxes	94,757	(414,046)	71,206	(415,809)
Income tax expense (benefit)	20,765	(498,333)	16,249	(497,076)
Net income	73,992	84,287	54,957	81,267
Net income (loss) attributable to noncontrolling interest in subsidiaries	0	59	0	(27)
Net income attributable to Summit Holdings	2,703	2,964	1,888	2,474
Net income attributable to Summit Inc.	71,289	81,264	53,069	78,820
Summit Materials, LLC
Revenue:
Product	512,822	465,556	1,229,596	1,088,299
Service	112,195	108,831	234,572	223,500
Net revenue	625,017	574,387	1,464,168	1,311,799
Delivery and subcontract revenue	69,644	59,794	145,804	130,752
Total revenue	694,661	634,181	1,609,972	1,442,551
Cost of revenue (excluding items shown separately below):
Product	321,586	277,301	814,166	677,861
Service	80,573	72,450	170,626	154,408
Net cost of revenue	402,159	349,751	984,792	832,269
Delivery and subcontract cost	69,644	59,794	145,804	130,752
Total cost of revenue	471,803	409,545	1,130,596	963,021
General and administrative expenses	59,457	59,175	190,975	175,729
Depreciation, depletion, amortization and accretion	53,974	48,969	150,663	133,756
Transaction costs	1,260	2,581	3,817	6,474
Operating income	108,167	113,911	133,921	163,571
Interest expense	28,720	28,708	86,066	79,195
Loss on debt financings	0	0	149	190
Gain on sale of business	(12,108)	0	(12,108)	0
Other income, net	(3,371)	(2,716)	(11,942)	(3,963)
Income (loss) from operations before taxes	94,926	87,919	71,756	88,149
Income tax expense (benefit)	4,499	5,286	3,323	6,543
Net income	90,427	82,633	68,433	81,606
Net income (loss) attributable to noncontrolling interest	0	59	0	(27)
Net income attributable to Summit Inc.	$ 90,427	$ 82,574	$ 68,433	$ 81,633
Common Class A
Income per share of Class A common stock:
Basic (usd per share)	$ 0.64	$ 0.74	$ 0.48	$ 0.73
Diluted (usd per share)	$ 0.64	$ 0.73	$ 0.47	$ 0.72
Weighted average shares of Class A common stock:
Basic (in shares)	111,641,344	109,545,111	111,288,211	108,219,132
Diluted (in shares)	111,940,067	110,824,468	112,472,724	108,848,680

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Unaudited Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017
Comprehensive income (loss)
Net income	$ 73,992	$ 84,287	$ 54,957	$ 81,267
Other comprehensive income (loss):
Postretirement liability adjustment	0	0	0	413
Foreign currency translation adjustment	1,970	4,374	(3,179)	8,498
Income on cash flow hedges	87	212	1,443	384
Less tax effect of other comprehensive income (loss) items	(507)	0	428	0
Other comprehensive income (loss):	1,550	4,586	(1,308)	9,295
Comprehensive income	75,542	88,873	53,649	90,562
Less comprehensive income (loss) attributable to the noncontrolling interest in consolidated subsidiaries	0	59	0	(27)
Less comprehensive income attributable to Summit Holdings	5,505	3,135	1,832	2,832
Comprehensive income attributable to Summit Inc.	70,037	85,679	51,817	87,757
Summit Materials, LLC
Comprehensive income (loss)
Net income	90,427	82,633	68,433	81,606
Other comprehensive income (loss):
Postretirement liability adjustment	0	0	0	413
Foreign currency translation adjustment	1,970	4,374	(3,179)	8,498
Income on cash flow hedges	87	212	1,443	384
Other comprehensive income (loss):	2,057	4,586	(1,736)	9,295
Comprehensive income	92,484	87,219	66,697	90,901
Less comprehensive income (loss) attributable to noncontrolling interest	0	59	0	(27)
Comprehensive income attributable to Summit Inc.	$ 92,484	$ 87,160	$ 66,697	$ 90,928

XML

Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017
Cash flow from operating activities:
Net income	$ 54,957	$ 81,267
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	152,829	140,634
Share-based compensation expense	19,833	14,148
Net gain on asset disposals	(27,261)	(6,063)
Non-cash loss on debt financings	0	85
Change in deferred tax asset, net	12,577	(498,816)
Other	873	(855)
(Increase) decrease in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(90,481)	(98,961)
Inventories	(26,027)	(12,835)
Costs and estimated earnings in excess of billings	(37,643)	(31,606)
Other current assets	(6,819)	6,026
Other assets	(1,217)	(3,141)
Increase (decrease) in operating liabilities, net of acquisitions and dispositions:
Accounts payable	24,978	38,357
Accrued expenses	(2,197)	3,854
Billings in excess of costs and estimated earnings	(3,850)	2,386
Tax receivable agreement liability	1,812	503,277
Other liabilities	(1,807)	(5,324)
Net cash provided by operating activities	70,557	132,433
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894)	(371,479)
Purchases of property, plant and equipment	(183,752)	(147,478)
Proceeds from the sale of property, plant and equipment	18,426	13,290
Proceeds from sale of business	21,564	0
Other	2,660	182
Net cash used for investing activities	(351,996)	(505,485)
Cash flow from financing activities:
Proceeds from equity offerings	0	237,600
Capital issuance costs	0	(627)
Proceeds from debt issuances	64,500	302,000
Debt issuance costs	(550)	(5,317)
Payments on debt	(79,027)	(12,887)
Payments on acquisition-related liabilities	(35,321)	(22,616)
Distributions from partnership	(69)	(109)
Proceeds from stock option exercises	15,615	18,810
Other	(1,913)	(846)
Net cash (used in) provided by financing activities	(36,765)	516,008
Impact of foreign currency on cash	(422)	734
Net (decrease) increase in cash	(318,626)	143,690
Cash and cash equivalents—beginning of period	383,556	143,392
Cash and cash equivalents—end of period	64,930	287,082
Summit Materials, LLC
Cash flow from operating activities:
Net income	68,433	81,606
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	152,279	139,953
Share-based compensation expense	19,833	14,148
Net gain on asset disposals	(27,261)	(6,063)
Non-cash loss on debt financings	0	85
Change in deferred tax asset, net	1,463	4,768
Other	873	(855)
(Increase) decrease in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(90,481)	(98,961)
Inventories	(26,027)	(12,835)
Costs and estimated earnings in excess of billings	(37,643)	(31,606)
Other current assets	(6,819)	6,043
Other assets	(1,217)	(3,141)
Increase (decrease) in operating liabilities, net of acquisitions and dispositions:
Accounts payable	24,392	37,705
Accrued expenses	(1,611)	4,986
Billings in excess of costs and estimated earnings	(3,850)	2,386
Other liabilities	(1,807)	(5,324)
Net cash provided by operating activities	70,557	132,895
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894)	(371,479)
Purchases of property, plant and equipment	(183,752)	(147,478)
Proceeds from the sale of property, plant and equipment	18,426	13,290
Proceeds from sale of business	21,564	0
Other	2,660	182
Net cash used for investing activities	(351,996)	(505,485)
Cash flow from financing activities:
Capital contributions by member	15,615	256,667
Capital issuance costs	0	(627)
Proceeds from debt issuances	64,500	302,000
Debt issuance costs	(550)	(5,317)
Payments on debt	(79,027)	(12,887)
Payments on acquisition-related liabilities	(32,821)	(20,116)
Distributions from partnership	(2,569)	(2,609)
Other	(1,913)	(845)
Net cash (used in) provided by financing activities	(36,765)	516,266
Impact of foreign currency on cash	(422)	734
Net (decrease) increase in cash	(318,626)	144,410
Cash and cash equivalents—beginning of period	383,556	142,672
Cash and cash equivalents—end of period	$ 64,930	$ 287,082

XML

Unaudited Consolidated Statements of Changes in Stockholders' Equity / Members' Interest and Redeemable Noncontrolling Interest - USD ($) $ in Thousands	Total	Summit Materials, LLC	Class A Common Stock	Class B Common Stock	Members' equity Summit Materials, LLC	Accumulated Earnings (Deficit)	Accumulated Earnings (Deficit) Summit Materials, LLC	Accumulated Other Comprehensive Income (Loss)	Accumulated Other Comprehensive Income (Loss) Summit Materials, LLC	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Additional Paid-in Capital	Noncontrolling Interest in Summit Holdings
Beginning balance (in shares) at Dec. 31, 2016			97,554,278
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	$ 81,267	$ 81,606										$ 1,154,220
LP Unit exchanges (in shares)			1,255,266
Other comprehensive loss, net of tax	9,295	9,295
Other (in shares)			1,177,200
Ending balance (in shares) at Sep. 30, 2017			109,986,744
Beginning balance at Dec. 30, 2017	1,271,721					$ 95,833		$ 7,386		$ 1,104			$ 13,178
Beginning balance at Dec. 30, 2017		1,291,594			$ 1,359,760		$ (51,031)		$ (17,135)
Beginning balance (in shares) at Dec. 30, 2017			110,350,594	100						110,350,594	100
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net contributed capital		15,615			15,615
Net income	54,957	68,433				53,069	68,433				$ 0		1,888
LP Unit exchanges (in shares)										254,102
LP Unit exchanges	0									$ 2		929	(931)
Other comprehensive loss, net of tax	(1,308)	(1,736)						(1,252)	(1,736)				(56)
Stock option exercises (in shares)										863,898
Stock option exercises	15,616									$ 9		15,607
Share-based compensation	19,833	19,833			19,833							19,833
Distributions from partnership	(69)												(69)
Distributions		(2,569)			(2,569)
Other (in shares)			1,049,856							185,958	(1)
Other	(1,880)	(1,913)			(1,913)					$ 2		(1,882)
Ending balance at Sep. 29, 2018	$ 1,358,870					$ 148,902		$ 6,134		$ 1,117	$ 0	$ 1,188,707	$ 14,010
Ending balance at Sep. 29, 2018		$ 1,389,257			$ 1,390,726		$ 17,402		$ (18,871)
Ending balance (in shares) at Sep. 29, 2018			111,654,552	99						111,654,552	99

XML

Summary of Organization and Significant Accounting Policies

9 Months Ended

Sep. 29, 2018

Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]

Summary of Organization and Significant Accounting Policies

SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Summit Materials, Inc. (“Summit Inc.” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.

Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.

Summit Inc. is a holding corporation operating and controlling all of the business and affairs of Summit Materials Holdings L.P. (“Summit Holdings”) and its subsidiaries and, through Summit Holdings, conducts its business. Summit Inc. owns the majority of the partnership interests of Summit Holdings (see note 9, Stockholders’ Equity). Summit Materials, LLC (“Summit LLC”) an indirect wholly owned subsidiary of Summit Holdings, conducts the majority of our operations. Summit Materials Finance Corp. (“Summit Finance”), an indirect wholly owned subsidiary of Summit LLC, has jointly issued our Senior Notes as described below.

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2017. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.

Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of September 29, 2018, the results of operations for the three and nine months ended September 29, 2018 and September 30, 2017 and cash flows for the nine months ended September 29, 2018 and September 30, 2017.

Principles of Consolidation—The consolidated financial statements include the accounts of Summit Inc. and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. As a result of the reorganization into a holding company structure (the “Reorganization”), Summit Holdings became a variable interest entity over which Summit Inc. has 100% voting power and control and for which Summit Inc. has the obligation to absorb losses and the right to receive benefits.

For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 9, Stockholders’ Equity.

The Company attributes consolidated stockholders’ equity and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. In October 2017, the Company acquired the 20% of Ohio Valley Asphalt, LLC held by noncontrolling interests, making it a wholly owned subsidiary.

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, the tax receivable agreement ("TRA") liability, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.

Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in those states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been extended to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended September 29, 2018 and September 30, 2017.

Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants and underground storage space rental.

Products

We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, net of discounts or allowances, if any, and freight and delivery charges billed to customers. Freight and delivery charges associated with cement sales are recorded on a net basis together with freight costs within cost of sales. Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Aggregates and cement products are sold point-of-sale through purchase orders. When the product is sold on account, collectability typically occurs 30 to 60 days after the sale.  Revenue is recognized when cash is received from the customer at the point of sale or when the products are delivered or collected on site. There are no other timing implications that will create a contract asset or liability, and contract modifications are unlikely given the timing and nature of the transaction. Material sales are likely to have multiple performance obligations if the product is sold with delivery. In these instances, delivery most often occurs on the same day as the control of the product transfers to the customer. As a result, even in the case of multiple performance obligations, the performance obligations are satisfied concurrently and revenue is recognized simultaneously.

Services

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants, and underground storage space rental. Revenue from the receipt of waste fuels is recognized when the waste is accepted and a corresponding liability is recognized for the costs to process the waste into fuel for the manufacturing of cement or to ship the waste offsite for disposal in accordance with applicable regulations.

Collectability of service contracts is due reasonably after certain milestones in the contract are performed. Milestones vary by project, but are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress. The majority of the time, collection occurs within 90 days of billing and cash is received within the same fiscal year as services performed. On most projects, the customer will withhold a portion of the invoice for retainage, which may last longer than a year depending on the job.

Revenue derived from paving and related services is recognized using the percentage of completion method, which approximates progress towards completion. Under the percentage of completion method, we recognize paving and related services revenue as services are rendered. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. We estimate profit as the difference between total estimated revenue and total estimated cost of a contract and recognize that profit over the life of the contract based on input measures. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. We include revisions of estimated profits on contracts in earnings under the cumulative catch-up method, under which the effect of revisions in estimates is recognized immediately. If a revised estimate of contract profitability reveals an anticipated loss on the contract, we recognize the loss in the period it is identified.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. Contract estimates involve various assumptions and projections relative to the outcome of future events over multiple periods, including future labor productivity and availability, the nature and complexity of the work to be performed, the cost and availability of materials, the effect of delayed performance, and the availability and timing of funding from the customer. These estimates are based on our best judgment. A significant change in one or more of these estimates could affect the profitability of one or more of our contracts. We review our contract estimates regularly to assess revisions in contract values and estimated costs at completion. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. No material adjustments to a contract were recognized in the three and nine months ended September 29, 2018.

We recognize claims when the amount of the claim can be estimated reliably and its realization is probable. In evaluating these criteria, we consider the contractual basis for the claim, the cause of any additional costs incurred, the reasonableness of those costs and the objective evidence available to support the claim.

When the contract includes variable consideration, we estimate the amount of consideration to which we will be entitled in exchange for transferring the promised goods or services to a customer. The amount of estimated variable consideration included in the transaction price is the amount for which it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Types of variable consideration include, but are not limited to, liquidated damages and other performance penalties and production and placement bonuses.

The majority of contract modifications relate to the original contract and are often an extension of the original performance obligation. Predominately modifications are not distinct from the terms in the original contract; therefore, they are considered part of a single performance obligation. We account for the modification using a cumulative catch-up adjustment. However, there are instances where goods or services in a modification are distinct from those transferred prior to the modification. In these situations, we account for the modifications as either a separate contract or prospectively depending on the facts and circumstances of the modification.

Generally, construction contracts contain mobilization costs which are categorized as costs to fulfill a contract. These costs are excluded from any measure of progress toward contract fulfillment. These costs do not result in the transfer of control of a good or service to the customer and are amortized over the life of the contract.

Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts on the percentage of completion method for which billings had not been presented to customers because the amounts were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at the balance sheet date are expected to be billed in following periods. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Contract assets and liabilities are netted on a contract-by-contract basis.

Earnings per Share—The Company computes basic earnings per share attributable to stockholders by dividing income attributable to Summit Inc. by the weighted-average shares of Class A common stock outstanding. Diluted earnings per share reflects the potential dilution beyond shares for basic earnings per share that could occur if securities or other contracts to issue common stock were exercised, converted into common stock, or resulted in the issuance of common stock that would have shared in the Company’s earnings. Since the Class B common stock has no economic value, those shares are not included in the weighted-average common share amount for basic or diluted earnings per share. In addition, as the shares of Class A common stock are issued by Summit Inc., the earnings and equity interests of noncontrolling interests are not included in basic earnings per share.

Tax Receivable Agreement— When Class A limited partnership units of Summit Holdings (“LP Units”) are exchanged for shares of Class A common stock of Summit Inc. or Summit Inc. purchases LP Units for cash, this results in increases in Summit Inc.’s share of the tax basis of the tangible and intangible assets, which increases the tax depreciation and amortization deductions that otherwise would not have been available to Summit Inc. These increases in tax basis and tax depreciation and amortization deductions are expected to reduce the amount of cash taxes that we would otherwise be required to pay in the future. Prior to our initial public offering (“IPO”), we entered into a TRA with the pre-IPO owners that requires us to pay the pre-IPO owners 85% of the amount of cash savings, if any, in U.S. federal, state, and local income tax that we actually realize as a result of these exchanges. These benefits include (1) increases in the tax basis of tangible and intangible assets of Summit Holdings and certain other tax benefits related to entering into the TRA, (2) tax benefits attributable to payments under the TRA, or (3) under certain circumstances such as an early termination of the TRA, we are deemed to realize, as a result of the increases in tax basis in connection with exchanges by the pre-IPO owners described above and certain other tax benefits attributable to payments under the TRA.

We periodically evaluate the realizability of the deferred tax assets resulting from the exchange of LP Units for Class A common stock. If the deferred tax assets are determined to be realizable, we then assess whether payment of amounts under the TRA have become probable. If so, we record a TRA liability equal to 85% of such deferred tax assets, and the remaining 15% as an increase to additional paid-in capital. If a deferred tax asset subject to the TRA is determined not to be realizable and therefore subject to a valuation allowance, we do not record a TRA liability for such deferred tax assets. In subsequent periods, we assess the realizability of all of our deferred tax assets subject to the TRA. Should we determine a deferred tax asset with a valuation allowance is realizable in a subsequent period, the related valuation allowance will be released and consideration of a corresponding TRA liability will be assessed. The realizability of deferred tax assets, including those subject to the TRA, is dependent upon the generation of future taxable income during the periods in which those deferred tax assets become deductible and consideration of prudent and feasible tax-planning strategies.

The measurement of the TRA is accounted for as a contingent liability. Therefore, once we determine that a payment to a pre-IPO owner has become probable and can be estimated, the estimate of payment will be accrued.

Reclassification —Within the operating activities section on the consolidated statement of cash flows for the nine month period ended September 30, 2017, the Company reclassified $4.8 million from deferred income tax benefit, $17,000 from other current assets and $498.8 million from deferred tax assets, net, to change in deferred tax asset, net, to conform to the current year presentation.

New Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which prescribes a five-step model for revenue recognition that replaced most existing revenue recognition guidance in U.S. GAAP. The ASU supersedes nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. We adopted this ASU in the first quarter of 2018 using the modified retrospective approach, which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the definition of a business. This ASU provides a screen to determine whether a group of assets constitutes a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated as acquisitions. If the screen is not met, this ASU (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. We adopted this ASU in the first quarter of 2018 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

Summit Materials, LLC

Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]

Summary of Organization and Significant Accounting Policies

SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.

Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.

Summit LLC is a wholly owned indirect subsidiary of Summit Materials Holdings L.P. (“Summit Holdings”), whose primary owner is Summit Materials, Inc. (“Summit Inc.”). Summit Inc. was formed as a Delaware corporation on September 23, 2014. Its sole material asset is a controlling equity interest in Summit Holdings. Pursuant to a reorganization into a holding company structure (the “Reorganization”) consummated in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries, including Summit LLC.

Summit Inc. Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of limited partnership interests in Summit Holdings (“LP Units”) and caused Summit Holdings to use a portion of the proceeds from the offering to acquire two materials-based companies for a combined purchase price of approximately $110 million in cash.

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2017. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.

Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of September 29, 2018, the results of operations for the three and nine months ended September 29, 2018 and September 30, 2017 and cash flows for the nine months ended September 29, 2018 and September 30, 2017.

Principles of Consolidation—The consolidated financial statements include the accounts of Summit LLC and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company attributes consolidated member’s interest and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. In October 2017, the Company acquired the 20% of Ohio Valley Asphalt, LLC held by noncontrolling interests, making it a wholly-owned subsidiary.

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.

Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in those states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been extended to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers.No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended September 29, 2018 and September 30, 2017.

Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants and underground storage space rental.

Products

We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, net of discounts or allowances, if any, and freight and delivery charges billed to customers. Freight and delivery charges associated with cement sales are recorded on a net basis together with freight costs within cost of sales. Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Aggregates and cement products are sold point-of-sale through purchase orders. When the product is sold on account, collectability typically occurs 30 to 60 days after the sale.  Revenue is recognized when cash is received from the customer at the point of sale or when the products are delivered or collected on site. There are no other timing implications that will create a contract asset or liability, and contract modifications are unlikely given the timing and nature of the transaction. Material sales are likely to have multiple performance obligations if the product is sold with delivery. In these instances, delivery most often occurs on the same day as the control of the product transfers to the customer. As a result, even in the case of multiple performance obligations, the performance obligations are satisfied concurrently and revenue is recognized simultaneously.

Services

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants, and underground storage space rental. Revenue from the receipt of waste fuels is recognized when the waste is accepted and a corresponding liability is recognized for the costs to process the waste into fuel for the manufacturing of cement or to ship the waste offsite for disposal in accordance with applicable regulations.

Collectability of service contracts is due reasonably after certain milestones in the contract are performed. Milestones vary by project, but are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress. The majority of the time, collection occurs within 90 days of billing and cash is received within the same fiscal year as services performed. On most projects, the customer will withhold a portion of the invoice for retainage, which may last longer than a year depending on the job.

Revenue derived from paving and related services is recognized using the percentage of completion method, which approximates progress towards completion. Under the percentage of completion method, we recognize paving and related services revenue as services are rendered. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. We estimate profit as the difference between total estimated revenue and total estimated cost of a contract and recognize that profit over the life of the contract based on input measures. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. We include revisions of estimated profits on contracts in earnings under the cumulative catch-up method, under which the effect of revisions in estimates is recognized immediately. If a revised estimate of contract profitability reveals an anticipated loss on the contract, we recognize the loss in the period it is identified.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. Contract estimates involve various assumptions and projections relative to the outcome of future events over multiple periods, including future labor productivity and availability, the nature and complexity of the work to be performed, the cost and availability of materials, the effect of delayed performance, and the availability and timing of funding from the customer. These estimates are based on our best judgment. A significant change in one or more of these estimates could affect the profitability of one or more of our contracts. We review our contract estimates regularly to assess revisions in contract values and estimated costs at completion. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. No material adjustments to a contract were recognized in the three and nine months ended September 29, 2018.

We recognize claims when the amount of the claim can be estimated reliably and its realization is probable. In evaluating these criteria, we consider the contractual basis for the claim, the cause of any additional costs incurred, the reasonableness of those costs and the objective evidence available to support the claim.

When the contract includes variable consideration, we estimate the amount of consideration to which we will be entitled in exchange for transferring the promised goods or services to a customer. The amount of estimated variable consideration included in the transaction price is the amount for which it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Types of variable consideration include, but are not limited to, liquidated damages and other performance penalties and production and placement bonuses.

The majority of contract modifications relate to the original contract and are often an extension of the original performance obligation. Predominately modifications are not distinct from the terms in the original contract; therefore, they are considered part of a single performance obligation. We account for the modification using a cumulative catch-up adjustment. However, there are instances where goods or services in a modification are distinct from those transferred prior to the modification. In these situations, we account for the modifications as either a separate contract or prospectively depending on the facts and circumstances of the modification.

Generally, construction contracts contain mobilization costs which are categorized as costs to fulfill a contract. These costs are excluded from any measure of progress toward contract fulfillment. These costs do not result in the transfer of control of a good or service to the customer and are amortized over the life of the contract.

Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts on the percentage of completion method for which billings had not been presented to customers because the amounts were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at the balance sheet date are expected to be billed in following periods. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Contract assets and liabilities are netted on a contract-by-contract basis.

New Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which prescribes a five-step model for revenue recognition that replaced most existing revenue recognition guidance in U.S. GAAP. The ASU supersedes nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. We adopted this ASU in the first quarter of 2018 using the modified retrospective approach, which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the definition of a business. This ASU provides a screen to determine whether a group of assets constitutes a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated as acquisitions. If the screen is not met, this ASU (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. We adopted this ASU in the first quarter of 2018 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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Acquisitions and Dispositions

9 Months Ended

Sep. 29, 2018

Business Acquisition [Line Items]

Acquisitions and Dispositions

ACQUISITIONS AND DISPOSITIONS

Since its formation, the Company has completed numerous acquisitions, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29, 2018	December 30, 2017
West	4	6
East (1)	6	8

_____________________________________________________________________________________________

(1)In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

The purchase price allocation, primarily the valuation of property, plant and equipment for the 2018 acquisitions, as well as the 2017 acquisitions that occurred after September 30, 2017, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29, 2018			December 30, 2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	526,290		$	305,374	$	204,656	$	1,036,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	579,608		$	363,324	$	204,656	$	1,147,588

_____________________________________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

The Company’s intangible assets are primarily composed of goodwill, lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount		Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Amortization expense totaled $0.5 million and $1.1 million for the three and nine months ended September 29, 2018, respectively, and $0.3 million and $1.0 million for the three and nine months ended September 30, 2017, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

Summit Materials, LLC

Business Acquisition [Line Items]

Acquisitions and Dispositions

ACQUISITIONS AND DISPOSITIONS

Since its formation, the Company has completed numerous acquisitions, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29,	December 30,
	2018	2017
West	4	6
East (1)	6	8

_______________________________________________________________________

(1) In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

The purchase price allocation, primarily the valuation of property, plant and equipment for the 2018 acquisitions, as well as the 2017 acquisitions that occurred after September 30, 2017, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29,			December 30,
	2018			2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	527,290		$	305,374	$	204,656	$	1,037,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	580,608		$	363,324	$	204,656	$	1,148,588

_______________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

The Company’s intangible assets are primarily composed of goodwill, lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Amortization expense totaled $0.5 million and $1.1 million for the three and nine months ended September 29, 2018, respectively, and $0.3 million and $1.0 million for the three and nine months ended September 30, 2017, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

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Revenue Recognition

9 Months Ended

Sep. 29, 2018

Revenue from External Customer [Line Items]

Revenue Recognition

REVENUE RECOGNITION

We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.

Revenue by product for the three and nine months ended September 29, 2018 and September 30, 2017 is as follows:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Revenue by product*:
Aggregates	$	109,621	$	90,594	$	280,761	$	236,437
Cement	87,909		94,915		197,439		213,243
Ready-mix concrete	164,866		139,934		447,490		361,824
Asphalt	125,153		115,917		231,666		218,934
Paving and related services	146,477		136,445		288,119		270,449
Other	60,635		56,376		164,497		141,664
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Revenue from liquid asphalt terminals is included in asphalt revenue.

The following table outlines the significant changes in contract assets and contract liability balances from December 30, 2017 to September 29, 2018. Also included in the table is the net change in estimate as a percentage of aggregate revenue for such contracts:

	Costs and estimated earnings in excess of billings			Billings in excess of costs and estimated earnings
Balance - December 30, 2017	$	9,512		$	15,750
Changes in revenue billed, contract price or cost estimates	37,643			(3,850		)
Acquisitions	483			1,179
Other	(9		)	(7		)
Balance - September 29, 2018	$	47,629		$	13,072

Accounts receivable, net consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018			December 30, 2017
Trade accounts receivable	$	220,540		$	137,696
Construction contract receivables	70,626			49,832
Retention receivables	15,144			14,973
Receivables from related parties	297			468
Accounts receivable	306,607			202,969
Less: Allowance for doubtful accounts	(4,937		)	(4,639		)
Accounts receivable, net	$	301,670		$	198,330

Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.

Summit Materials, LLC

Revenue from External Customer [Line Items]

Revenue Recognition

REVENUE RECOGNITION

We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.

Revenue by product for the three and nine months ended September 29, 2018 and September 30, 2017 is as follows:

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Revenue by product*:
Aggregates	$	109,621	$	90,594	$	280,761	$	236,437
Cement	87,909		94,915		197,439		213,243
Ready-mix concrete	164,866		139,934		447,490		361,824
Asphalt	125,153		115,917		231,666		218,934
Paving and related services	146,477		136,445		288,119		270,449
Other	60,635		56,376		164,497		141,664
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Revenue from liquid asphalt terminals is included in asphalt revenue.

The following table outlines the significant changes in contract assets and contract liability balances from December 30, 2017 to September 29, 2018. Also included in the table is the net change in estimate as a percentage of aggregate revenue for such contracts:

	Costs and estimated			Billings in excess
	earnings in			of costs and
	excess of billings			estimated earnings
Balance - December 30, 2017	$	9,512		$	15,750
Changes in revenue billed, contract price or cost estimates	37,643			(3,850		)
Acquisitions	483			1,179
Other	(9		)	(7		)
Balance - September 29, 2018	$	47,629		$	13,072

Accounts receivable, net consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29,			December 30,
	2018			2017
Trade accounts receivable	$	220,540		$	137,696
Construction contract receivables	70,626			49,832
Retention receivables	15,144			14,973
Receivables from related parties	297			468
Accounts receivable	306,607			202,969
Less: Allowance for doubtful accounts	(4,937		)	(4,639		)
Accounts receivable, net	$	301,670		$	198,330

Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.

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Inventories

9 Months Ended

Sep. 29, 2018

Inventory [Line Items]

Inventories

INVENTORIES

Inventories consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Aggregate stockpiles	$	158,476	$	126,791
Finished goods	37,917		34,667
Work in process	10,028		7,729
Raw materials	23,340		15,252
Total	$	229,761	$	184,439

Summit Materials, LLC

Inventory [Line Items]

Inventories

INVENTORIES

Inventories consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Aggregate stockpiles	$	158,476	$	126,791
Finished goods	37,917		34,667
Work in process	10,028		7,729
Raw materials	23,340		15,252
Total	$	229,761	$	184,439

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Accrued Expenses

9 Months Ended

Sep. 29, 2018

Schedule Of Accrued Expenses [Line Items]

Accrued Expenses

ACCRUED EXPENSES

Accrued expenses consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Interest	$	23,267	$	24,095
Payroll and benefits	25,569		33,915
Capital lease obligations	14,955		19,276
Insurance	14,580		11,455
Non-income taxes	14,634		7,236
Professional fees	960		1,717
Other (1)	20,292		18,935
Total	$	114,257	$	116,629

(1) Consists primarily of subcontractor and working capital settlement accruals.

Summit Materials, LLC

Schedule Of Accrued Expenses [Line Items]

Accrued Expenses

ACCRUED EXPENSES

Accrued expenses consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Interest	$	23,267	$	24,095
Payroll and benefits	25,569		33,915
Capital lease obligations	14,955		19,276
Insurance	14,580		11,455
Non-income taxes	14,865		7,467
Professional fees	960		1,717
Other (1)	20,292		18,349
Total	$	114,488	$	116,274

_______________________________________________________________________

(1) Consists primarily of subcontractor and working capital settlement accruals.

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Debt

9 Months Ended

Sep. 29, 2018

Debt Instrument [Line Items]

Debt

DEBT

Debt consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Term Loan, due 2024:
$630.6 million and $635.4 million, net of $1.4 million and $1.6 million discount at September 29, 2018 and December 30, 2017, respectively	$	629,210	$	633,805
81⁄2% Senior Notes, due 2022	250,000		250,000
61⁄8% Senior Notes, due 2023:
$650.0 million, net of $1.2 million and $1.4 million discount at September 29, 2018 and December 30, 2017, respectively	648,831		648,650
51⁄8% Senior Notes, due 2025	300,000		300,000
Total	1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	$	1,823,276	$	1,827,690

The contractual payments of long-term debt, including current maturities, for the five years subsequent to September 29, 2018, are as follows: 

2018 (three months)	$	—
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569		)
Less: Capitalized loan costs	(15,086		)
Total debt	$	1,812,955

Senior Notes—On June 1, 2017, Summit LLC and Summit Finance (together, the “Issuers”) issued $300.0 million of 5.125% senior notes due June 1, 2025 (the “2025 Notes”). The 2025 Notes were issued at 100.0% of their par value with proceeds of $295.4 million, net of related fees and expenses. The 2025 Notes were issued under an indenture dated June 1, 2017 (as amended and supplemented, the “2017 Indenture”). The 2017 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2017 Indenture also contains customary events of default. Interest on the 2025 Notes is payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017.

In 2016, the Issuers issued $250.0 million of 8.500% senior notes due April 15, 2022 (the “2022 Notes”).  The 2022 Notes were issued at 100.0% of their par value with proceeds of $246.3 million, net of related fees and expenses. The 2022 Notes were issued under an indenture dated March 8, 2016, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year. 

In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the “2023 Notes” and collectively with the 2022 Notes and the 2025 Notes, the “Senior Notes”). Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated July 8, 2015, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year.

As of September 29, 2018 and December 30, 2017, the Company was in compliance with all financial covenants under the applicable indentures.

Senior Secured Credit Facilities— Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of the refinanced aggregate amount of term debt are due on the last business day of each March, June, September and December commencing with the March 2018 payment. The unpaid principal balance is due in full on the maturity date, which is November 21, 2024.

On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”), which, among other things, reduced the applicable margin in respect of the then outstanding $640.3 million principal amount of term loans thereunder. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. On November 21, 2017, Summit LLC entered into Amendment No. 2 to the Credit Agreement, which, among other things, extended the maturity date from 2022 to 2024 and reduced the applicable margin in respect of the $635.4 million outstanding principal amount of term loans thereunder. On May 22, 2018, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $633.8 million outstanding principal amount of term loans thereunder.

The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.25% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.00% for LIBOR rate loans.

There were no outstanding borrowings under the revolving credit facility as of September 29, 2018 and December 30, 2017, leaving remaining borrowing capacity of $219.6 million as of September 29, 2018, which is net of $15.4 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects and the Company’s insurance liabilities.

Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of September 29, 2018 and December 30, 2017, Summit LLC was in compliance with all financial covenants.

Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

The following table presents the activity for the deferred financing fees for the nine months ended September 29, 2018 and September 30, 2017:

	Deferred financing fees
Balance - December 30, 2017	$	19,033
Loan origination fees	550
Amortization	(3,074		)
Balance - September 29, 2018	$	16,509
Balance - December 31, 2016	$	18,290
Loan origination fees	5,317
Amortization	(2,945		)
Write off of deferred financing fees	(45		)
Balance - September 30, 2017	$	20,617

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.4 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of September 29, 2018 or December 30, 2017.

Summit Materials, LLC

Debt Instrument [Line Items]

Debt

DEBT

Debt consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Term Loan, due 2024:
$630.6 million and $635.4 million, net of $1.4 million and $1.6 million discount at September 29, 2018 and December 30, 2017, respectively	$	629,210	$	633,805
8 1/2% Senior Notes, due 2022	250,000		250,000
6 1/8% Senior Notes, due 2023:
$650.0 million, net of $1.2 million and $1.4 million discount at September 29, 2018 and December 30, 2017, respectively	648,831		648,650
5 1⁄8% Senior Notes, due 2025	300,000		300,000
Total	1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	$	1,823,276	$	1,827,690

The contractual payments of long-term debt, including current maturities, for the five years subsequent to September 29, 2018, are as follows:

2018 (three months)	$	—
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569		)
Less: Capitalized loan costs	(15,086		)
Total debt	$	1,812,955

Senior Notes—On June 1, 2017, Summit LLC and Summit Materials Finance Corp., an indirect wholly-owned subsidiary of Summit LLC (“Finance Corp.” and together with Summit LLC, the “Issuers”) issued $300.0 million of 5.125% senior notes due June 1, 2025 (the “2025 Notes”). The 2025 Notes were issued at 100.0% of their par value with proceeds of $295.4 million, net of related fees and expenses. The 2025 Notes were issued under an indenture dated June 1, 2017 (as amended and supplemented, the “2017 Indenture”). The 2017 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2017 Indenture also contains customary events of default. Interest on the 2025 Notes is payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017.

In 2016, the Issuers issued $250.0 million of 8.500% senior notes due April 15, 2022 (the “2022 Notes”).  The 2022 Notes were issued at 100.0% of their par value with proceeds of $246.3 million, net of related fees and expenses. The 2022 Notes were issued under an indenture dated March 8, 2016, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2022 Notes is payable semi-annually in arrears on April 15 and October 15 of each year. 

In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the “2023 Notes” and collectively with the 2022 Notes and the 2025 Notes, the “Senior Notes”). Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated July 8, 2015, the terms of which are generally consistent with the 2017 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year.

As of September 29, 2018 and December 30, 2017, the Company was in compliance with all financial covenants under the applicable indentures.

Senior Secured Credit Facilities— Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $235.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of the refinanced aggregate amount of term debt are due on the last business day of each March, June, September and December, commencing with the March 2018 payment. The unpaid principal balance is due in full on the maturity date, which is November 21, 2024.

On January 19, 2017, Summit LLC entered into Amendment No. 1 (“Amendment No. 1”) to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”), which, among other things, reduced the applicable margin in respect of the then outstanding $640.3 million principal amount of term loans thereunder. All other material terms and provisions remain substantially identical to the terms and provisions in place immediately prior to the effectiveness of Amendment No. 1. On November 21, 2017, Summit LLC entered into Amendment No. 2 to the Credit Agreement, which, among other things, extended the maturity date from 2022 to 2024 and reduced the applicable margin in respect of the $635.4 million outstanding principal amount of term loans thereunder. On May 22, 2018, Summit LLC entered into Amendment No. 3 to the Credit Agreement, which, among other things, reduced the applicable margin in respect of the $633.8 million outstanding principal amount of term loans thereunder.

The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.25% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.00% for LIBOR rate loans.

There were no outstanding borrowings under the revolving credit facility as of September 29, 2018 and December 30, 2017, leaving remaining borrowing capacity of $219.6 million as of September 29, 2018, which is net of $15.4 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects and the Company’s insurance liabilities.

Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of September 29, 2018 and December 30, 2017, Summit LLC was in compliance with all financial covenants.

Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

The following table presents the activity for the deferred financing fees for the nine months ended September 29, 2018 and September 30, 2017:

	Deferred financing fees
Balance - December 30, 2017	$	19,033
Loan origination fees	550
Amortization	(3,074		)
Balance - September 29, 2018	$	16,509
Balance - December 31, 2016	$	18,290
Loan origination fees	5,317
Amortization	(2,945		)
Write off of deferred financing fees	(45		)
Balance - September 30, 2017	$	20,617

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.4 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of September 29, 2018 or December 30, 2017.

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Income Taxes

9 Months Ended

Sep. 29, 2018

Income Taxes [Line Items]

Income Taxes

INCOME TAXES

Summit Inc.’s tax provision includes its proportional share of Summit Holdings’ tax attributes. Summit Holdings’ subsidiaries are primarily limited liability companies, but do include certain entities organized as C corporations and a Canadian subsidiary. The tax attributes related to the limited liability companies are passed on to Summit Holdings and then to its partners, including Summit Inc. The tax attributes associated with the C corporation and Canadian subsidiaries are fully reflected in the Company’s accounts.

Our income tax expense (benefit) was $20.8 million and $(498.3) million in the three months ended September 29, 2018 and September 30, 2017, and our income tax expense (benefit) was $16.2 million and $(497.1) million in the nine months ended September 29, 2018 and September 30, 2017, respectively. We recorded an income tax benefit in the three months ended September 30, 2017 primarily related to the release of the valuation allowance as discussed below, partially offset by an increase in the deferred tax liability of approximately$29.6 million. Our effective income tax rate in the third quarter of 2017 is not meaningful given the release of the valuation allowance against our deferred tax assets. For the three and nine months ended September 29, 2018, the effective tax rate for Summit Inc. differs from the federal rate primarily due to (1) state taxes, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) the minority interest in the Summit Holdings partnership that is allocated outside of the Company and (4) various other items such as limitations on meals and entertainment, certain stock compensation and other costs. For the three and nine months ended September 30, 2017, the effective tax rate for Summit Inc. differs from the federal rate primarily due to (1) the change in valuation allowance, (2) tax depletion expense in excess of the expense recorded under U.S. GAAP, (3) the minority interest in the Summit Holdings partnership that is allocated outside of the Company and (4) various other items such as limitations on meals and entertainment, certain stock compensation and other costs.

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible, as well as consideration of tax-planning strategies we may seek to utilize any net operating loss carryforwards scheduled to expire in the near future.

In the nine months ended September 30, 2017, based on the increase in our cumulative income, and expectation of future income generation, we determined that our deferred tax assets had become more likely than not of being realized. As such, we released the majority of the valuation allowance that had previously been recorded against our deferred tax assets. Accordingly, we reduced the valuation allowance against our deferred tax assets by $532.0 million as of September 30, 2017.

Our net operating loss carryforward deferred tax assets begin to expire in 2030 and are expected to reverse before

expiration. Therefore, we have not given consideration to any potential tax planning strategies as a source of future taxable income to monetize those net operating loss carryforwards. The Company will continue to monitor facts and circumstances, including our analysis of other sources of taxable income, in the reassessment of the likelihood that the tax benefit of our deferred tax assets will be realized.

As of September 29, 2018 and December 30, 2017, Summit Inc. had a valuation allowance of $1.7 million, which relates to certain deferred tax assets in taxable entities where realization is not more likely than not.

Tax Receivable Agreement—The Company is party to a TRA with certain current and former holders of LP Units that provides for the payment by Summit Inc. to exchanging holders of LP Units of 85% of the benefits, if any, that Summit Inc. actually realizes (or, under certain circumstances such as an early termination of the TRA, is deemed to realize) as a result of increases in the tax basis of tangible and intangible assets of Summit Holdings and certain other tax benefits related to entering into the TRA, including tax benefits attributable to payments under the TRA. 

In the nine months ended September 29, 2018, 254,102 LP Units were acquired by Summit Inc. in exchange for an equal number of newly-issued shares of Summit Inc.’s Class A common stock. These exchanges resulted in net new deferred tax assets of approximately $2.2 million. As we determined that the deferred tax assets created from these exchanges are realizable and payment under the TRA is considered probable, we have recorded 85% of the increase in deferred tax assets as TRA liability and the remainder as an increase in additional paid in capital. As of September 29, 2018 and December 30, 2017, we had recorded $333.2 million and $331.9 million of TRA liability of which $0.6 million was classified as accrued expenses as of December 30, 2017. As a result of the analysis of the realizability of our deferred tax assets as of September 30, 2017, we reduced the valuation allowance against our deferred tax assets, including those deferred tax assets subject to the TRA. Further, we determined the TRA liability to be probable of being payable and, as such, we recorded 85% of the deferred tax assets subject to the TRA, or $501.8 million, as TRA liability.

Tax Distributions – The holders of Summit Holdings’ LP Units, including Summit Inc., incur U.S. federal, state and local income taxes on their share of any taxable income of Summit Holdings. The limited partnership agreement of Summit Holdings provides for pro rata cash distributions (“tax distributions”) to the holders of the LP Units in an amount generally calculated to provide each holder of LP Units with sufficient cash to cover a portion of its tax liability in respect of the LP Units. In general, these tax distributions are computed based on Summit Holdings’ estimated taxable income allocated to Summit Inc. multiplied by the highest federal corporate tax rate plus the highest state and local tax rate in New York, New York. In the nine months ended September 29, 2018 and September 30, 2017, we made tax distribution payments of $0.1 million and $0.1 million, respectively.  

As of September 29, 2018 and December 30, 2017, Summit Inc. and its subsidiaries had not recognized any liabilities for uncertain tax positions. The Company records interest and penalties as a component of the income tax provision. No material interest or penalties were recognized in income tax expense during the three and nine months ended September 29, 2018 and September 30, 2017.

Summit Materials, LLC

Income Taxes [Line Items]

Income Taxes

INCOME TAXES

Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its parent company and is generally not subject to federal or state income tax. However, certain subsidiary entities file federal, state and Canadian income tax returns due to their status as taxable entities in the respective jurisdiction. The effective income tax rate for the C Corporations differs from the statutory federal rate primarily due to (1) tax depletion expense in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates and (3) various other items, such as limitations on meals and entertainment and other costs.  The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.

As of September 29, 2018 and December 30, 2017, the Company had not recognized any liabilities for uncertain tax positions. The Company records interest and penalties as a component of the income tax provision. No material interest or penalties were recognized in income tax expense during the three and nine months ended September 29, 2018 and September 30, 2017.

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Earnings Per Share

9 Months Ended

Sep. 29, 2018

Earnings Per Share [Abstract]

Earnings Per Share

EARNINGS PER SHARE

Basic earnings per share is computed by dividing net earnings by the weighted average common shares outstanding and diluted net earnings is computed by dividing net earnings, adjusted for changes in the earnings allocated to Summit Inc. as a result of the assumed conversion of LP Units, by the weighted-average common shares outstanding assuming dilution.

The following table shows the calculation of basic earnings per share:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Net income attributable to Summit Inc.	$	71,289	$	81,264	$	53,069	$	78,820
Weighted average shares of Class A stock outstanding	111,641,344		109,545,111		111,288,211		108,219,132
Basic income per share	$	0.64	$	0.74	$	0.48	$	0.73
Diluted net income attributable to Summit Inc.	$	71,289	$	81,264	$	53,069	$	78,820
Weighted average shares of Class A stock outstanding	111,641,344		109,545,111		111,288,211		108,219,132
Add: stock options	204,085		926,613		574,739		184,875
Add: warrants	18,631		39,555		34,134		42,094
Add: restricted stock units	4,515		220,531		402,950		285,088
Add: performance stock units	71,492		92,658		172,690		117,491
Weighted average dilutive shares outstanding	111,940,067		110,824,468		112,472,724		108,848,680
Diluted earnings per share	$	0.64	$	0.73	$	0.47	$	0.72

Excluded from the above calculations were the shares noted below as they were antidilutive:

	Three months ended		Nine months ended
	September 29, 2018	September 30, 2017	September 29, 2018	September 30, 2017
Antidilutive shares:
LP Units	3,448,343	4,039,020	3,538,385	4,560,976

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Stockholders' Equity/Members' Interest

9 Months Ended

Sep. 29, 2018

Schedule of Capitalization, Equity [Line Items]

Stockholders' Equity

STOCKHOLDERS’ EQUITY

Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of LP Units.

During 2017 and 2018, certain limited partners of Summit Holdings exchanged their LP Units for shares of Class A common stock of Summit Inc. The following table summarizes the changes in our ownership of Summit Holdings:

	Summit Inc. Shares (Class A)	LP Units		Total	Summit Inc. Ownership Percentage
Balance - December 30, 2017	110,350,594	3,689,620		114,040,214	96.8	%
Exchanges during period	254,102	(254,102	)	—
Other equity transactions	1,049,856	—		1,049,856
Balance - September 29, 2018	111,654,552	3,435,518		115,090,070	97.0	%
Balance - December 31, 2016	97,554,278	5,151,297		102,705,575	95.0	%
January 2017 public offering	10,000,000	—		10,000,000
Exchanges during period	1,255,266	(1,255,266	)	—
Other equity transactions	1,177,200	—		1,177,200
Balance - September 30, 2017	109,986,744	3,896,031		113,882,775	96.6	%

As a result of the Reorganization, Summit Inc. is Summit Holdings’ primary beneficiary and thus consolidates Summit Holdings in its consolidated financial statements with a corresponding noncontrolling interest reclassification, which was 3.0% and 3.2% as of September 29, 2018 and December 30, 2017, respectively.

Accumulated other comprehensive income (loss) —The changes in each component of accumulated other comprehensive income (loss) consisted of the following:

	Change in  retirement plans		Foreign currency  translation  adjustments			Cash flow hedge  adjustments			Accumulated  other  comprehensive  income (loss)
Balance - December 30, 2017	$	2,364	$	4,637		$	385		$	7,386
Foreign currency translation adjustment, net of tax	—		(2,295		)	—			(2,295		)
Income on cash flow hedges, net of tax	—		—			1,043			1,043
Balance - September 29, 2018	$	2,364	$	2,342		$	1,428		$	6,134
Balance - December 31, 2016	$	1,450	$	(3,106	)	$	(593	)	$	(2,249	)
Postretirement liability adjustment	397		—			—			397
Foreign currency translation adjustment	—		8,172			—			8,172
Income on cash flow hedges	—		—			368			368
Balance - September 30, 2017	$	1,847	$	5,066		$	(225	)	$	6,688

Summit Materials, LLC

Schedule of Capitalization, Equity [Line Items]

Members' Interest

MEMBERS’ INTEREST

Summit Inc.’s Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of LP Units.

Accumulated other comprehensive income (loss) —The changes in each component of accumulated other comprehensive income (loss) consisted of the following:

										Accumulated
				Foreign currency						other
	Change in			translation			Cash flow hedge			comprehensive
	retirement plans			adjustments			adjustments			(loss) income
Balance - December 30, 2017	$	(6,053	)	$	(10,022	)	$	(1,060	)	$	(17,135	)
Foreign currency translation adjustment	—			(3,179		)	—			(3,179		)
Income on cash flow hedges	—			—			1,443			1,443
Balance - September 29, 2018	$	(6,053	)	$	(13,201	)	$	383		$	(18,871	)
Balance - December 31, 2016	$	(7,181	)	$	(17,790	)	$	(2,473	)	$	(27,444	)
Postretirement liability adjustment	413			—			—			413
Foreign currency translation adjustment	—			8,498			—			8,498
Income on cash flow hedges	—			—			384			384
Balance - September 30, 2017	$	(6,768	)	$	(9,292	)	$	(2,089	)	$	(18,149	)

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Supplemental Cash Flow Information

9 Months Ended

Sep. 29, 2018

Schedule Of Cash Flow Supplemental [Line Items]

Supplemental Cash Flow Information

SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information is as follows:

	Nine months ended
	September 29, 2018		September 30, 2017
Cash payments:
Interest	$	79,367	$	71,117
Income taxes	3,362		1,841
Non cash financing activities:
Exchange of LP Units to shares of Class A common stock	7,499		34,831

Summit Materials, LLC

Schedule Of Cash Flow Supplemental [Line Items]

Supplemental Cash Flow Information

SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information is as follows:

	Nine months ended
	September 29, 2018		September 30, 2017
Cash payments:
Interest	$	79,367	$	71,117
Income taxes	3,362		1,841

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Commitments and Contingencies

9 Months Ended

Sep. 29, 2018

Loss Contingencies [Line Items]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or liquidity. The Company records legal fees as incurred.

Environmental Remediation and Site Restoration—TheCompany’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.

The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of September 29, 2018 and December 30, 2017, $24.5 million and $20.5 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $3.9 million and $3.9 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of September 29, 2018 and December 30, 2017 were $84.0 million and $67.9 million, respectively.

Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.

Summit Materials, LLC

Loss Contingencies [Line Items]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all pending or threatened claims and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or liquidity. The Company records legal fees as incurred.

Environmental Remediation and Site Restoration—The Company’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.

The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of September 29, 2018 and December 30, 2017, $24.5 million and $20.5 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $3.9 million and $3.9 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of September 29, 2018 and December 30, 2017 were $84.0 million and $67.9 million, respectively.

Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.

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Fair Value

9 Months Ended

Sep. 29, 2018

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value

FAIR VALUE

Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.

The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The interest rate derivative expires in September 2019. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018		December 30, 2017
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	3,011	$	594
Cash flow hedges	—		488
Acquisition-related liabilities and Other noncurrent liabilities
Contingent consideration	$	3,774	$	34,301
Cash flow hedges	—		492

The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 10.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges is based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material valuation adjustments to contingent consideration or derivatives as of September 29, 2018 and September 30, 2017.

Financial Instruments—The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018				December 30, 2017
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 2
Long-term debt(1)	$	1,837,273	$	1,828,041	$	1,893,239	$	1,832,455
Level 3
Current portion of deferred consideration and noncompete obligations(2)	11,137		11,137		13,493		13,493
Long term portion of deferred consideration and noncompete obligations(3)	25,355		25,355		23,834		23,834

(1) $4.8 million was included in current portion of debt as of September 29, 2018 and December 30, 2017.

(2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets.

(3) Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2, inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.

Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.

Summit Materials, LLC

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value

FAIR VALUE

Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.

The Company has entered into interest rate derivatives on $200.0 million of its term loan borrowings to add stability to interest expense and to manage its exposure to interest rate movements. The interest rate derivative expires in September 2019. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) and will be subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The fair value of contingent consideration and derivatives as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018		December 30, 2017
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	3,011	$	594
Cash flow hedges	—		488
Acquisition-related liabilities and Other noncurrent liabilities
Contingent consideration	$	3,774	$	34,301
Cash flow hedges	—		492

The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 10% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. The fair value of the cash flow hedges is based on observable, or Level 2, inputs such as interest rates, bond yields and prices in inactive markets. There were no material valuation adjustments to contingent consideration or derivatives as of September 29, 2018 and September 30, 2017.

Financial Instruments—The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018				December 30, 2017
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 2
Long-term debt(1)	$	1,837,273	$	1,828,041	$	1,893,239	$	1,832,455
Level 3
Current portion of deferred consideration and noncompete obligations(2)	8,637		8,637		10,993		10,993
Long term portion of deferred consideration and noncompete obligations(3)	21,411		21,411		17,938		17,938

(1) $4.8 million was included in current portion of debt as of September 29, 2018 and December 30, 2017.

(2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets.

(3) Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.

Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.

XML

Segment Information

9 Months Ended

Sep. 29, 2018

Segment Reporting Information [Line Items]

Segment Information

SEGMENT INFORMATION

The Company has three operating segments: West, East and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.

The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts.

The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements.

The following tables display selected financial data for the Company’s reportable business segments as of September 29, 2018 and December 30, 2017 and for the three and nine months ended September 29, 2018 and September 30, 2017:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Revenue*:
West	$	367,912	$	327,917	$	871,338	$	746,991
East	232,777		204,990		525,270		466,222
Cement	93,972		101,274		213,364		229,338
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.

	Three months ended						Nine months ended
	September 29, 2018			September 30, 2017			September 29, 2018			September 30, 2017
Income (loss) from operations before taxes	$	94,757		$	(414,046	)	$	71,206		$	(415,809	)
Interest expense	28,889			28,921			86,616			79,876
Depreciation, depletion and amortization	53,494			48,483			149,439			132,374
Accretion	480			486			1,224			1,382
Loss on debt financings	—			—			149			190
Tax receivable agreement expense	—			501,752			—			503,277
Gain on sale of business	(12,108		)	—			(12,108		)	—
Transaction costs	1,260			2,581			3,817			6,474
Non-cash compensation	5,643			4,724			19,833			14,148
Other	(409		)	(200		)	(7,316		)	(346		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566
Total Adjusted EBITDA by Segment:
West	$	73,916		$	76,637		$	151,316		$	152,856
East	58,305			56,397			100,497			99,511
Cement	44,299			46,860			82,626			93,328
Corporate and other	(4,514		)	(7,193		)	(21,579		)	(24,129		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566

	Nine months ended
	September 29, 2018		September 30, 2017
Purchases of property, plant and equipment
West	$	104,217	$	64,257
East	51,968		52,920
Cement	21,621		25,306
Total reportable segments	177,806		142,483
Corporate and other	5,946		4,995
Total purchases of property, plant and equipment	$	183,752	$	147,478

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Depreciation, depletion, amortization and accretion:
West	$	23,289	$	18,907	$	68,029	$	51,989
East	19,429		17,628		54,982		49,939
Cement	10,682		11,815		25,733		29,888
Total reportable segments	53,400		48,350		148,744		131,816
Corporate and other	574		619		1,919		1,940
Total depreciation, depletion, amortization and accretion	$	53,974	$	48,969	$	150,663	$	133,756

	September 29, 2018		December 30, 2017
Total assets:
West	$	1,422,966	$	1,225,463
East	1,229,567		1,035,609
Cement	899,077		870,652
Total reportable segments	3,551,610		3,131,724
Corporate and other	344,724		655,609
Total	$	3,896,334	$	3,787,333

Summit Materials, LLC

Segment Reporting Information [Line Items]

Segment Information

SEGMENT INFORMATION

The Company has three operating segments: West, East, and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.

The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts.

The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements.

The following tables display selected financial data for the Company’s reportable business segments as of September 29, 2018 and December 30, 2017 and for the three and nine months ended September 29, 2018 and September 30, 2017:

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Revenue*:
West	$	367,912	$	327,917	$	871,338	$	746,991
East	232,777		204,990		525,270		466,222
Cement	93,972		101,274		213,364		229,338
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.

	Three months ended						Nine months ended
	September 29,			September 30,			September 29,			September 30,
	2018			2017			2018			2017
Income from operations before taxes	$	94,926		$	87,919		$	71,756		$	88,149
Interest expense	28,720			28,708			86,066			79,195
Depreciation, depletion and amortization	53,494			48,483			149,439			132,374
Accretion	480			486			1,224			1,382
Loss on debt financings	—			—			149			190
Gain on sale of business	(12,108		)	—			(12,108		)	—
Transaction costs	1,260			2,581			3,817			6,474
Non-cash compensation	5,643			4,724			19,833			14,148
Other	(409		)	(200		)	(7,316		)	(346		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566
Total Adjusted EBITDA by Segment:
West	$	73,916		$	76,637		$	151,316		$	152,856
East	58,305			56,397			100,497			99,511
Cement	44,299			46,860			82,626			93,328
Corporate and other	(4,514		)	(7,193		)	(21,579		)	(24,129		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566

	Nine months ended
	September 29, 2018		September 30, 2017
Purchases of property, plant and equipment
West	$	104,217	$	64,257
East	51,968		52,920
Cement	21,621		25,306
Total reportable segments	177,806		142,483
Corporate and other	5,946		4,995
Total purchases of property, plant and equipment	$	183,752	$	147,478

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Depreciation, depletion, amortization and accretion:
West	$	23,289	$	18,907	$	68,029	$	51,989
East	19,429		17,628		54,982		49,939
Cement	10,682		11,815		25,733		29,888
Total reportable segments	53,400		48,350		148,744		131,816
Corporate and other	574		619		1,919		1,940
Total depreciation, depletion, amortization and accretion	$	53,974	$	48,969	$	150,663	$	133,756

	September 29, 2018		December 30, 2017
Total assets:
West	$	1,422,966	$	1,225,463
East	1,229,567		1,035,609
Cement	899,077		870,652
Total reportable segments	3,551,610		3,131,724
Corporate and other	78,192		372,517
Total	$	3,629,802	$	3,504,241

XML

Guarantor and Non-Guarantor Financial Information

9 Months Ended

Sep. 29, 2018

Summit Materials, LLC

Guarantor and Non-Guarantor Financial Information

GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION

Summit LLC’s domestic wholly-owned subsidiary companies other than Finance Corp. are named as guarantors (collectively, the “Guarantors”) of the Senior Notes. Finance Corp. does not and will not have any assets or operations other than as may be incidental to its activities as a co-issuer of the Senior Notes and other indebtedness. Certain other partially-owned subsidiaries and a non-U.S. entity do not guarantee the Senior Notes (collectively, the “Non-Guarantors”). The Guarantors provide a joint and several, full and unconditional guarantee of the Senior Notes.

There are no significant restrictions on Summit LLC’s ability to obtain funds from any of the Guarantor Subsidiaries in the form of dividends or loans. Additionally, there are no significant restrictions on a Guarantor Subsidiary’s ability to obtain funds from Summit LLC or its direct or indirect subsidiaries.

The following condensed consolidating balance sheets, statements of operations and cash flows are provided for the Issuers, the wholly-owned guarantors and the Non-Guarantors.

Earnings from subsidiaries are included in other income in the condensed consolidated statements of operations below. The financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the guarantor or non-guarantor subsidiaries operated as independent entities.

Condensed Consolidating Balance Sheets

September 29, 2018

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	75,529	$	1,946	$	3,707	$	(16,252	)	$	64,930
Accounts receivable, net	289		279,071		22,489		(179		)	301,670
Intercompany receivables	523,663		509,313		—		(1,032,976		)	—
Cost and estimated earnings in excess of billings	—		45,732		1,897		—			47,629
Inventories	—		227,047		2,714		—			229,761
Other current assets	1,758		12,986		946		—			15,690
Total current assets	601,239		1,076,095		31,753		(1,049,407		)	659,680
Property, plant and equipment, net	12,556		1,678,923		60,331		—			1,751,810
Goodwill	—		1,089,169		59,419		—			1,148,588
Intangible assets, net	—		18,892		—		—			18,892
Other assets	3,219,616		160,131		1,449		(3,330,364		)	50,832
Total assets	$	3,833,411	$	4,023,210	$	152,952	$	(4,379,771	)	$	3,629,802
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765	$	—	$	—	$	—		$	4,765
Current portion of acquisition-related liabilities	—		11,648		—		—			11,648
Accounts payable	4,580		121,519		15,560		(179		)	141,480
Accrued expenses	42,095		85,922		2,723		(16,252		)	114,488
Intercompany payables	580,768		438,378		13,830		(1,032,976		)	—
Billings in excess of costs and estimated earnings	—		12,417		655		—			13,072
Total current liabilities	632,208		669,884		32,768		(1,049,407		)	285,453
Long-term debt	1,808,190		—		—		—			1,808,190
Acquisition-related liabilities	—		25,185		—		—			25,185
Other noncurrent liabilities	3,756		213,054		76,225		(171,318		)	121,717
Total liabilities	2,444,154		908,123		108,993		(1,220,725		)	2,240,545
Total member's interest	1,389,257		3,115,087		43,959		(3,159,046		)	1,389,257
Total liabilities and member’s interest	$	3,833,411	$	4,023,210	$	152,952	$	(4,379,771	)	$	3,629,802

Condensed Consolidating Balance Sheets

December 30, 2017

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	370,741	$	10,254	$	14,933	$	(12,372	)	$	383,556
Accounts receivable, net	—		183,139		15,191		—			198,330
Intercompany receivables	573,301		484,747		—		(1,058,048		)	—
Cost and estimated earnings in excess of billings	—		9,264		248		—			9,512
Inventories	—		180,283		4,156		—			184,439
Other current assets	1,167		6,354		243		—			7,764
Total current assets	945,209		874,041		34,771		(1,070,420		)	783,601
Property, plant and equipment, net	9,259		1,569,118		37,047		—			1,615,424
Goodwill	—		976,206		61,114		—			1,037,320
Intangible assets, net	—		16,833		—		—			16,833
Other assets	2,890,674		162,711		1,271		(3,003,593		)	51,063
Total assets	$	3,845,142	$	3,598,909	$	134,203	$	(4,074,013	)	$	3,504,241
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765	$	—	$	—	$	—		$	4,765
Current portion of acquisition-related liabilities	—		11,587		—		—			11,587
Accounts payable	3,976		89,912		6,749		—			100,637
Accrued expenses	47,047		79,372		2,227		(12,372		)	116,274
Intercompany payables	684,057		369,918		4,073		(1,058,048		)	—
Billings in excess of costs and estimated earnings	—		15,349		401		—			15,750
Total current liabilities	739,845		566,138		13,450		(1,070,420		)	249,013
Long-term debt	1,810,833		—		—		—			1,810,833
Acquisition-related liabilities	—		52,239		—		—			52,239
Other noncurrent liabilities	2,870		193,801		75,209		(171,318		)	100,562
Total liabilities	2,553,548		812,178		88,659		(1,241,738		)	2,212,647
Total member's interest	1,291,594		2,786,731		45,544		(2,832,275		)	1,291,594
Total liabilities and member’s interest	$	3,845,142	$	3,598,909	$	134,203	$	(4,074,013	)	$	3,504,241

Condensed Consolidating Statements of Operations

For the three months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	668,145		$	28,064		$	(1,548	)	$	694,661
Cost of revenue (excluding items shown separately below)	—			452,394			20,957			(1,548		)	471,803
General and administrative expenses	10,951			46,910			2,856			—			60,717
Depreciation, depletion, amortization and accretion	574			52,213			1,187			—			53,974
Operating (loss) income	(11,525		)	116,628			3,064			—			108,167
Other income, net	(132,382		)	(3,019		)	(236		)	132,266			(3,371		)
Interest expense (income)	29,396			(1,882		)	1,206			—			28,720
Gain on sale of business	—			(12,108		)	—			—			(12,108		)
Income from operations before taxes	91,461			133,637			2,094			(132,266		)	94,926
Income tax expense	1,034			2,898			567			—			4,499
Net income attributable to member of Summit Materials, LLC	$	90,427		$	130,739		$	1,527		$	(132,266	)	$	90,427
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	92,484		$	130,652		$	(443	)	$	(130,209	)	$	92,484

Condensed Consolidating Statements of Operations

For the nine months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,548,960		$	65,597		$	(4,585	)	$	1,609,972
Cost of revenue (excluding items shown separately below)	—			1,087,150			48,031			(4,585		)	1,130,596
General and administrative expenses	45,175			141,372			8,245			—			194,792
Depreciation, depletion, amortization and accretion	1,919			145,135			3,609			—			150,663
Operating (loss) income	(47,094		)	175,303			5,712			—			133,921
Other (income) loss, net	(204,677		)	(10,563		)	(87		)	203,534			(11,793		)
Interest expense (income)	87,924			(5,447		)	3,589			—			86,066
Gain on sale of business	—			(12,108		)	—			—			(12,108		)
Income from operations before taxes	69,659			203,421			2,210			(203,534		)	71,756
Income tax expense	1,226			1,481			616			—			3,323
Net income attributable to member of Summit Materials, LLC	$	68,433		$	201,940		$	1,594		$	(203,534	)	$	68,433
Comprehensive income attributable to member of Summit Materials, LLC	$	66,697		$	200,497		$	4,773		$	(205,270	)	$	66,697

Condensed Consolidating Statements of Operations

For the three months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	606,046		$	29,608		$	(1,473	)	$	634,181
Cost of revenue (excluding items shown separately below)	—			389,716			21,302			(1,473		)	409,545
General and administrative expenses	15,011			44,373			2,372			—			61,756
Depreciation, depletion, amortization and accretion	619			47,032			1,318			—			48,969
Operating (loss) income	(15,630		)	124,925			4,616			—			113,911
Other income, net	(126,386		)	(1,569		)	(245		)	125,484			(2,716		)
Interest expense (income)	28,182			(670		)	1,196			—			28,708
Income from operations before taxes	82,574			127,164			3,665			(125,484		)	87,919
Income tax expense	—			4,397			889			—			5,286
Net income	82,574			122,767			2,776			(125,484		)	82,633
Net income attributable to noncontrolling interest	—			—			—			59			59
Net income attributable to member of Summit Materials, LLC	$	82,574		$	122,767		$	2,776		$	(125,543	)	$	82,574
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	87,160		$	122,555		$	(1,598	)	$	(120,957	)	$	87,160

Condensed Consolidating Statements of Operations

For the nine months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,384,956		$	62,230		$	(4,635	)	$	1,442,551
Cost of revenue (excluding items shown separately below)	—			922,024			45,632			(4,635		)	963,021
General and administrative expenses	44,718			131,770			5,715			—			182,203
Depreciation, depletion, amortization and accretion	1,940			128,851			2,965			—			133,756
Operating (loss) income	(46,658		)	202,311			7,918			—			163,571
Other income, net	(204,877		)	(1,561		)	(500		)	203,165			(3,773		)
Interest expense (income)	76,586			(533		)	3,142			—			79,195
Income from operations before taxes	81,633			204,405			5,276			(203,165		)	88,149
Income tax expense	—			5,119			1,424			—			6,543
Net income	81,633			199,286			3,852			(203,165		)	81,606
Net loss attributable to noncontrolling interest	—			—			—			(27		)	(27		)
Net income attributable to member of Summit Materials, LLC	$	81,633		$	199,286		$	3,852		$	(203,138	)	$	81,633
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	90,928		$	198,489		$	(4,646	)	$	(193,843	)	$	90,928

Condensed Consolidating Statements of Cash Flows

For the nine months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(107,736	)	$	173,597		$	4,696		$	—		$	70,557
Cash flow from investing activities:
Acquisitions, net of cash acquired	—			(210,894		)	—			—			(210,894		)
Purchase of property, plant and equipment	(5,946		)	(156,016		)	(21,790		)	—			(183,752		)
Proceeds from the sale of property, plant, and equipment	—			18,257			169			—			18,426
Proceeds from the sale of a business	—			21,564			—			—			21,564
Other	—			2,660			—			—			2,660
Net cash used for investing activities	(5,946		)	(324,429		)	(21,621		)	—			(351,996		)
Cash flow from financing activities:
Proceeds from investment by member	(112,386		)	128,001			—			—			15,615
Net proceeds from debt issuance	64,500			—			—			—			64,500
Loans received from and payments made on loans from other Summit Companies	(60,387		)	58,052			6,215			(3,880		)	—
Payments on long-term debt	(69,265		)	(9,701		)	(61		)	—			(79,027		)
Payments on acquisition-related liabilities	—			(32,821		)	—			—			(32,821		)
Debt issuance costs	(550		)	—			—			—			(550		)
Distributions from partnership	(2,569		)	—			—			—			(2,569		)
Other	(873		)	(1,007		)	(33		)	—			(1,913		)
Net cash (used in) provided by financing activities	(181,530		)	142,524			6,121			(3,880		)	(36,765		)
Impact of cash on foreign currency	—			—			(422		)	—			(422		)
Net decrease in cash	(295,212		)	(8,308		)	(11,226		)	(3,880		)	(318,626		)
Cash — Beginning of period	370,741			10,254			14,933			(12,372		)	383,556
Cash — End of period	$	75,529		$	1,946		$	3,707		$	(16,252	)	$	64,930

Condensed Consolidating Statements of Cash Flows

For the nine months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(92,840	)	$	198,890		$	26,845		$	—		$	132,895
Cash flow from investing activities:
Acquisitions, net of cash acquired	(24,538		)	(321,340		)	(25,601		)	—			(371,479		)
Purchase of property, plant and equipment	(4,994		)	(137,505		)	(4,979		)	—			(147,478		)
Proceeds from the sale of property, plant, and equipment	—			13,231			59			—			13,290
Other	—			182			—			—			182
Net cash used for investing activities	(29,532		)	(445,432		)	(30,521		)	—			(505,485		)
Cash flow from financing activities:
Proceeds from investment by member	(3,409		)	249,359			10,717			—			256,667
Capital issuance costs	(627		)	—			—			—			(627		)
Net proceeds from debt issuance	302,000			—			—			—			302,000
Loans received from and payments made on loans from other Summit Companies	(10,787		)	20,975			(6,282		)	(3,906		)	—
Payments on long-term debt	(6,874		)	(6,009		)	(4		)	—			(12,887		)
Payments on acquisition-related liabilities	—			(20,116		)	—			—			(20,116		)
Financing costs	(5,317		)	—			—			—			(5,317		)
Distributions from partnership	(2,609		)	—			—			—			(2,609		)
Other	(536		)	(288		)	(21		)	—			(845		)
Net cash provided by financing activities	271,841			243,921			4,410			(3,906		)	516,266
Impact of cash on foreign currency	—			—			734			—			734
Net increase (decrease) in cash	149,469			(2,621		)	1,468			(3,906		)	144,410
Cash — Beginning of period	133,862			4,820			14,656			(10,666		)	142,672
Cash — End of period	$	283,331		$	2,199		$	16,124		$	(14,572	)	$	287,082

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Summary of Organization and Significant Accounting Policies (Policies)

9 Months Ended

Sep. 29, 2018

Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]

Basis of Presentation

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2017. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.

Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of September 29, 2018, the results of operations for the three and nine months ended September 29, 2018 and September 30, 2017 and cash flows for the nine months ended September 29, 2018 and September 30, 2017.

Principles of Consolidation

Principles of Consolidation—The consolidated financial statements include the accounts of Summit Inc. and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. As a result of the reorganization into a holding company structure (the “Reorganization”), Summit Holdings became a variable interest entity over which Summit Inc. has 100% voting power and control and for which Summit Inc. has the obligation to absorb losses and the right to receive benefits.

For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 9, Stockholders’ Equity.

The Company attributes consolidated stockholders’ equity and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. In October 2017, the Company acquired the 20% of Ohio Valley Asphalt, LLC held by noncontrolling interests, making it a wholly owned subsidiary.

Use of Estimates

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, the tax receivable agreement ("TRA") liability, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.

Business and Credit Concentrations

Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in those states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been extended to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended September 29, 2018 and September 30, 2017.

Revenue Recognition

Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants and underground storage space rental.

Products

We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, net of discounts or allowances, if any, and freight and delivery charges billed to customers. Freight and delivery charges associated with cement sales are recorded on a net basis together with freight costs within cost of sales. Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Aggregates and cement products are sold point-of-sale through purchase orders. When the product is sold on account, collectability typically occurs 30 to 60 days after the sale.  Revenue is recognized when cash is received from the customer at the point of sale or when the products are delivered or collected on site. There are no other timing implications that will create a contract asset or liability, and contract modifications are unlikely given the timing and nature of the transaction. Material sales are likely to have multiple performance obligations if the product is sold with delivery. In these instances, delivery most often occurs on the same day as the control of the product transfers to the customer. As a result, even in the case of multiple performance obligations, the performance obligations are satisfied concurrently and revenue is recognized simultaneously.

Services

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants, and underground storage space rental. Revenue from the receipt of waste fuels is recognized when the waste is accepted and a corresponding liability is recognized for the costs to process the waste into fuel for the manufacturing of cement or to ship the waste offsite for disposal in accordance with applicable regulations.

Collectability of service contracts is due reasonably after certain milestones in the contract are performed. Milestones vary by project, but are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress. The majority of the time, collection occurs within 90 days of billing and cash is received within the same fiscal year as services performed. On most projects, the customer will withhold a portion of the invoice for retainage, which may last longer than a year depending on the job.

Revenue derived from paving and related services is recognized using the percentage of completion method, which approximates progress towards completion. Under the percentage of completion method, we recognize paving and related services revenue as services are rendered. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. We estimate profit as the difference between total estimated revenue and total estimated cost of a contract and recognize that profit over the life of the contract based on input measures. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. We include revisions of estimated profits on contracts in earnings under the cumulative catch-up method, under which the effect of revisions in estimates is recognized immediately. If a revised estimate of contract profitability reveals an anticipated loss on the contract, we recognize the loss in the period it is identified.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. Contract estimates involve various assumptions and projections relative to the outcome of future events over multiple periods, including future labor productivity and availability, the nature and complexity of the work to be performed, the cost and availability of materials, the effect of delayed performance, and the availability and timing of funding from the customer. These estimates are based on our best judgment. A significant change in one or more of these estimates could affect the profitability of one or more of our contracts. We review our contract estimates regularly to assess revisions in contract values and estimated costs at completion. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. No material adjustments to a contract were recognized in the three and nine months ended September 29, 2018.

We recognize claims when the amount of the claim can be estimated reliably and its realization is probable. In evaluating these criteria, we consider the contractual basis for the claim, the cause of any additional costs incurred, the reasonableness of those costs and the objective evidence available to support the claim.

When the contract includes variable consideration, we estimate the amount of consideration to which we will be entitled in exchange for transferring the promised goods or services to a customer. The amount of estimated variable consideration included in the transaction price is the amount for which it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Types of variable consideration include, but are not limited to, liquidated damages and other performance penalties and production and placement bonuses.

The majority of contract modifications relate to the original contract and are often an extension of the original performance obligation. Predominately modifications are not distinct from the terms in the original contract; therefore, they are considered part of a single performance obligation. We account for the modification using a cumulative catch-up adjustment. However, there are instances where goods or services in a modification are distinct from those transferred prior to the modification. In these situations, we account for the modifications as either a separate contract or prospectively depending on the facts and circumstances of the modification.

Generally, construction contracts contain mobilization costs which are categorized as costs to fulfill a contract. These costs are excluded from any measure of progress toward contract fulfillment. These costs do not result in the transfer of control of a good or service to the customer and are amortized over the life of the contract.

Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts on the percentage of completion method for which billings had not been presented to customers because the amounts were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at the balance sheet date are expected to be billed in following periods. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Contract assets and liabilities are netted on a contract-by-contract basis.

Earnings per Share

Earnings per Share—The Company computes basic earnings per share attributable to stockholders by dividing income attributable to Summit Inc. by the weighted-average shares of Class A common stock outstanding. Diluted earnings per share reflects the potential dilution beyond shares for basic earnings per share that could occur if securities or other contracts to issue common stock were exercised, converted into common stock, or resulted in the issuance of common stock that would have shared in the Company’s earnings. Since the Class B common stock has no economic value, those shares are not included in the weighted-average common share amount for basic or diluted earnings per share. In addition, as the shares of Class A common stock are issued by Summit Inc., the earnings and equity interests of noncontrolling interests are not included in basic earnings per share.

Tax Receivable Agreement

Tax Receivable Agreement— When Class A limited partnership units of Summit Holdings (“LP Units”) are exchanged for shares of Class A common stock of Summit Inc. or Summit Inc. purchases LP Units for cash, this results in increases in Summit Inc.’s share of the tax basis of the tangible and intangible assets, which increases the tax depreciation and amortization deductions that otherwise would not have been available to Summit Inc. These increases in tax basis and tax depreciation and amortization deductions are expected to reduce the amount of cash taxes that we would otherwise be required to pay in the future. Prior to our initial public offering (“IPO”), we entered into a TRA with the pre-IPO owners that requires us to pay the pre-IPO owners 85% of the amount of cash savings, if any, in U.S. federal, state, and local income tax that we actually realize as a result of these exchanges. These benefits include (1) increases in the tax basis of tangible and intangible assets of Summit Holdings and certain other tax benefits related to entering into the TRA, (2) tax benefits attributable to payments under the TRA, or (3) under certain circumstances such as an early termination of the TRA, we are deemed to realize, as a result of the increases in tax basis in connection with exchanges by the pre-IPO owners described above and certain other tax benefits attributable to payments under the TRA.

We periodically evaluate the realizability of the deferred tax assets resulting from the exchange of LP Units for Class A common stock. If the deferred tax assets are determined to be realizable, we then assess whether payment of amounts under the TRA have become probable. If so, we record a TRA liability equal to 85% of such deferred tax assets, and the remaining 15% as an increase to additional paid-in capital. If a deferred tax asset subject to the TRA is determined not to be realizable and therefore subject to a valuation allowance, we do not record a TRA liability for such deferred tax assets. In subsequent periods, we assess the realizability of all of our deferred tax assets subject to the TRA. Should we determine a deferred tax asset with a valuation allowance is realizable in a subsequent period, the related valuation allowance will be released and consideration of a corresponding TRA liability will be assessed. The realizability of deferred tax assets, including those subject to the TRA, is dependent upon the generation of future taxable income during the periods in which those deferred tax assets become deductible and consideration of prudent and feasible tax-planning strategies.

The measurement of the TRA is accounted for as a contingent liability. Therefore, once we determine that a payment to a pre-IPO owner has become probable and can be estimated, the estimate of payment will be accrued.

Reclassifications

Reclassification —Within the operating activities section on the consolidated statement of cash flows for the nine month period ended September 30, 2017, the Company reclassified $4.8 million from deferred income tax benefit, $17,000 from other current assets and $498.8 million from deferred tax assets, net, to change in deferred tax asset, net, to conform to the current year presentation.

New Accounting Standards

New Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which prescribes a five-step model for revenue recognition that replaced most existing revenue recognition guidance in U.S. GAAP. The ASU supersedes nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. We adopted this ASU in the first quarter of 2018 using the modified retrospective approach, which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the definition of a business. This ASU provides a screen to determine whether a group of assets constitutes a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated as acquisitions. If the screen is not met, this ASU (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. We adopted this ASU in the first quarter of 2018 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

Summit Materials, LLC

Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]

Follow On Offering

Summit Inc. Equity Offering—On January 10, 2017, Summit Inc. raised $237.6 million, net of underwriting discounts, through the issuance of 10,000,000 shares of Class A common stock at a public offering price of $24.05 per share. Summit Inc. used these proceeds to purchase an equal number of limited partnership interests in Summit Holdings (“LP Units”) and caused Summit Holdings to use a portion of the proceeds from the offering to acquire two materials-based companies for a combined purchase price of approximately $110 million in cash.

Basis of Presentation

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended December 30, 2017. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.

Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of September 29, 2018, the results of operations for the three and nine months ended September 29, 2018 and September 30, 2017 and cash flows for the nine months ended September 29, 2018 and September 30, 2017.

Principles of Consolidation

Principles of Consolidation—The consolidated financial statements include the accounts of Summit LLC and its majority owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company attributes consolidated member’s interest and net income separately to the controlling and noncontrolling interests. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting. In October 2017, the Company acquired the 20% of Ohio Valley Asphalt, LLC held by noncontrolling interests, making it a wholly-owned subsidiary.

Use of Estimates

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.

Business and Credit Concentrations

Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Utah, Kansas and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in those states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been extended to many customers, and management does not believe that a significant concentration of credit exists with respect to any individual customer or group of customers.No single customer accounted for more than 10% of the Company’s total revenue in the three and nine months ended September 29, 2018 and September 30, 2017.

Revenue Recognition

Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products and plastics components, and from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants and underground storage space rental.

Products

We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, net of discounts or allowances, if any, and freight and delivery charges billed to customers. Freight and delivery charges associated with cement sales are recorded on a net basis together with freight costs within cost of sales. Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Aggregates and cement products are sold point-of-sale through purchase orders. When the product is sold on account, collectability typically occurs 30 to 60 days after the sale.  Revenue is recognized when cash is received from the customer at the point of sale or when the products are delivered or collected on site. There are no other timing implications that will create a contract asset or liability, and contract modifications are unlikely given the timing and nature of the transaction. Material sales are likely to have multiple performance obligations if the product is sold with delivery. In these instances, delivery most often occurs on the same day as the control of the product transfers to the customer. As a result, even in the case of multiple performance obligations, the performance obligations are satisfied concurrently and revenue is recognized simultaneously.

Services

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations, the receipt and disposal of waste that is converted to fuel for use in our cement plants, and underground storage space rental. Revenue from the receipt of waste fuels is recognized when the waste is accepted and a corresponding liability is recognized for the costs to process the waste into fuel for the manufacturing of cement or to ship the waste offsite for disposal in accordance with applicable regulations.

Collectability of service contracts is due reasonably after certain milestones in the contract are performed. Milestones vary by project, but are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress. The majority of the time, collection occurs within 90 days of billing and cash is received within the same fiscal year as services performed. On most projects, the customer will withhold a portion of the invoice for retainage, which may last longer than a year depending on the job.

Revenue derived from paving and related services is recognized using the percentage of completion method, which approximates progress towards completion. Under the percentage of completion method, we recognize paving and related services revenue as services are rendered. The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. We estimate profit as the difference between total estimated revenue and total estimated cost of a contract and recognize that profit over the life of the contract based on input measures. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion. We include revisions of estimated profits on contracts in earnings under the cumulative catch-up method, under which the effect of revisions in estimates is recognized immediately. If a revised estimate of contract profitability reveals an anticipated loss on the contract, we recognize the loss in the period it is identified.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes. Contract estimates involve various assumptions and projections relative to the outcome of future events over multiple periods, including future labor productivity and availability, the nature and complexity of the work to be performed, the cost and availability of materials, the effect of delayed performance, and the availability and timing of funding from the customer. These estimates are based on our best judgment. A significant change in one or more of these estimates could affect the profitability of one or more of our contracts. We review our contract estimates regularly to assess revisions in contract values and estimated costs at completion. Inherent uncertainties in estimating costs make it at least reasonably possible that the estimates used will change within the near term and over the life of the contracts. No material adjustments to a contract were recognized in the three and nine months ended September 29, 2018.

We recognize claims when the amount of the claim can be estimated reliably and its realization is probable. In evaluating these criteria, we consider the contractual basis for the claim, the cause of any additional costs incurred, the reasonableness of those costs and the objective evidence available to support the claim.

When the contract includes variable consideration, we estimate the amount of consideration to which we will be entitled in exchange for transferring the promised goods or services to a customer. The amount of estimated variable consideration included in the transaction price is the amount for which it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Types of variable consideration include, but are not limited to, liquidated damages and other performance penalties and production and placement bonuses.

The majority of contract modifications relate to the original contract and are often an extension of the original performance obligation. Predominately modifications are not distinct from the terms in the original contract; therefore, they are considered part of a single performance obligation. We account for the modification using a cumulative catch-up adjustment. However, there are instances where goods or services in a modification are distinct from those transferred prior to the modification. In these situations, we account for the modifications as either a separate contract or prospectively depending on the facts and circumstances of the modification.

Generally, construction contracts contain mobilization costs which are categorized as costs to fulfill a contract. These costs are excluded from any measure of progress toward contract fulfillment. These costs do not result in the transfer of control of a good or service to the customer and are amortized over the life of the contract.

Costs and estimated earnings in excess of billings are composed principally of revenue recognized on contracts on the percentage of completion method for which billings had not been presented to customers because the amounts were not billable under the contract terms at the balance sheet date. In accordance with the contract terms, the unbilled receivables at the balance sheet date are expected to be billed in following periods. Billings in excess of costs and estimated earnings represent billings in excess of revenue recognized. Contract assets and liabilities are netted on a contract-by-contract basis.

New Accounting Standards

New Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which prescribes a five-step model for revenue recognition that replaced most existing revenue recognition guidance in U.S. GAAP. The ASU supersedes nearly all existing revenue recognition guidance under U.S. GAAP and provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In July 2015, the FASB postponed the effective date of the new revenue standard by one year to the first quarter of 2018. We adopted this ASU in the first quarter of 2018 using the modified retrospective approach, which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business, which narrows the definition of a business. This ASU provides a screen to determine whether a group of assets constitutes a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated as acquisitions. If the screen is not met, this ASU (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) removes the evaluation of whether a market participant could replace missing elements. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. We adopted this ASU in the first quarter of 2018 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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Acquisitions and Dispositions (Tables)

9 Months Ended

Sep. 29, 2018

Business Acquisition [Line Items]

Summary of Acquisitions by Region

The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29, 2018	December 30, 2017
West	4	6
East (1)	6	8

_____________________________________________________________________________________________

(1)In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

Summary of Assets Acquired and Liabilities Assumed

The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29, 2018			December 30, 2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Goodwill by Reportable Segment and in Total

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	526,290		$	305,374	$	204,656	$	1,036,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	579,608		$	363,324	$	204,656	$	1,147,588

_____________________________________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

Intangible Assets by Type and in Total

The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount		Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Estimated Amortization Expense for Intangible Assets

The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

Acquisitions and Dispositions

ACQUISITIONS AND DISPOSITIONS

Since its formation, the Company has completed numerous acquisitions, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29, 2018	December 30, 2017
West	4	6
East (1)	6	8

_____________________________________________________________________________________________

(1)In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

The purchase price allocation, primarily the valuation of property, plant and equipment for the 2018 acquisitions, as well as the 2017 acquisitions that occurred after September 30, 2017, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29, 2018			December 30, 2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	526,290		$	305,374	$	204,656	$	1,036,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	579,608		$	363,324	$	204,656	$	1,147,588

_____________________________________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

The Company’s intangible assets are primarily composed of goodwill, lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount		Gross  Carrying  Amount		Accumulated  Amortization			Net  Carrying  Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Amortization expense totaled $0.5 million and $1.1 million for the three and nine months ended September 29, 2018, respectively, and $0.3 million and $1.0 million for the three and nine months ended September 30, 2017, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

Summit Materials, LLC

Business Acquisition [Line Items]

Summary of Acquisitions by Region

The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29,	December 30,
	2018	2017
West	4	6
East (1)	6	8

_______________________________________________________________________

(1) In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

Summary of Assets Acquired and Liabilities Assumed

The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29,			December 30,
	2018			2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Goodwill by Reportable Segment and in Total

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	527,290		$	305,374	$	204,656	$	1,037,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	580,608		$	363,324	$	204,656	$	1,148,588

_______________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

Intangible Assets by Type and in Total

The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Estimated Amortization Expense for Intangible Assets

The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

Acquisitions and Dispositions

ACQUISITIONS AND DISPOSITIONS

Since its formation, the Company has completed numerous acquisitions, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and period:

	Nine months ended	Year ended
	September 29,	December 30,
	2018	2017
West	4	6
East (1)	6	8

_______________________________________________________________________

(1) In addition, the Company acquired certain assets of a small ready-mix concrete operation in the second quarter of 2018.

The purchase price allocation, primarily the valuation of property, plant and equipment for the 2018 acquisitions, as well as the 2017 acquisitions that occurred after September 30, 2017, has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	Nine months ended			Year ended
	September 29,			December 30,
	2018			2017
Financial assets	$	14,275		$	31,615
Inventories	19,607			8,300
Property, plant and equipment	94,576			160,975
Intangible assets	3,179			161
Other assets	1,264			4,200
Financial liabilities	(11,914		)	(15,501		)
Other long-term liabilities	(8,255		)	(17,610		)
Net assets acquired	112,732			172,140
Goodwill	106,504			247,536
Purchase price	219,236			419,676
Acquisition-related liabilities	(8,342		)	(43,452		)
Other	—			(1,294		)
Net cash paid for acquisitions	$	210,894		$	374,930

Changes in the carrying amount of goodwill, by reportable segment, from December 30, 2017 to September 29, 2018 are summarized as follows:

	West			East		Cement		Total
Balance, December 30, 2017	$	527,290		$	305,374	$	204,656	$	1,037,320
Acquisitions (1)	55,013			57,950		—		112,963
Foreign currency translation adjustments	(1,695		)	—		—		(1,695		)
Balance, September 29, 2018	$	580,608		$	363,324	$	204,656	$	1,148,588

_______________________________________________________________________

(1) Reflects goodwill from 2018 acquisitions and working capital adjustments from prior year acquisitions.

The Company’s intangible assets are primarily composed of goodwill, lease agreements and reserve rights. The assets related to lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases. The following table shows intangible assets by type and in total:

	September 29, 2018							December 30, 2017
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Leases	$	19,068	$	(4,950	)	$	14,118	$	15,888	$	(4,178	)	$	11,710
Reserve rights	6,234		(1,857		)	4,377		6,234		(1,625		)	4,609
Trade names	1,000		(833		)	167		1,000		(758		)	242
Other	409		(179		)	230		409		(137		)	272
Total intangible assets	$	26,711	$	(7,819	)	$	18,892	$	23,531	$	(6,698	)	$	16,833

Amortization expense totaled $0.5 million and $1.1 million for the three and nine months ended September 29, 2018, respectively, and $0.3 million and $1.0 million for the three and nine months ended September 30, 2017, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to September 29, 2018 is as follows:

2018 (three months)	$	412
2019	1,588
2020	1,511
2021	1,475
2022	1,482
2023	1,350
Thereafter	11,074
Total	$	18,892

In September 2018, the Company sold a non-core business in the West segment, resulting in cash proceeds of $21.6 million, and a total gain on the disposition of the business of $12.1 million.

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Revenue Recognition (Tables)

9 Months Ended

Sep. 29, 2018

Revenue from External Customer [Line Items]

Revenue by Product

Revenue by product for the three and nine months ended September 29, 2018 and September 30, 2017 is as follows:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Revenue by product*:
Aggregates	$	109,621	$	90,594	$	280,761	$	236,437
Cement	87,909		94,915		197,439		213,243
Ready-mix concrete	164,866		139,934		447,490		361,824
Asphalt	125,153		115,917		231,666		218,934
Paving and related services	146,477		136,445		288,119		270,449
Other	60,635		56,376		164,497		141,664
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Revenue from liquid asphalt terminals is included in asphalt revenue.

Schedule of Contract Asset and Liability

The following table outlines the significant changes in contract assets and contract liability balances from December 30, 2017 to September 29, 2018. Also included in the table is the net change in estimate as a percentage of aggregate revenue for such contracts:

	Costs and estimated earnings in excess of billings			Billings in excess of costs and estimated earnings
Balance - December 30, 2017	$	9,512		$	15,750
Changes in revenue billed, contract price or cost estimates	37,643			(3,850		)
Acquisitions	483			1,179
Other	(9		)	(7		)
Balance - September 29, 2018	$	47,629		$	13,072

Summary of Accounts Receivable, Net

Accounts receivable, net consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018			December 30, 2017
Trade accounts receivable	$	220,540		$	137,696
Construction contract receivables	70,626			49,832
Retention receivables	15,144			14,973
Receivables from related parties	297			468
Accounts receivable	306,607			202,969
Less: Allowance for doubtful accounts	(4,937		)	(4,639		)
Accounts receivable, net	$	301,670		$	198,330

Summit Materials, LLC

Revenue from External Customer [Line Items]

Revenue by Product

Revenue by product for the three and nine months ended September 29, 2018 and September 30, 2017 is as follows:

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Revenue by product*:
Aggregates	$	109,621	$	90,594	$	280,761	$	236,437
Cement	87,909		94,915		197,439		213,243
Ready-mix concrete	164,866		139,934		447,490		361,824
Asphalt	125,153		115,917		231,666		218,934
Paving and related services	146,477		136,445		288,119		270,449
Other	60,635		56,376		164,497		141,664
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Revenue from liquid asphalt terminals is included in asphalt revenue.

Schedule of Contract Asset and Liability

The following table outlines the significant changes in contract assets and contract liability balances from December 30, 2017 to September 29, 2018. Also included in the table is the net change in estimate as a percentage of aggregate revenue for such contracts:

	Costs and estimated			Billings in excess
	earnings in			of costs and
	excess of billings			estimated earnings
Balance - December 30, 2017	$	9,512		$	15,750
Changes in revenue billed, contract price or cost estimates	37,643			(3,850		)
Acquisitions	483			1,179
Other	(9		)	(7		)
Balance - September 29, 2018	$	47,629		$	13,072

Summary of Accounts Receivable, Net

	September 29,			December 30,
	2018			2017
Trade accounts receivable	$	220,540		$	137,696
Construction contract receivables	70,626			49,832
Retention receivables	15,144			14,973
Receivables from related parties	297			468
Accounts receivable	306,607			202,969
Less: Allowance for doubtful accounts	(4,937		)	(4,639		)
Accounts receivable, net	$	301,670		$	198,330

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Inventories (Tables)

9 Months Ended

Sep. 29, 2018

Inventory [Line Items]

Components of Inventories

Inventories consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Aggregate stockpiles	$	158,476	$	126,791
Finished goods	37,917		34,667
Work in process	10,028		7,729
Raw materials	23,340		15,252
Total	$	229,761	$	184,439

Summit Materials, LLC

Inventory [Line Items]

Components of Inventories

Inventories consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Aggregate stockpiles	$	158,476	$	126,791
Finished goods	37,917		34,667
Work in process	10,028		7,729
Raw materials	23,340		15,252
Total	$	229,761	$	184,439

XML

Accrued Expenses (Tables)

9 Months Ended

Sep. 29, 2018

Schedule Of Accrued Expenses [Line Items]

Components of Accrued Expenses

Accrued expenses consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Interest	$	23,267	$	24,095
Payroll and benefits	25,569		33,915
Capital lease obligations	14,955		19,276
Insurance	14,580		11,455
Non-income taxes	14,634		7,236
Professional fees	960		1,717
Other (1)	20,292		18,935
Total	$	114,257	$	116,629

(1) Consists primarily of subcontractor and working capital settlement accruals.

Summit Materials, LLC

Schedule Of Accrued Expenses [Line Items]

Components of Accrued Expenses

Accrued expenses consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Interest	$	23,267	$	24,095
Payroll and benefits	25,569		33,915
Capital lease obligations	14,955		19,276
Insurance	14,580		11,455
Non-income taxes	14,865		7,467
Professional fees	960		1,717
Other (1)	20,292		18,349
Total	$	114,488	$	116,274

_______________________________________________________________________

(1) Consists primarily of subcontractor and working capital settlement accruals.

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Debt (Tables)

9 Months Ended

Sep. 29, 2018

Debt Instrument [Line Items]

Schedule of Debt

Debt consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Term Loan, due 2024:
$630.6 million and $635.4 million, net of $1.4 million and $1.6 million discount at September 29, 2018 and December 30, 2017, respectively	$	629,210	$	633,805
81⁄2% Senior Notes, due 2022	250,000		250,000
61⁄8% Senior Notes, due 2023:
$650.0 million, net of $1.2 million and $1.4 million discount at September 29, 2018 and December 30, 2017, respectively	648,831		648,650
51⁄8% Senior Notes, due 2025	300,000		300,000
Total	1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	$	1,823,276	$	1,827,690

Schedule of Contractual Payments of Long-Term Debt

The contractual payments of long-term debt, including current maturities, for the five years subsequent to September 29, 2018, are as follows: 

2018 (three months)	$	—
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569		)
Less: Capitalized loan costs	(15,086		)
Total debt	$	1,812,955

Summary of Activity for Deferred Financing Fees

The following table presents the activity for the deferred financing fees for the nine months ended September 29, 2018 and September 30, 2017:

	Deferred financing fees
Balance - December 30, 2017	$	19,033
Loan origination fees	550
Amortization	(3,074		)
Balance - September 29, 2018	$	16,509
Balance - December 31, 2016	$	18,290
Loan origination fees	5,317
Amortization	(2,945		)
Write off of deferred financing fees	(45		)
Balance - September 30, 2017	$	20,617

Summit Materials, LLC

Debt Instrument [Line Items]

Schedule of Debt

Debt consisted of the following as of September 29, 2018 and December 30, 2017:

	September 29, 2018		December 30, 2017
Term Loan, due 2024:
$630.6 million and $635.4 million, net of $1.4 million and $1.6 million discount at September 29, 2018 and December 30, 2017, respectively	$	629,210	$	633,805
8 1/2% Senior Notes, due 2022	250,000		250,000
6 1/8% Senior Notes, due 2023:
$650.0 million, net of $1.2 million and $1.4 million discount at September 29, 2018 and December 30, 2017, respectively	648,831		648,650
5 1⁄8% Senior Notes, due 2025	300,000		300,000
Total	1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	$	1,823,276	$	1,827,690

Schedule of Contractual Payments of Long-Term Debt

The contractual payments of long-term debt, including current maturities, for the five years subsequent to September 29, 2018, are as follows:

2018 (three months)	$	—
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569		)
Less: Capitalized loan costs	(15,086		)
Total debt	$	1,812,955

Summary of Activity for Deferred Financing Fees

The following table presents the activity for the deferred financing fees for the nine months ended September 29, 2018 and September 30, 2017:

	Deferred financing fees
Balance - December 30, 2017	$	19,033
Loan origination fees	550
Amortization	(3,074		)
Balance - September 29, 2018	$	16,509
Balance - December 31, 2016	$	18,290
Loan origination fees	5,317
Amortization	(2,945		)
Write off of deferred financing fees	(45		)
Balance - September 30, 2017	$	20,617

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Earnings Per Share (Tables)

9 Months Ended

Sep. 29, 2018

Earnings Per Share [Abstract]

Schedule of Basic Earnings Per Share

The following table shows the calculation of basic earnings per share:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Net income attributable to Summit Inc.	$	71,289	$	81,264	$	53,069	$	78,820
Weighted average shares of Class A stock outstanding	111,641,344		109,545,111		111,288,211		108,219,132
Basic income per share	$	0.64	$	0.74	$	0.48	$	0.73
Diluted net income attributable to Summit Inc.	$	71,289	$	81,264	$	53,069	$	78,820
Weighted average shares of Class A stock outstanding	111,641,344		109,545,111		111,288,211		108,219,132
Add: stock options	204,085		926,613		574,739		184,875
Add: warrants	18,631		39,555		34,134		42,094
Add: restricted stock units	4,515		220,531		402,950		285,088
Add: performance stock units	71,492		92,658		172,690		117,491
Weighted average dilutive shares outstanding	111,940,067		110,824,468		112,472,724		108,848,680
Diluted earnings per share	$	0.64	$	0.73	$	0.47	$	0.72

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

Excluded from the above calculations were the shares noted below as they were antidilutive:

	Three months ended		Nine months ended
	September 29, 2018	September 30, 2017	September 29, 2018	September 30, 2017
Antidilutive shares:
LP Units	3,448,343	4,039,020	3,538,385	4,560,976

XML

Stockholders' Equity/Members' Interest (Tables)

9 Months Ended

Sep. 29, 2018

Schedule of Capitalization, Equity [Line Items]

Schedule of changes in ownership of Summit Holdings

The following table summarizes the changes in our ownership of Summit Holdings:

	Summit Inc. Shares (Class A)	LP Units		Total	Summit Inc. Ownership Percentage
Balance - December 30, 2017	110,350,594	3,689,620		114,040,214	96.8	%
Exchanges during period	254,102	(254,102	)	—
Other equity transactions	1,049,856	—		1,049,856
Balance - September 29, 2018	111,654,552	3,435,518		115,090,070	97.0	%
Balance - December 31, 2016	97,554,278	5,151,297		102,705,575	95.0	%
January 2017 public offering	10,000,000	—		10,000,000
Exchanges during period	1,255,266	(1,255,266	)	—
Other equity transactions	1,177,200	—		1,177,200
Balance - September 30, 2017	109,986,744	3,896,031		113,882,775	96.6	%

Schedule of Changes in Each Component of Accumulated Other Comprehensive Income (Loss)

The changes in each component of accumulated other comprehensive income (loss) consisted of the following:

	Change in  retirement plans		Foreign currency  translation  adjustments			Cash flow hedge  adjustments			Accumulated  other  comprehensive  income (loss)
Balance - December 30, 2017	$	2,364	$	4,637		$	385		$	7,386
Foreign currency translation adjustment, net of tax	—		(2,295		)	—			(2,295		)
Income on cash flow hedges, net of tax	—		—			1,043			1,043
Balance - September 29, 2018	$	2,364	$	2,342		$	1,428		$	6,134
Balance - December 31, 2016	$	1,450	$	(3,106	)	$	(593	)	$	(2,249	)
Postretirement liability adjustment	397		—			—			397
Foreign currency translation adjustment	—		8,172			—			8,172
Income on cash flow hedges	—		—			368			368
Balance - September 30, 2017	$	1,847	$	5,066		$	(225	)	$	6,688

Summit Materials, LLC

Schedule of Capitalization, Equity [Line Items]

Schedule of Changes in Each Component of Accumulated Other Comprehensive Income (Loss)

The changes in each component of accumulated other comprehensive income (loss) consisted of the following:

										Accumulated
				Foreign currency						other
	Change in			translation			Cash flow hedge			comprehensive
	retirement plans			adjustments			adjustments			(loss) income
Balance - December 30, 2017	$	(6,053	)	$	(10,022	)	$	(1,060	)	$	(17,135	)
Foreign currency translation adjustment	—			(3,179		)	—			(3,179		)
Income on cash flow hedges	—			—			1,443			1,443
Balance - September 29, 2018	$	(6,053	)	$	(13,201	)	$	383		$	(18,871	)
Balance - December 31, 2016	$	(7,181	)	$	(17,790	)	$	(2,473	)	$	(27,444	)
Postretirement liability adjustment	413			—			—			413
Foreign currency translation adjustment	—			8,498			—			8,498
Income on cash flow hedges	—			—			384			384
Balance - September 30, 2017	$	(6,768	)	$	(9,292	)	$	(2,089	)	$	(18,149	)

XML

Supplemental Cash Flow Information (Tables)

9 Months Ended

Sep. 29, 2018

Schedule Of Cash Flow Supplemental [Line Items]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information is as follows:

	Nine months ended
	September 29, 2018		September 30, 2017
Cash payments:
Interest	$	79,367	$	71,117
Income taxes	3,362		1,841
Non cash financing activities:
Exchange of LP Units to shares of Class A common stock	7,499		34,831

Summit Materials, LLC

Schedule Of Cash Flow Supplemental [Line Items]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information is as follows:

	Nine months ended
	September 29, 2018		September 30, 2017
Cash payments:
Interest	$	79,367	$	71,117
Income taxes	3,362		1,841

XML

Fair Value (Tables)

9 Months Ended

Sep. 29, 2018

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Schedule of Contingent Consideration and Derivatives Measured at Fair Value

The fair value of contingent consideration and derivatives as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018		December 30, 2017
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	3,011	$	594
Cash flow hedges	—		488
Acquisition-related liabilities and Other noncurrent liabilities
Contingent consideration	$	3,774	$	34,301
Cash flow hedges	—		492

Schedule of Carrying Value and Fair Value of Financial Instruments

The carrying value and fair value of these financial instruments as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018				December 30, 2017
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 2
Long-term debt(1)	$	1,837,273	$	1,828,041	$	1,893,239	$	1,832,455
Level 3
Current portion of deferred consideration and noncompete obligations(2)	11,137		11,137		13,493		13,493
Long term portion of deferred consideration and noncompete obligations(3)	25,355		25,355		23,834		23,834

(1) $4.8 million was included in current portion of debt as of September 29, 2018 and December 30, 2017.

(2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets.

(3) Included in acquisition-related liabilities on the consolidated balance sheets.

Summit Materials, LLC

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Schedule of Contingent Consideration and Derivatives Measured at Fair Value

The fair value of contingent consideration and derivatives as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018		December 30, 2017
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	3,011	$	594
Cash flow hedges	—		488
Acquisition-related liabilities and Other noncurrent liabilities
Contingent consideration	$	3,774	$	34,301
Cash flow hedges	—		492

Schedule of Carrying Value and Fair Value of Financial Instruments

The carrying value and fair value of these financial instruments as of September 29, 2018 and December 30, 2017 was:

	September 29, 2018				December 30, 2017
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 2
Long-term debt(1)	$	1,837,273	$	1,828,041	$	1,893,239	$	1,832,455
Level 3
Current portion of deferred consideration and noncompete obligations(2)	8,637		8,637		10,993		10,993
Long term portion of deferred consideration and noncompete obligations(3)	21,411		21,411		17,938		17,938

(1) $4.8 million was included in current portion of debt as of September 29, 2018 and December 30, 2017.

(2) Included in current portion of acquisition-related liabilities on the consolidated balance sheets.

(3) Included in acquisition-related liabilities on the consolidated balance sheets.

XML

Segment Information (Tables)

9 Months Ended

Sep. 29, 2018

Segment Reporting Information [Line Items]

Summary of Financial Data for Company's Reportable Business Segments

The following tables display selected financial data for the Company’s reportable business segments as of September 29, 2018 and December 30, 2017 and for the three and nine months ended September 29, 2018 and September 30, 2017:

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Revenue*:
West	$	367,912	$	327,917	$	871,338	$	746,991
East	232,777		204,990		525,270		466,222
Cement	93,972		101,274		213,364		229,338
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.

	Three months ended						Nine months ended
	September 29, 2018			September 30, 2017			September 29, 2018			September 30, 2017
Income (loss) from operations before taxes	$	94,757		$	(414,046	)	$	71,206		$	(415,809	)
Interest expense	28,889			28,921			86,616			79,876
Depreciation, depletion and amortization	53,494			48,483			149,439			132,374
Accretion	480			486			1,224			1,382
Loss on debt financings	—			—			149			190
Tax receivable agreement expense	—			501,752			—			503,277
Gain on sale of business	(12,108		)	—			(12,108		)	—
Transaction costs	1,260			2,581			3,817			6,474
Non-cash compensation	5,643			4,724			19,833			14,148
Other	(409		)	(200		)	(7,316		)	(346		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566
Total Adjusted EBITDA by Segment:
West	$	73,916		$	76,637		$	151,316		$	152,856
East	58,305			56,397			100,497			99,511
Cement	44,299			46,860			82,626			93,328
Corporate and other	(4,514		)	(7,193		)	(21,579		)	(24,129		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566

	Nine months ended
	September 29, 2018		September 30, 2017
Purchases of property, plant and equipment
West	$	104,217	$	64,257
East	51,968		52,920
Cement	21,621		25,306
Total reportable segments	177,806		142,483
Corporate and other	5,946		4,995
Total purchases of property, plant and equipment	$	183,752	$	147,478

	Three months ended				Nine months ended
	September 29, 2018		September 30, 2017		September 29, 2018		September 30, 2017
Depreciation, depletion, amortization and accretion:
West	$	23,289	$	18,907	$	68,029	$	51,989
East	19,429		17,628		54,982		49,939
Cement	10,682		11,815		25,733		29,888
Total reportable segments	53,400		48,350		148,744		131,816
Corporate and other	574		619		1,919		1,940
Total depreciation, depletion, amortization and accretion	$	53,974	$	48,969	$	150,663	$	133,756

	September 29, 2018		December 30, 2017
Total assets:
West	$	1,422,966	$	1,225,463
East	1,229,567		1,035,609
Cement	899,077		870,652
Total reportable segments	3,551,610		3,131,724
Corporate and other	344,724		655,609
Total	$	3,896,334	$	3,787,333

Summit Materials, LLC

Segment Reporting Information [Line Items]

Summary of Financial Data for Company's Reportable Business Segments

The following tables display selected financial data for the Company’s reportable business segments as of September 29, 2018 and December 30, 2017 and for the three and nine months ended September 29, 2018 and September 30, 2017:

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Revenue*:
West	$	367,912	$	327,917	$	871,338	$	746,991
East	232,777		204,990		525,270		466,222
Cement	93,972		101,274		213,364		229,338
Total revenue	$	694,661	$	634,181	$	1,609,972	$	1,442,551

*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.

	Three months ended						Nine months ended
	September 29,			September 30,			September 29,			September 30,
	2018			2017			2018			2017
Income from operations before taxes	$	94,926		$	87,919		$	71,756		$	88,149
Interest expense	28,720			28,708			86,066			79,195
Depreciation, depletion and amortization	53,494			48,483			149,439			132,374
Accretion	480			486			1,224			1,382
Loss on debt financings	—			—			149			190
Gain on sale of business	(12,108		)	—			(12,108		)	—
Transaction costs	1,260			2,581			3,817			6,474
Non-cash compensation	5,643			4,724			19,833			14,148
Other	(409		)	(200		)	(7,316		)	(346		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566
Total Adjusted EBITDA by Segment:
West	$	73,916		$	76,637		$	151,316		$	152,856
East	58,305			56,397			100,497			99,511
Cement	44,299			46,860			82,626			93,328
Corporate and other	(4,514		)	(7,193		)	(21,579		)	(24,129		)
Total Adjusted EBITDA	$	172,006		$	172,701		$	312,860		$	321,566

	Nine months ended
	September 29, 2018		September 30, 2017
Purchases of property, plant and equipment
West	$	104,217	$	64,257
East	51,968		52,920
Cement	21,621		25,306
Total reportable segments	177,806		142,483
Corporate and other	5,946		4,995
Total purchases of property, plant and equipment	$	183,752	$	147,478

	Three months ended				Nine months ended
	September 29,		September 30,		September 29,		September 30,
	2018		2017		2018		2017
Depreciation, depletion, amortization and accretion:
West	$	23,289	$	18,907	$	68,029	$	51,989
East	19,429		17,628		54,982		49,939
Cement	10,682		11,815		25,733		29,888
Total reportable segments	53,400		48,350		148,744		131,816
Corporate and other	574		619		1,919		1,940
Total depreciation, depletion, amortization and accretion	$	53,974	$	48,969	$	150,663	$	133,756

	September 29, 2018		December 30, 2017
Total assets:
West	$	1,422,966	$	1,225,463
East	1,229,567		1,035,609
Cement	899,077		870,652
Total reportable segments	3,551,610		3,131,724
Corporate and other	78,192		372,517
Total	$	3,629,802	$	3,504,241

XML

Guarantor and Non-Guarantor Financial Information (Tables) - Summit Materials, LLC

9 Months Ended

Sep. 29, 2018

Condensed Consolidating Balance Sheets

Condensed Consolidating Balance Sheets

September 29, 2018

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	75,529	$	1,946	$	3,707	$	(16,252	)	$	64,930
Accounts receivable, net	289		279,071		22,489		(179		)	301,670
Intercompany receivables	523,663		509,313		—		(1,032,976		)	—
Cost and estimated earnings in excess of billings	—		45,732		1,897		—			47,629
Inventories	—		227,047		2,714		—			229,761
Other current assets	1,758		12,986		946		—			15,690
Total current assets	601,239		1,076,095		31,753		(1,049,407		)	659,680
Property, plant and equipment, net	12,556		1,678,923		60,331		—			1,751,810
Goodwill	—		1,089,169		59,419		—			1,148,588
Intangible assets, net	—		18,892		—		—			18,892
Other assets	3,219,616		160,131		1,449		(3,330,364		)	50,832
Total assets	$	3,833,411	$	4,023,210	$	152,952	$	(4,379,771	)	$	3,629,802
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765	$	—	$	—	$	—		$	4,765
Current portion of acquisition-related liabilities	—		11,648		—		—			11,648
Accounts payable	4,580		121,519		15,560		(179		)	141,480
Accrued expenses	42,095		85,922		2,723		(16,252		)	114,488
Intercompany payables	580,768		438,378		13,830		(1,032,976		)	—
Billings in excess of costs and estimated earnings	—		12,417		655		—			13,072
Total current liabilities	632,208		669,884		32,768		(1,049,407		)	285,453
Long-term debt	1,808,190		—		—		—			1,808,190
Acquisition-related liabilities	—		25,185		—		—			25,185
Other noncurrent liabilities	3,756		213,054		76,225		(171,318		)	121,717
Total liabilities	2,444,154		908,123		108,993		(1,220,725		)	2,240,545
Total member's interest	1,389,257		3,115,087		43,959		(3,159,046		)	1,389,257
Total liabilities and member’s interest	$	3,833,411	$	4,023,210	$	152,952	$	(4,379,771	)	$	3,629,802

Condensed Consolidating Balance Sheets

December 30, 2017

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	370,741	$	10,254	$	14,933	$	(12,372	)	$	383,556
Accounts receivable, net	—		183,139		15,191		—			198,330
Intercompany receivables	573,301		484,747		—		(1,058,048		)	—
Cost and estimated earnings in excess of billings	—		9,264		248		—			9,512
Inventories	—		180,283		4,156		—			184,439
Other current assets	1,167		6,354		243		—			7,764
Total current assets	945,209		874,041		34,771		(1,070,420		)	783,601
Property, plant and equipment, net	9,259		1,569,118		37,047		—			1,615,424
Goodwill	—		976,206		61,114		—			1,037,320
Intangible assets, net	—		16,833		—		—			16,833
Other assets	2,890,674		162,711		1,271		(3,003,593		)	51,063
Total assets	$	3,845,142	$	3,598,909	$	134,203	$	(4,074,013	)	$	3,504,241
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt	$	4,765	$	—	$	—	$	—		$	4,765
Current portion of acquisition-related liabilities	—		11,587		—		—			11,587
Accounts payable	3,976		89,912		6,749		—			100,637
Accrued expenses	47,047		79,372		2,227		(12,372		)	116,274
Intercompany payables	684,057		369,918		4,073		(1,058,048		)	—
Billings in excess of costs and estimated earnings	—		15,349		401		—			15,750
Total current liabilities	739,845		566,138		13,450		(1,070,420		)	249,013
Long-term debt	1,810,833		—		—		—			1,810,833
Acquisition-related liabilities	—		52,239		—		—			52,239
Other noncurrent liabilities	2,870		193,801		75,209		(171,318		)	100,562
Total liabilities	2,553,548		812,178		88,659		(1,241,738		)	2,212,647
Total member's interest	1,291,594		2,786,731		45,544		(2,832,275		)	1,291,594
Total liabilities and member’s interest	$	3,845,142	$	3,598,909	$	134,203	$	(4,074,013	)	$	3,504,241

Condensed Consolidating Statements of Operations and Comprehensive Loss

Condensed Consolidating Statements of Operations

For the three months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	668,145		$	28,064		$	(1,548	)	$	694,661
Cost of revenue (excluding items shown separately below)	—			452,394			20,957			(1,548		)	471,803
General and administrative expenses	10,951			46,910			2,856			—			60,717
Depreciation, depletion, amortization and accretion	574			52,213			1,187			—			53,974
Operating (loss) income	(11,525		)	116,628			3,064			—			108,167
Other income, net	(132,382		)	(3,019		)	(236		)	132,266			(3,371		)
Interest expense (income)	29,396			(1,882		)	1,206			—			28,720
Gain on sale of business	—			(12,108		)	—			—			(12,108		)
Income from operations before taxes	91,461			133,637			2,094			(132,266		)	94,926
Income tax expense	1,034			2,898			567			—			4,499
Net income attributable to member of Summit Materials, LLC	$	90,427		$	130,739		$	1,527		$	(132,266	)	$	90,427
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	92,484		$	130,652		$	(443	)	$	(130,209	)	$	92,484

Condensed Consolidating Statements of Operations

For the nine months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,548,960		$	65,597		$	(4,585	)	$	1,609,972
Cost of revenue (excluding items shown separately below)	—			1,087,150			48,031			(4,585		)	1,130,596
General and administrative expenses	45,175			141,372			8,245			—			194,792
Depreciation, depletion, amortization and accretion	1,919			145,135			3,609			—			150,663
Operating (loss) income	(47,094		)	175,303			5,712			—			133,921
Other (income) loss, net	(204,677		)	(10,563		)	(87		)	203,534			(11,793		)
Interest expense (income)	87,924			(5,447		)	3,589			—			86,066
Gain on sale of business	—			(12,108		)	—			—			(12,108		)
Income from operations before taxes	69,659			203,421			2,210			(203,534		)	71,756
Income tax expense	1,226			1,481			616			—			3,323
Net income attributable to member of Summit Materials, LLC	$	68,433		$	201,940		$	1,594		$	(203,534	)	$	68,433
Comprehensive income attributable to member of Summit Materials, LLC	$	66,697		$	200,497		$	4,773		$	(205,270	)	$	66,697

Condensed Consolidating Statements of Operations

For the three months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	606,046		$	29,608		$	(1,473	)	$	634,181
Cost of revenue (excluding items shown separately below)	—			389,716			21,302			(1,473		)	409,545
General and administrative expenses	15,011			44,373			2,372			—			61,756
Depreciation, depletion, amortization and accretion	619			47,032			1,318			—			48,969
Operating (loss) income	(15,630		)	124,925			4,616			—			113,911
Other income, net	(126,386		)	(1,569		)	(245		)	125,484			(2,716		)
Interest expense (income)	28,182			(670		)	1,196			—			28,708
Income from operations before taxes	82,574			127,164			3,665			(125,484		)	87,919
Income tax expense	—			4,397			889			—			5,286
Net income	82,574			122,767			2,776			(125,484		)	82,633
Net income attributable to noncontrolling interest	—			—			—			59			59
Net income attributable to member of Summit Materials, LLC	$	82,574		$	122,767		$	2,776		$	(125,543	)	$	82,574
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	87,160		$	122,555		$	(1,598	)	$	(120,957	)	$	87,160

Condensed Consolidating Statements of Operations

For the nine months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Revenue	$	—		$	1,384,956		$	62,230		$	(4,635	)	$	1,442,551
Cost of revenue (excluding items shown separately below)	—			922,024			45,632			(4,635		)	963,021
General and administrative expenses	44,718			131,770			5,715			—			182,203
Depreciation, depletion, amortization and accretion	1,940			128,851			2,965			—			133,756
Operating (loss) income	(46,658		)	202,311			7,918			—			163,571
Other income, net	(204,877		)	(1,561		)	(500		)	203,165			(3,773		)
Interest expense (income)	76,586			(533		)	3,142			—			79,195
Income from operations before taxes	81,633			204,405			5,276			(203,165		)	88,149
Income tax expense	—			5,119			1,424			—			6,543
Net income	81,633			199,286			3,852			(203,165		)	81,606
Net loss attributable to noncontrolling interest	—			—			—			(27		)	(27		)
Net income attributable to member of Summit Materials, LLC	$	81,633		$	199,286		$	3,852		$	(203,138	)	$	81,633
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	90,928		$	198,489		$	(4,646	)	$	(193,843	)	$	90,928

Condensed Consolidating Statements of Cash Flows

Condensed Consolidating Statements of Cash Flows

For the nine months ended September 29, 2018

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(107,736	)	$	173,597		$	4,696		$	—		$	70,557
Cash flow from investing activities:
Acquisitions, net of cash acquired	—			(210,894		)	—			—			(210,894		)
Purchase of property, plant and equipment	(5,946		)	(156,016		)	(21,790		)	—			(183,752		)
Proceeds from the sale of property, plant, and equipment	—			18,257			169			—			18,426
Proceeds from the sale of a business	—			21,564			—			—			21,564
Other	—			2,660			—			—			2,660
Net cash used for investing activities	(5,946		)	(324,429		)	(21,621		)	—			(351,996		)
Cash flow from financing activities:
Proceeds from investment by member	(112,386		)	128,001			—			—			15,615
Net proceeds from debt issuance	64,500			—			—			—			64,500
Loans received from and payments made on loans from other Summit Companies	(60,387		)	58,052			6,215			(3,880		)	—
Payments on long-term debt	(69,265		)	(9,701		)	(61		)	—			(79,027		)
Payments on acquisition-related liabilities	—			(32,821		)	—			—			(32,821		)
Debt issuance costs	(550		)	—			—			—			(550		)
Distributions from partnership	(2,569		)	—			—			—			(2,569		)
Other	(873		)	(1,007		)	(33		)	—			(1,913		)
Net cash (used in) provided by financing activities	(181,530		)	142,524			6,121			(3,880		)	(36,765		)
Impact of cash on foreign currency	—			—			(422		)	—			(422		)
Net decrease in cash	(295,212		)	(8,308		)	(11,226		)	(3,880		)	(318,626		)
Cash — Beginning of period	370,741			10,254			14,933			(12,372		)	383,556
Cash — End of period	$	75,529		$	1,946		$	3,707		$	(16,252	)	$	64,930

Condensed Consolidating Statements of Cash Flows

For the nine months ended September 30, 2017

				100%
				Owned			Non-
	Issuers			Guarantors			Guarantors			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(92,840	)	$	198,890		$	26,845		$	—		$	132,895
Cash flow from investing activities:
Acquisitions, net of cash acquired	(24,538		)	(321,340		)	(25,601		)	—			(371,479		)
Purchase of property, plant and equipment	(4,994		)	(137,505		)	(4,979		)	—			(147,478		)
Proceeds from the sale of property, plant, and equipment	—			13,231			59			—			13,290
Other	—			182			—			—			182
Net cash used for investing activities	(29,532		)	(445,432		)	(30,521		)	—			(505,485		)
Cash flow from financing activities:
Proceeds from investment by member	(3,409		)	249,359			10,717			—			256,667
Capital issuance costs	(627		)	—			—			—			(627		)
Net proceeds from debt issuance	302,000			—			—			—			302,000
Loans received from and payments made on loans from other Summit Companies	(10,787		)	20,975			(6,282		)	(3,906		)	—
Payments on long-term debt	(6,874		)	(6,009		)	(4		)	—			(12,887		)
Payments on acquisition-related liabilities	—			(20,116		)	—			—			(20,116		)
Financing costs	(5,317		)	—			—			—			(5,317		)
Distributions from partnership	(2,609		)	—			—			—			(2,609		)
Other	(536		)	(288		)	(21		)	—			(845		)
Net cash provided by financing activities	271,841			243,921			4,410			(3,906		)	516,266
Impact of cash on foreign currency	—			—			734			—			734
Net increase (decrease) in cash	149,469			(2,621		)	1,468			(3,906		)	144,410
Cash — Beginning of period	133,862			4,820			14,656			(10,666		)	142,672
Cash — End of period	$	283,331		$	2,199		$	16,124		$	(14,572	)	$	287,082

XML

Summary of Organization and Significant Accounting Policies - General Information and Equity Offerings (Details) $ in Millions		1 Months Ended	9 Months Ended
	Jan. 10, 2017 USD ($) acquistiion	Oct. 31, 2017	Sep. 29, 2018 segment plant
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Number of operating segments			3
Number of reportable segments			3
Cement plant
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Number of plants | plant			2
Summit Holdings LP
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Voting power (as a percent)			100.00%
Acquisition payments | $	$ 110
Number of business acquisitions | acquistiion	2
Summit Materials, LLC
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Number of operating segments			3
Summit Materials, LLC | Ohio Valley Asphalt
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Minority interest purchased (as a percent)		20.00%

XML

Summary of Organization and Significant Accounting Policies - Business and Credit Concentration (Details)	9 Months Ended
	Sep. 29, 2018 state
Business and Credit Concentrations
Number of states in which the entity operates	23
Summit Materials, LLC
Business and Credit Concentrations
Number of states in which the entity operates	23
Tax Receivable Agreement | Summit Holdings LP
Business and Credit Concentrations
Percentage of benefits to be paid on tax receivable agreement	85.00%
Percentage of the tax receivable agreement allocated to additional paid-in capital	15.00%

XML

Summary of Organization and Significant Accounting Policies Summary of Organization and Significant Accounting Policies - Revenue Recognition (Details)	9 Months Ended
	Sep. 29, 2018
Minimum | Product
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Timing of collection on product and service revenue	30 days
Minimum | Product | Summit Materials, LLC
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Timing of collection on product and service revenue	30 days
Maximum | Product
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Timing of collection on product and service revenue	60 days
Maximum | Product | Summit Materials, LLC
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Timing of collection on product and service revenue	60 days
Maximum | Service
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Timing of collection on product and service revenue	90 days
Maximum | Service | Summit Materials, LLC
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Timing of collection on product and service revenue	90 days

XML

Summary of Organization and Significant Accounting Policies - Reclassifications (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2017 USD ($)
Other current assets
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Reclassification adjustment	$ 17
Deferred tax assets, net
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Reclassification adjustment	498,800
Deferred income tax benefit
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Reclassification adjustment	$ (4,800)

XML

Acquisitions and Dispositions - Completed Acquisitions Information (Details) - acquistiion	9 Months Ended	12 Months Ended
	Sep. 29, 2018	Dec. 30, 2017
West
Business Acquisition [Line Items]
Number of business acquisitions	4	6
East
Business Acquisition [Line Items]
Number of business acquisitions	6	8
Summit Materials, LLC | West
Business Acquisition [Line Items]
Number of business acquisitions	4	6
Summit Materials, LLC | East
Business Acquisition [Line Items]
Number of business acquisitions	6	8

XML

Acquisitions and Dispositions - Summary of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 29, 2018	Dec. 30, 2017
Business Acquisition [Line Items]
Goodwill	$ 1,147,588	$ 1,036,320
Cement
Business Acquisition [Line Items]
Goodwill	204,656	204,656
2017 Acquisitions
Business Acquisition [Line Items]
Financial assets		31,615
Inventories		8,300
Property, plant and equipment		160,975
Intangible assets		161
Other assets		4,200
Financial liabilities		(15,501)
Other long-term liabilities		(17,610)
Net assets acquired		172,140
Goodwill		247,536
Purchase price		419,676
Acquisition-related liabilities		(43,452)
Other		(1,294)
Net cash paid for acquisitions		374,930
2018 Acquisitions
Business Acquisition [Line Items]
Financial assets	14,275
Inventories	19,607
Property, plant and equipment	94,576
Intangible assets	3,179
Other assets	1,264
Financial liabilities	(11,914)
Other long-term liabilities	(8,255)
Net assets acquired	112,732
Goodwill	106,504
Purchase price	219,236
Acquisition-related liabilities	(8,342)
Other	0
Net cash paid for acquisitions	210,894
Summit Materials, LLC
Business Acquisition [Line Items]
Goodwill	1,148,588	1,037,320
Summit Materials, LLC | Cement
Business Acquisition [Line Items]
Goodwill	204,656	204,656
Summit Materials, LLC | 2017 Acquisitions
Business Acquisition [Line Items]
Financial assets		31,615
Inventories		8,300
Property, plant and equipment		160,975
Intangible assets		161
Other assets		4,200
Financial liabilities		(15,501)
Other long-term liabilities		(17,610)
Net assets acquired		172,140
Goodwill		247,536
Purchase price		419,676
Acquisition-related liabilities		(43,452)
Other		(1,294)
Net cash paid for acquisitions		$ 374,930
Summit Materials, LLC | 2018 Acquisitions
Business Acquisition [Line Items]
Financial assets	14,275
Inventories	19,607
Property, plant and equipment	94,576
Intangible assets	3,179
Other assets	1,264
Financial liabilities	(11,914)
Other long-term liabilities	(8,255)
Net assets acquired	112,732
Goodwill	106,504
Purchase price	219,236
Acquisition-related liabilities	(8,342)
Other	0
Net cash paid for acquisitions	$ 210,894

XML

Acquisitions and Dispositions - Summary of Goodwill by Reportable Segments (Details) $ in Thousands	9 Months Ended
	Sep. 29, 2018 USD ($)
Goodwill [Roll Forward]
Balance, December 30, 2017	$ 1,036,320
Acquisitions	112,963
Foreign currency translation adjustments	(1,695)
Balance, September 29, 2018	1,147,588
West
Goodwill [Roll Forward]
Balance, December 30, 2017	526,290
Acquisitions	55,013
Foreign currency translation adjustments	(1,695)
Balance, September 29, 2018	579,608
East
Goodwill [Roll Forward]
Balance, December 30, 2017	305,374
Acquisitions	57,950
Foreign currency translation adjustments	0
Balance, September 29, 2018	363,324
Cement
Goodwill [Roll Forward]
Balance, December 30, 2017	204,656
Acquisitions	0
Foreign currency translation adjustments	0
Balance, September 29, 2018	204,656
Summit Materials, LLC
Goodwill [Roll Forward]
Balance, December 30, 2017	1,037,320
Acquisitions	112,963
Foreign currency translation adjustments	(1,695)
Balance, September 29, 2018	1,148,588
Summit Materials, LLC | West
Goodwill [Roll Forward]
Balance, December 30, 2017	527,290
Acquisitions	55,013
Foreign currency translation adjustments	(1,695)
Balance, September 29, 2018	580,608
Summit Materials, LLC | East
Goodwill [Roll Forward]
Balance, December 30, 2017	305,374
Acquisitions	57,950
Foreign currency translation adjustments	0
Balance, September 29, 2018	363,324
Summit Materials, LLC | Cement
Goodwill [Roll Forward]
Balance, December 30, 2017	204,656
Acquisitions	0
Foreign currency translation adjustments	0
Balance, September 29, 2018	$ 204,656

XML

Acquisitions and Dispositions - Intangible Assets By Type (Details) - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 26,711	$ 23,531
Accumulated Amortization	(7,819)	(6,698)
Net Carrying Amount	18,892	16,833
Leases
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	19,068	15,888
Accumulated Amortization	(4,950)	(4,178)
Net Carrying Amount	14,118	11,710
Reserve rights
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	6,234	6,234
Accumulated Amortization	(1,857)	(1,625)
Net Carrying Amount	4,377	4,609
Trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,000	1,000
Accumulated Amortization	(833)	(758)
Net Carrying Amount	167	242
Other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	409	409
Accumulated Amortization	(179)	(137)
Net Carrying Amount	230	272
Summit Materials, LLC
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	26,711	23,531
Accumulated Amortization	(7,819)	(6,698)
Net Carrying Amount	18,892	16,833
Summit Materials, LLC | Leases
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	19,068	15,888
Accumulated Amortization	(4,950)	(4,178)
Net Carrying Amount	14,118	11,710
Summit Materials, LLC | Reserve rights
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	6,234	6,234
Accumulated Amortization	(1,857)	(1,625)
Net Carrying Amount	4,377	4,609
Summit Materials, LLC | Trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,000	1,000
Accumulated Amortization	(833)	(758)
Net Carrying Amount	167	242
Summit Materials, LLC | Other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	409	409
Accumulated Amortization	(179)	(137)
Net Carrying Amount	$ 230	$ 272

XML

Acquisitions and Dispositions - Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017	Dec. 30, 2017
Business Acquisition [Line Items]
Amortization expense	$ 500	$ 300	$ 1,100	$ 1,000
Estimated amortization expense
2018 (three months)	412		412
2019	1,588		1,588
2020	1,511		1,511
2021	1,475		1,475
2022	1,482		1,482
2023	1,350		1,350
Thereafter	11,074		11,074
Total	18,892		18,892		$ 16,833
Summit Materials, LLC
Business Acquisition [Line Items]
Amortization expense	500	$ 300	1,100	$ 1,000
Estimated amortization expense
2018 (three months)	412		412
2019	1,588		1,588
2020	1,511		1,511
2021	1,475		1,475
2022	1,482		1,482
2023	1,350		1,350
Thereafter	11,074		11,074
Total	$ 18,892		$ 18,892		$ 16,833

XML

Acquisitions and Dispositions - Completed Dispositions Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017
Business Acquisition [Line Items]
Proceeds from sale of business			$ 21,564	$ 0
Gain on sale of business	$ 12,108	$ 0	12,108	0
Summit Materials, LLC
Business Acquisition [Line Items]
Proceeds from sale of business			21,564	0
Gain on sale of business	12,108	$ 0	12,108	$ 0
West
Business Acquisition [Line Items]
Proceeds from sale of business			21,564
Gain on sale of business	$ 12,108
West | Summit Materials, LLC
Business Acquisition [Line Items]
Proceeds from sale of business			21,600
Gain on sale of business			$ 12,100

XML

Revenue Recognition - By Product (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017
Revenue from External Customer [Line Items]
Total revenue	$ 694,661	$ 634,181	$ 1,609,972	$ 1,442,551
Aggregates
Revenue from External Customer [Line Items]
Total revenue	109,621	90,594	280,761	236,437
Cement
Revenue from External Customer [Line Items]
Total revenue	87,909	94,915	197,439	213,243
Ready-mix concrete
Revenue from External Customer [Line Items]
Total revenue	164,866	139,934	447,490	361,824
Asphalt
Revenue from External Customer [Line Items]
Total revenue	125,153	115,917	231,666	218,934
Paving and related services
Revenue from External Customer [Line Items]
Total revenue	146,477	136,445	288,119	270,449
Other
Revenue from External Customer [Line Items]
Total revenue	60,635	56,376	164,497	141,664
Summit Materials, LLC
Revenue from External Customer [Line Items]
Total revenue	694,661	634,181	1,609,972	1,442,551
Summit Materials, LLC | Aggregates
Revenue from External Customer [Line Items]
Total revenue	109,621	90,594	280,761	236,437
Summit Materials, LLC | Cement
Revenue from External Customer [Line Items]
Total revenue	87,909	94,915	197,439	213,243
Summit Materials, LLC | Ready-mix concrete
Revenue from External Customer [Line Items]
Total revenue	164,866	139,934	447,490	361,824
Summit Materials, LLC | Asphalt
Revenue from External Customer [Line Items]
Total revenue	125,153	115,917	231,666	218,934
Summit Materials, LLC | Paving and related services
Revenue from External Customer [Line Items]
Total revenue	146,477	136,445	288,119	270,449
Summit Materials, LLC | Other
Revenue from External Customer [Line Items]
Total revenue	$ 60,635	$ 56,376	$ 164,497	$ 141,664

XML

Revenue Recognition - Contract Assets and Liabilities (Details) $ in Thousands	9 Months Ended
	Sep. 29, 2018 USD ($)
Change in Contract with Customer, Asset [Abstract]
Beginning balance	$ 9,512
Changes in revenue billed, contract price or cost estimates	37,643
Acquisitions	483
Other	(9)
Ending balance	47,629
Change in Contract with Customer, Liability [Abstract]
Beginning balance	15,750
Changes in revenue billed, contract price or cost estimates	(3,850)
Acquisitions	1,179
Other	(7)
Ending balance	13,072
Summit Materials, LLC
Change in Contract with Customer, Asset [Abstract]
Beginning balance	9,512
Changes in revenue billed, contract price or cost estimates	37,643
Acquisitions	483
Other	(9)
Ending balance	47,629
Change in Contract with Customer, Liability [Abstract]
Beginning balance	15,750
Changes in revenue billed, contract price or cost estimates	(3,850)
Acquisitions	1,179
Other	(7)
Ending balance	$ 13,072

XML

Revenue Recognition - Summary of Accounts Receivable, Net (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Dec. 30, 2017
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade accounts receivable	$ 220,540	$ 137,696
Construction contract receivables	70,626	49,832
Retention receivables	15,144	14,973
Receivables from related parties	297	468
Accounts receivable	306,607	202,969
Less: Allowance for doubtful accounts	(4,937)	(4,639)
Accounts receivable, net	$ 301,670	198,330
Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
General collection and billing period for retention receivables	1 year
Summit Materials, LLC
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade accounts receivable	$ 220,540	137,696
Construction contract receivables	70,626	49,832
Retention receivables	15,144	14,973
Receivables from related parties	297	468
Accounts receivable	306,607	202,969
Less: Allowance for doubtful accounts	(4,937)	(4,639)
Accounts receivable, net	$ 301,670	$ 198,330
Summit Materials, LLC | Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
General collection and billing period for retention receivables	1 year

XML

Inventories - Components of Inventories (Details) - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017
Inventory [Line Items]
Aggregate stockpiles	$ 158,476	$ 126,791
Finished goods	37,917	34,667
Work in process	10,028	7,729
Raw materials	23,340	15,252
Total	229,761	184,439
Summit Materials, LLC
Inventory [Line Items]
Aggregate stockpiles	158,476	126,791
Finished goods	37,917	34,667
Work in process	10,028	7,729
Raw materials	23,340	15,252
Total	$ 229,761	$ 184,439

XML

Accrued Expenses - Components of Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017
Schedule Of Accrued Expenses [Line Items]
Interest	$ 23,267	$ 24,095
Payroll and benefits	25,569	33,915
Capital lease obligations	14,955	19,276
Insurance	14,580	11,455
Non-income taxes	14,634	7,236
Professional fees	960	1,717
Other	20,292	18,935
Total	114,257	116,629
Summit Materials, LLC
Schedule Of Accrued Expenses [Line Items]
Interest	23,267	24,095
Payroll and benefits	25,569	33,915
Capital lease obligations	14,955	19,276
Insurance	14,580	11,455
Non-income taxes	14,865	7,467
Professional fees	960	1,717
Other	20,292	18,349
Total	$ 114,488	$ 116,274

XML

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 29, 2018	May 22, 2018	Dec. 30, 2017	Nov. 21, 2017	Jun. 01, 2017	Jan. 19, 2017	Mar. 08, 2016	Jul. 08, 2015
Debt Instrument [Line Items]
Total debt	$ 1,828,041		$ 1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	1,823,276		1,827,690
Gross amount	1,830,610
Debt discount	2,569
Term Loan, due 2022
Debt Instrument [Line Items]
Total debt	629,210		633,805
Gross amount	630,600	$ 633,800	635,400	$ 635,400		$ 640,300
Debt discount	$ 1,400		1,600
8 1/2% Senior Notes, due 2022
Debt Instrument [Line Items]
Total debt			250,000
Debt instrument interest rate (as a percent)	8.50%
6 1/8% Senior Notes, due 2023
Debt Instrument [Line Items]
Total debt	$ 648,831		648,650
Gross amount	650,000		650,000
Debt discount	$ 1,200		1,400
Debt instrument interest rate (as a percent)	6.125%
5 1/8% Senior Notes, due 2025
Debt Instrument [Line Items]
Total debt			300,000
Debt instrument interest rate (as a percent)	5.125%
Summit Materials, LLC
Debt Instrument [Line Items]
Total debt	$ 1,828,041		1,832,455
Current portion of long-term debt	4,765		4,765
Long-term debt	1,823,276		1,827,690
Gross amount	1,830,610
Debt discount	2,569
Summit Materials, LLC | Term Loan, due 2022
Debt Instrument [Line Items]
Total debt	629,210		633,805
Gross amount	630,600	$ 633,800	635,400	$ 635,400		$ 640,300
Debt discount	1,400		1,600
Summit Materials, LLC | 8 1/2% Senior Notes, due 2022
Debt Instrument [Line Items]
Total debt	$ 250,000		250,000				$ 250,000
Debt instrument interest rate (as a percent)	8.50%						8.50%
Summit Materials, LLC | 6 1/8% Senior Notes, due 2023
Debt Instrument [Line Items]
Total debt	$ 648,831		648,650
Gross amount	650,000		650,000
Debt discount	$ 1,200		1,400
Debt instrument interest rate (as a percent)	6.125%							6.125%
Summit Materials, LLC | 5 1/8% Senior Notes, due 2025
Debt Instrument [Line Items]
Total debt	$ 300,000		$ 300,000		$ 300,000
Debt instrument interest rate (as a percent)	5.125%				5.125%

XML

Debt - Schedule of Contractual Payments of Long-Term Debt (Details) $ in Thousands	Sep. 29, 2018 USD ($)
Debt Instrument [Line Items]
2018 (three months)	$ 0
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569)
Less: Capitalized loan costs	(15,086)
Total debt	1,812,955
Summit Materials, LLC
Debt Instrument [Line Items]
2018 (three months)	0
2019	6,354
2020	7,942
2021	6,354
2022	256,354
2023	656,354
Thereafter	897,252
Total	1,830,610
Less: Original issue net discount	(2,569)
Less: Capitalized loan costs	(15,086)
Total debt	$ 1,812,955

XML

Debt - Senior Notes (Details) - USD ($) $ in Thousands	Jun. 01, 2017	Mar. 08, 2016	Jul. 08, 2015	Sep. 29, 2018	Dec. 30, 2017
Debt Instrument [Line Items]
Long-term debt				$ 1,828,041	$ 1,832,455
5 1/8% Senior Notes, due 2025
Debt Instrument [Line Items]
Long-term debt					300,000
Senior notes, interest rate (as a percent)				5.125%
8 1/2% Senior Notes, due 2022
Debt Instrument [Line Items]
Long-term debt					250,000
Senior notes, interest rate (as a percent)				8.50%
6 1/8% Senior Notes, due 2023
Debt Instrument [Line Items]
Long-term debt				$ 648,831	648,650
Senior notes, interest rate (as a percent)				6.125%
Issuers
Debt Instrument [Line Items]
Percentage of par value of senior notes	100.00%
Proceeds net of related fees and expenses	$ 295,400
Issuers | 5 1/8% Senior Notes, due 2025
Debt Instrument [Line Items]
Long-term debt	$ 300,000
Senior notes, interest rate (as a percent)	5.125%
Issuers | 8 1/2% Senior Notes, due 2022
Debt Instrument [Line Items]
Long-term debt		$ 250,000
Senior notes, interest rate (as a percent)		8.50%
Percentage of par value of senior notes		100.00%
Proceeds net of related fees and expenses		$ 246,300
Issuers | 6 1/8% Senior Notes, due 2023
Debt Instrument [Line Items]
Senior notes, interest rate (as a percent)			6.125%
Debt instrument, face amount			$ 650,000
Issuers | 6 1/8% Senior Notes, due 2023, issued at par
Debt Instrument [Line Items]
Debt instrument, face amount			$ 350,000
Issuers | 6 1/8% Senior Notes, due 2023, issued at 99.375% of par
Debt Instrument [Line Items]
Percentage of par value of senior notes			99.375%
Debt instrument, face amount			$ 300,000
Summit Materials, LLC
Debt Instrument [Line Items]
Long-term debt				$ 1,828,041	1,832,455
Summit Materials, LLC | 5 1/8% Senior Notes, due 2025
Debt Instrument [Line Items]
Long-term debt	$ 300,000			$ 300,000	300,000
Senior notes, interest rate (as a percent)	5.125%			5.125%
Summit Materials, LLC | 8 1/2% Senior Notes, due 2022
Debt Instrument [Line Items]
Long-term debt		$ 250,000		$ 250,000	250,000
Senior notes, interest rate (as a percent)		8.50%		8.50%
Summit Materials, LLC | 6 1/8% Senior Notes, due 2023
Debt Instrument [Line Items]
Long-term debt				$ 648,831	$ 648,650
Senior notes, interest rate (as a percent)			6.125%	6.125%

XML

Debt - Senior Secured Credit Facilities (Details) - USD ($)		9 Months Ended
	May 22, 2018	Sep. 29, 2018	Dec. 30, 2017	Nov. 21, 2017	Jan. 19, 2017	Jul. 08, 2015
Debt Instrument [Line Items]
Outstanding principal amount		$ 1,830,610,000
Summit Materials, LLC
Debt Instrument [Line Items]
Outstanding principal amount		1,830,610,000
6 1/8% Senior Notes, due 2023
Debt Instrument [Line Items]
Outstanding principal amount		650,000,000	$ 650,000,000
6 1/8% Senior Notes, due 2023 | Summit Materials, LLC
Debt Instrument [Line Items]
Outstanding principal amount		$ 650,000,000	650,000,000
Senior Secured Credit Facilities | Summit Materials, LLC
Debt Instrument [Line Items]
First lien leverage ratio		0.0475
Term Loan, due 2022
Debt Instrument [Line Items]
Outstanding principal amount	$ 633,800,000	$ 630,600,000	635,400,000	$ 635,400,000	$ 640,300,000
Term Loan, due 2022 | Summit Materials, LLC
Debt Instrument [Line Items]
Debt instrument, face amount						$ 650,000,000
Quarterly principal repayments percentage		0.25%
Outstanding principal amount	$ 633,800,000	$ 630,600,000	635,400,000	$ 635,400,000	$ 640,300,000
Revolving Credit Facility | Summit Materials, LLC
Debt Instrument [Line Items]
Maximum borrowing capacity		235,000,000
Amount outstanding		0	$ 0
Remaining borrowing capacity		219,600,000
Revolving Credit Facility | Summit Materials, LLC | Federal funds rate
Debt Instrument [Line Items]
Basis spread on variable rate	0.50%
Revolving Credit Facility | Summit Materials, LLC | LIBOR Plus 1%
Debt Instrument [Line Items]
Basis spread on variable rate	2.25%
Percentage added to base rate	1.00%
Revolving Credit Facility | Summit Materials, LLC | LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	3.00%
Letter of Credit | Summit Materials, LLC
Debt Instrument [Line Items]
Amount outstanding		$ 15,400,000

XML

Debt - Summary of Activity for Deferred Financing Fees (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Accumulated Amortization [Roll Forward]
Beginning balance	$ 19,033	$ 18,290
Loan origination fees	550	5,317
Amortization	(3,074)	(2,945)
Write off of deferred financing fees		(45)
Ending balance	16,509	20,617
Summit Materials, LLC
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Accumulated Amortization [Roll Forward]
Beginning balance	19,033	18,290
Loan origination fees	550	5,317
Amortization	(3,074)	(2,945)
Write off of deferred financing fees		(45)
Ending balance	$ 16,509	$ 20,617

XML

Debt - Other (Details) - CAD ($)	Jan. 15, 2015	Sep. 29, 2018	Dec. 30, 2017
Canadian subsidiary credit agreement, Operating activities
Debt Instrument [Line Items]
Revolving credit commitment	$ 6,000,000.0
Canadian subsidiary credit agreement, Capital equipment
Debt Instrument [Line Items]
Revolving credit commitment	$ 500,000.0
Basis spread on variable rate	0.90%
Canadian subsidiary credit agreement, Guarantees
Debt Instrument [Line Items]
Revolving credit commitment	$ 400,000
Canadian subsidiary credit agreement
Debt Instrument [Line Items]
Amount outstanding		$ 0	$ 0
Prime rate | Canadian subsidiary credit agreement, Operating activities
Debt Instrument [Line Items]
Basis spread on variable rate	0.20%
Summit Materials, LLC | Canadian subsidiary credit agreement, Operating activities
Debt Instrument [Line Items]
Revolving credit commitment	$ 6,000,000.0
Summit Materials, LLC | Canadian subsidiary credit agreement, Capital equipment
Debt Instrument [Line Items]
Revolving credit commitment	$ 500,000.0
Basis spread on variable rate	0.90%
Summit Materials, LLC | Canadian subsidiary credit agreement, Guarantees
Debt Instrument [Line Items]
Revolving credit commitment	$ 400,000
Summit Materials, LLC | Canadian subsidiary credit agreement
Debt Instrument [Line Items]
Amount outstanding		$ 0	$ 0
Summit Materials, LLC | Prime rate | Canadian subsidiary credit agreement, Operating activities
Debt Instrument [Line Items]
Basis spread on variable rate	0.20%

XML

Income Taxes - Deferred Tax Assets and Tax Receivable Agreement (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017	Dec. 30, 2017
Income Taxes [Line Items]
Income tax expense (benefit)	$ 20,765,000	$ (498,333,000)	$ 16,249,000	$ (497,076,000)
Decrease in deferred tax liabilities		29,600,000
Decrease in deferred tax asset, valuation allowance				532,000,000
Valuation Allowance
Valuation allowance	1,675,000		1,675,000		$ 1,675,000
Deferred tax asset, Investment in limited partnership	2,200,000		2,200,000
Tax receivable agreement liability	333,152,000	501,800,000	333,152,000	501,800,000	331,340,000
Liabilities recognized for uncertain tax positions	0		0		0
Income tax provision, interest or penalties recognized	0	0	0	0
Tax Receivable Agreement
Valuation Allowance
Tax receivable agreement liability					331,900,000
Tax Receivable Agreement | Accrued expenses.
Valuation Allowance
Tax receivable agreement liability					600,000
Summit Holdings LP
Valuation Allowance
Distributions to LP Unitholders			$ 100,000	100,000
Summit Holdings LP | Tax Receivable Agreement
Valuation Allowance
Percentage of benefits to be paid on tax receivable agreement			85.00%
Summit Materials, LLC
Income Taxes [Line Items]
Income tax expense (benefit)	4,499,000	5,286,000	$ 3,323,000	6,543,000
Valuation Allowance
Liabilities recognized for uncertain tax positions	0		0		$ 0
Income tax provision, interest or penalties recognized	$ 0	$ 0	$ 0	$ 0
Common Class A
Valuation Allowance
Number of Summit LP units purchased by Company, newly issued units (in shares)			254,102

XML

Earnings Per Share - Schedule of Basic to Diluted Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017
Reconciliation of basic to diluted loss per share
Net income attributable to Summit Inc.	$ 71,289	$ 81,264	$ 53,069	$ 78,820
Diluted net income attributable to Summit Inc.	$ 71,289	$ 81,264	$ 53,069	$ 78,820
LP Units
Reconciliation of basic to diluted loss per share
Anti dilutive shares excluded from calculation of earnings per share (in shares)	3,448,343	4,039,020	3,538,385	4,560,976
Common Class A
Reconciliation of basic to diluted loss per share
Weighted average shares of Class A stock outstanding (in shares)	111,641,344	109,545,111	111,288,211	108,219,132
Basic income (loss) per share (usd per share)	$ 0.64	$ 0.74	$ 0.48	$ 0.73
Add: warrants	18,631	39,555	34,134	42,094
Weighted average dilutive shares outstanding (in shares)	111,940,067	110,824,468	112,472,724	108,848,680
Diluted earnings per share (usd per share)	$ 0.64	$ 0.73	$ 0.47	$ 0.72
Common Class A | Stock options
Reconciliation of basic to diluted loss per share
Add: share-based payment arrangements	204,085	926,613	574,739	184,875
Common Class A | Restricted stock
Reconciliation of basic to diluted loss per share
Add: share-based payment arrangements	4,515	220,531	402,950	285,088
Common Class A | Performance stock units
Reconciliation of basic to diluted loss per share
Add: share-based payment arrangements	71,492	92,658	172,690	117,491

XML

Stockholders' Equity/Members' Interest - Equity Offerings (Details) - USD ($) $ / shares in Units, $ in Millions		9 Months Ended
	Jan. 10, 2017	Sep. 29, 2018	Sep. 30, 2017	Dec. 30, 2017	Dec. 31, 2016
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Ownership percentage		97.00%	96.60%	96.80%	95.00%
Summit Holdings LP
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Noncontrolling interest elimination (as a percent)		3.00%		3.20%
Common Class A
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)		110,350,594	97,554,278
Number of Summit LP units purchased by Company, newly issued units (in shares)		254,102
Exchanges during period (in shares)			1,255,266
Other (in shares)		1,049,856	1,177,200
Ending balance (in shares)		111,654,552	109,986,744
Common Class A | Follow on Public Offering
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Value of stock issued, net of underwriting discounts	$ 237.6
Common stock issued (in shares)			10,000,000
Summit Materials, Inc. and Summit Holdings, LP
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)		114,040,214	102,705,575
Other (in shares)		1,049,856	1,177,200
Ending balance (in shares)		115,090,070	113,882,775
Summit Materials, Inc. and Summit Holdings, LP | Follow on Public Offering
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Common stock issued (in shares)			10,000,000
Summit Materials, Inc. and Summit Holdings, LP | Common Class A | Follow on Public Offering
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Value of stock issued, net of underwriting discounts	$ 237.6
Common stock issued (in shares)	10,000,000
Offering price (in dollars per share)	$ 24.05
LP Units | Summit Holdings LP
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Number of LP Units outstanding (in shares)		3,689,620	5,151,297
Number of LP Units exchanged (in shares)		(254,102)	(1,255,266)
Number of LP Units outstanding (in shares)		3,435,518	3,896,031

XML

Stockholders' Equity/Members' Interest - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017
Changes in each component of accumulated other comprehensive loss
Beginning balance	$ 1,258,543
Foreign currency translation adjustment	(2,295)	$ 8,172
Liability adjustment		397
Income on cash flow hedges	1,043	368
Ending balance	1,344,860
Summit Materials, LLC
Changes in each component of accumulated other comprehensive loss
Foreign currency translation adjustment	(3,179)	8,498
Liability adjustment		413
Income on cash flow hedges	1,443	384
Accumulated Other Comprehensive Income (Loss)
Changes in each component of accumulated other comprehensive loss
Beginning balance	7,386	(2,249)
Ending balance	6,134	6,688
Accumulated Other Comprehensive Income (Loss) | Summit Materials, LLC
Changes in each component of accumulated other comprehensive loss
Beginning balance	(17,135)	(27,444)
Ending balance	(18,871)	(18,149)
Change in retirement plans
Changes in each component of accumulated other comprehensive loss
Beginning balance	2,364	1,450
Liability adjustment		397
Ending balance	2,364	1,847
Change in retirement plans | Summit Materials, LLC
Changes in each component of accumulated other comprehensive loss
Beginning balance	(6,053)	(7,181)
Liability adjustment		413
Ending balance	(6,053)	(6,768)
Foreign currency translation adjustment
Changes in each component of accumulated other comprehensive loss
Beginning balance	4,637	(3,106)
Foreign currency translation adjustment	(2,295)	8,172
Ending balance	2,342	5,066
Foreign currency translation adjustment | Summit Materials, LLC
Changes in each component of accumulated other comprehensive loss
Beginning balance	(10,022)	(17,790)
Foreign currency translation adjustment	(3,179)	8,498
Ending balance	(13,201)	(9,292)
Cash flow hedge adjustments
Changes in each component of accumulated other comprehensive loss
Beginning balance	385	(593)
Income on cash flow hedges	1,043	368
Ending balance	1,428	(225)
Cash flow hedge adjustments | Summit Materials, LLC
Changes in each component of accumulated other comprehensive loss
Beginning balance	(1,060)	(2,473)
Income on cash flow hedges	1,443	384
Ending balance	$ 383	$ (2,089)

XML

Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017
Cash payments:
Interest	$ 79,367	$ 71,117
Income taxes	3,362	1,841
Non cash financing activities:
Exchange of LP Units to shares of Class A common stock	7,499	34,831
Summit Materials, LLC
Cash payments:
Interest	79,367	71,117
Income taxes	$ 3,362	$ 1,841

XML

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 29, 2018	Dec. 30, 2017
Loss Contingencies [Line Items]
Term of purchase commitments	1 year
Site Restoration Obligations
Loss Contingencies [Line Items]
Anticipated costs	$ 84.0	$ 67.9
Site Restoration Obligations | Other noncurrent liabilities
Loss Contingencies [Line Items]
Site restoration obligation, non-current	24.5	20.5
Site Restoration Obligations | Accrued expenses.
Loss Contingencies [Line Items]
Asset retirement obligation, current	$ 3.9	3.9
Summit Materials, LLC
Loss Contingencies [Line Items]
Term of purchase commitments	1 year
Summit Materials, LLC | Site Restoration Obligations
Loss Contingencies [Line Items]
Anticipated costs	$ 84.0	67.9
Summit Materials, LLC | Site Restoration Obligations | Other noncurrent liabilities
Loss Contingencies [Line Items]
Site restoration obligation, non-current	24.5	20.5
Summit Materials, LLC | Site Restoration Obligations | Accrued expenses.
Loss Contingencies [Line Items]
Asset retirement obligation, current	$ 3.9	$ 3.9

XML

Fair Value - Fair Value Measurements (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Dec. 30, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of debt	$ 4,765		$ 4,765
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of debt			4,800
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of acquisition-related liabilities and accrued expenses - contingent consideration	3,011		594
Acquisition-related liabilities and other noncurrent liabilities - contingent consideration	$ 3,774		34,301
Discount rate	10.00%
Adjustment to contingent consideration	$ 0	$ 0
Cash flow hedges | Interest rate derivatives | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of acquisition-related liabilities and accrued expenses - cash flow hedge	0		488
Acquisition-related liabilities and other noncurrent liabilities - cash flow hedge	0		492
Cash flow hedges | Interest rate derivatives | Term Loan, due 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Term loan borrowings hedged by derivatives	200,000
Summit Materials, LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of debt	4,765		4,765
Summit Materials, LLC | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of debt	4,800
Summit Materials, LLC | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of acquisition-related liabilities and accrued expenses - contingent consideration	3,011		594
Acquisition-related liabilities and other noncurrent liabilities - contingent consideration	$ 3,774		34,301
Discount rate	10.00%
Summit Materials, LLC | Cash flow hedges | Interest rate derivatives | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of acquisition-related liabilities and accrued expenses - cash flow hedge	$ 0		488
Acquisition-related liabilities and other noncurrent liabilities - cash flow hedge	0		$ 492
Summit Materials, LLC | Cash flow hedges | Interest rate derivatives | Term Loan, due 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Term loan borrowings hedged by derivatives	$ 200,000

XML

Fair Value - Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017
Financial Instruments
Current portion of debt	$ 4,765	$ 4,765
Summit Materials, LLC
Financial Instruments
Current portion of debt	4,765	4,765
Level 2
Financial Instruments
Current portion of debt		4,800
Level 2 | Fair Value
Financial Instruments
Long-term debt	1,837,273	1,893,239
Level 2 | Carrying Value
Financial Instruments
Long-term debt	1,828,041	1,832,455
Level 2 | Summit Materials, LLC
Financial Instruments
Current portion of debt	4,800
Level 2 | Summit Materials, LLC | Fair Value
Financial Instruments
Long-term debt	1,837,273	1,893,239
Level 2 | Summit Materials, LLC | Carrying Value
Financial Instruments
Long-term debt	1,828,041	1,832,455
Level 3 | Fair Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	11,137	13,493
Long term portion of deferred consideration and noncompete obligations	25,355	23,834
Level 3 | Carrying Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	11,137	13,493
Long term portion of deferred consideration and noncompete obligations	25,355	23,834
Level 3 | Summit Materials, LLC | Fair Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	8,637	10,993
Long term portion of deferred consideration and noncompete obligations	21,411	17,938
Level 3 | Summit Materials, LLC | Carrying Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	8,637	10,993
Long term portion of deferred consideration and noncompete obligations	$ 21,411	$ 17,938

XML

Segment Information - Financial Data (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018 USD ($)	Sep. 30, 2017 USD ($)	Sep. 29, 2018 USD ($) segment	Sep. 30, 2017 USD ($)	Dec. 30, 2017 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments | segment			3
Number of reportable segments | segment			3
Total revenue	$ 694,661	$ 634,181	$ 1,609,972	$ 1,442,551
Income (loss) from operations before taxes	94,757	(414,046)	71,206	(415,809)
Interest expense	28,889	28,921	86,616	79,876
Depreciation, depletion and amortization	53,494	48,483	149,439	132,374
Accretion	480	486	1,224	1,382
Loss on debt financings	0	0	149	190
Tax receivable agreement expense	0	501,752	0	503,277
Gain on sale of business	(12,108)	0	(12,108)	0
Transaction costs	1,260	2,581	3,817	6,474
Non-cash compensation	5,643	4,724	19,833	14,148
Other	(409)	(200)	(7,316)	(346)
Total Adjusted EBITDA	172,006	172,701	312,860	321,566
Total purchases of property, plant and equipment			183,752	147,478
Total depreciation, depletion, amortization and accretion	53,974	48,969	150,663	133,756
Total assets	3,896,334		3,896,334		$ 3,787,333
West
Segment Reporting Information [Line Items]
Total revenue	367,912	327,917	871,338	746,991
Gain on sale of business	(12,108)
East
Segment Reporting Information [Line Items]
Total revenue	232,777	204,990	525,270	466,222
Cement
Segment Reporting Information [Line Items]
Total revenue	93,972	101,274	213,364	229,338
Operating segment
Segment Reporting Information [Line Items]
Total purchases of property, plant and equipment			177,806	142,483
Total depreciation, depletion, amortization and accretion	53,400	48,350	148,744	131,816
Total assets	3,551,610		3,551,610		3,131,724
Operating segment | West
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	73,916	76,637	151,316	152,856
Total purchases of property, plant and equipment			104,217	64,257
Total depreciation, depletion, amortization and accretion	23,289	18,907	68,029	51,989
Total assets	1,422,966		1,422,966		1,225,463
Operating segment | East
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	58,305	56,397	100,497	99,511
Total purchases of property, plant and equipment			51,968	52,920
Total depreciation, depletion, amortization and accretion	19,429	17,628	54,982	49,939
Total assets	1,229,567		1,229,567		1,035,609
Operating segment | Cement
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	44,299	46,860	82,626	93,328
Total purchases of property, plant and equipment			21,621	25,306
Total depreciation, depletion, amortization and accretion	10,682	11,815	25,733	29,888
Total assets	899,077		899,077		870,652
Corporate, Non-Segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	(4,514)	(7,193)	(21,579)	(24,129)
Total purchases of property, plant and equipment			5,946	4,995
Total depreciation, depletion, amortization and accretion	574	619	1,919	1,940
Total assets	344,724		$ 344,724		655,609
Summit Materials, LLC
Segment Reporting Information [Line Items]
Number of operating segments | segment			3
Total revenue	694,661	634,181	$ 1,609,972	1,442,551
Income (loss) from operations before taxes	94,926	87,919	71,756	88,149
Interest expense	28,720	28,708	86,066	79,195
Depreciation, depletion and amortization	53,494	48,483	149,439	132,374
Accretion	480	486	1,224	1,382
Loss on debt financings	0	0	149	190
Gain on sale of business	(12,108)	0	(12,108)	0
Transaction costs	1,260	2,581	3,817	6,474
Non-cash compensation	5,643	4,724	19,833	14,148
Other	(409)	(200)	(7,316)	(346)
Total Adjusted EBITDA	172,006	172,701	312,860	321,566
Total purchases of property, plant and equipment			183,752	147,478
Total depreciation, depletion, amortization and accretion	53,974	48,969	150,663	133,756
Total assets	3,629,802		3,629,802		3,504,241
Summit Materials, LLC | West
Segment Reporting Information [Line Items]
Total revenue	367,912	327,917	871,338	746,991
Gain on sale of business			(12,100)
Summit Materials, LLC | East
Segment Reporting Information [Line Items]
Total revenue	232,777	204,990	525,270	466,222
Summit Materials, LLC | Cement
Segment Reporting Information [Line Items]
Total revenue	93,972	101,274	213,364	229,338
Summit Materials, LLC | Operating segment
Segment Reporting Information [Line Items]
Total purchases of property, plant and equipment			177,806	142,483
Total depreciation, depletion, amortization and accretion	53,400	48,350	148,744	131,816
Total assets	3,551,610		3,551,610		3,131,724
Summit Materials, LLC | Operating segment | West
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	73,916	76,637	151,316	152,856
Total purchases of property, plant and equipment			104,217	64,257
Total depreciation, depletion, amortization and accretion	23,289	18,907	68,029	51,989
Total assets	1,422,966		1,422,966		1,225,463
Summit Materials, LLC | Operating segment | East
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	58,305	56,397	100,497	99,511
Total purchases of property, plant and equipment			51,968	52,920
Total depreciation, depletion, amortization and accretion	19,429	17,628	54,982	49,939
Total assets	1,229,567		1,229,567		1,035,609
Summit Materials, LLC | Operating segment | Cement
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	44,299	46,860	82,626	93,328
Total purchases of property, plant and equipment			21,621	25,306
Total depreciation, depletion, amortization and accretion	10,682	11,815	25,733	29,888
Total assets	899,077		899,077		870,652
Summit Materials, LLC | Corporate, Non-Segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA	(4,514)	(7,193)	(21,579)	(24,129)
Total purchases of property, plant and equipment			5,946	4,995
Total depreciation, depletion, amortization and accretion	574	$ 619	1,919	$ 1,940
Total assets	$ 78,192		$ 78,192		$ 372,517

XML

Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Thousands	Sep. 29, 2018	Dec. 30, 2017	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 64,930	$ 383,556	$ 287,082	$ 143,392
Accounts receivable, net	301,670	198,330
Cost and estimated earnings in excess of billings	47,629	9,512
Inventories	229,761	184,439
Other current assets	15,690	7,764
Total current assets	659,680	783,601
Property, plant and equipment, net	1,751,810	1,615,424
Goodwill	1,147,588	1,036,320
Intangible assets	18,892	16,833
Other assets	50,832	51,063
Total assets	3,896,334	3,787,333
Current liabilities:
Current portion of debt	4,765	4,765
Current portion of acquisition-related liabilities	14,148	14,087
Accounts payable	140,174	98,744
Accrued expenses	114,257	116,629
Billings in excess of costs and estimated earnings	13,072	15,750
Total current liabilities	286,416	249,975
Long-term debt	1,808,190	1,810,833
Acquisition-related liabilities	29,129	58,135
Other noncurrent liabilities	80,577	65,329
Total liabilities	2,537,464	2,515,612
Total liabilities and stockholders’ equity	3,896,334	3,787,333
Summit Materials, LLC
Current assets:
Cash and cash equivalents	64,930	383,556	287,082	142,672
Accounts receivable, net	301,670	198,330
Intercompany receivables	0	0
Cost and estimated earnings in excess of billings	47,629	9,512
Inventories	229,761	184,439
Other current assets	15,690	7,764
Total current assets	659,680	783,601
Property, plant and equipment, net	1,751,810	1,615,424
Goodwill	1,148,588	1,037,320
Intangible assets	18,892	16,833
Other assets	50,832	51,063
Total assets	3,629,802	3,504,241
Current liabilities:
Current portion of debt	4,765	4,765
Current portion of acquisition-related liabilities	11,648	11,587
Accounts payable	141,480	100,637
Accrued expenses	114,488	116,274
Intercompany payables	0	0
Billings in excess of costs and estimated earnings	13,072	15,750
Total current liabilities	285,453	249,013
Long-term debt	1,808,190	1,810,833
Acquisition-related liabilities	25,185	52,239
Other noncurrent liabilities	121,717	100,562
Total liabilities	2,240,545	2,212,647
Total member's interest	1,389,257	1,291,594
Total liabilities and stockholders’ equity	3,629,802	3,504,241
Summit Materials, LLC | Eliminations
Current assets:
Cash and cash equivalents	(16,252)	(12,372)	(14,572)	(10,666)
Accounts receivable, net	(179)	0
Intercompany receivables	(1,032,976)	(1,058,048)
Cost and estimated earnings in excess of billings	0	0
Inventories	0	0
Other current assets	0	0
Total current assets	(1,049,407)	(1,070,420)
Property, plant and equipment, net	0	0
Goodwill	0	0
Intangible assets	0	0
Other assets	(3,330,364)	(3,003,593)
Total assets	(4,379,771)	(4,074,013)
Current liabilities:
Current portion of debt	0	0
Current portion of acquisition-related liabilities	0	0
Accounts payable	(179)	0
Accrued expenses	(16,252)	(12,372)
Intercompany payables	(1,032,976)	(1,058,048)
Billings in excess of costs and estimated earnings	0	0
Total current liabilities	(1,049,407)	(1,070,420)
Long-term debt	0	0
Acquisition-related liabilities	0	0
Other noncurrent liabilities	(171,318)	(171,318)
Total liabilities	(1,220,725)	(1,241,738)
Total member's interest	(3,159,046)	(2,832,275)
Total liabilities and stockholders’ equity	(4,379,771)	(4,074,013)
Summit Materials, LLC | Issuers | Reportable Legal Entities
Current assets:
Cash and cash equivalents	75,529	370,741	283,331	133,862
Accounts receivable, net	289	0
Intercompany receivables	523,663	573,301
Cost and estimated earnings in excess of billings	0	0
Inventories	0	0
Other current assets	1,758	1,167
Total current assets	601,239	945,209
Property, plant and equipment, net	12,556	9,259
Goodwill	0	0
Intangible assets	0	0
Other assets	3,219,616	2,890,674
Total assets	3,833,411	3,845,142
Current liabilities:
Current portion of debt	4,765	4,765
Current portion of acquisition-related liabilities	0	0
Accounts payable	4,580	3,976
Accrued expenses	42,095	47,047
Intercompany payables	580,768	684,057
Billings in excess of costs and estimated earnings	0	0
Total current liabilities	632,208	739,845
Long-term debt	1,808,190	1,810,833
Acquisition-related liabilities	0	0
Other noncurrent liabilities	3,756	2,870
Total liabilities	2,444,154	2,553,548
Total member's interest	1,389,257	1,291,594
Total liabilities and stockholders’ equity	3,833,411	3,845,142
Summit Materials, LLC | 100% Owned Guarantors | Reportable Legal Entities
Current assets:
Cash and cash equivalents	1,946	10,254	2,199	4,820
Accounts receivable, net	279,071	183,139
Intercompany receivables	509,313	484,747
Cost and estimated earnings in excess of billings	45,732	9,264
Inventories	227,047	180,283
Other current assets	12,986	6,354
Total current assets	1,076,095	874,041
Property, plant and equipment, net	1,678,923	1,569,118
Goodwill	1,089,169	976,206
Intangible assets	18,892	16,833
Other assets	160,131	162,711
Total assets	4,023,210	3,598,909
Current liabilities:
Current portion of debt	0	0
Current portion of acquisition-related liabilities	11,648	11,587
Accounts payable	121,519	89,912
Accrued expenses	85,922	79,372
Intercompany payables	438,378	369,918
Billings in excess of costs and estimated earnings	12,417	15,349
Total current liabilities	669,884	566,138
Long-term debt	0	0
Acquisition-related liabilities	25,185	52,239
Other noncurrent liabilities	213,054	193,801
Total liabilities	908,123	812,178
Total member's interest	3,115,087	2,786,731
Total liabilities and stockholders’ equity	4,023,210	3,598,909
Summit Materials, LLC | Non-Guarantors | Reportable Legal Entities
Current assets:
Cash and cash equivalents	3,707	14,933	$ 16,124	$ 14,656
Accounts receivable, net	22,489	15,191
Intercompany receivables	0	0
Cost and estimated earnings in excess of billings	1,897	248
Inventories	2,714	4,156
Other current assets	946	243
Total current assets	31,753	34,771
Property, plant and equipment, net	60,331	37,047
Goodwill	59,419	61,114
Intangible assets	0	0
Other assets	1,449	1,271
Total assets	152,952	134,203
Current liabilities:
Current portion of debt	0	0
Current portion of acquisition-related liabilities	0	0
Accounts payable	15,560	6,749
Accrued expenses	2,723	2,227
Intercompany payables	13,830	4,073
Billings in excess of costs and estimated earnings	655	401
Total current liabilities	32,768	13,450
Long-term debt	0	0
Acquisition-related liabilities	0	0
Other noncurrent liabilities	76,225	75,209
Total liabilities	108,993	88,659
Total member's interest	43,959	45,544
Total liabilities and stockholders’ equity	$ 152,952	$ 134,203

XML

Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Statements of Operations and Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017	Sep. 29, 2018	Sep. 30, 2017
Condensed Consolidating Statements of Operations
Revenue	$ 694,661	$ 634,181	$ 1,609,972	$ 1,442,551
Cost of revenue (excluding items shown separately below)	471,803	409,545	1,130,596	963,021
Depreciation, depletion, amortization and accretion	53,974	48,969	150,663	133,756
Operating income	108,167	113,911	133,921	163,571
Gain on sale of business	(12,108)	0	(12,108)	0
Income (loss) from operations before taxes	94,757	(414,046)	71,206	(415,809)
Income tax expense (benefit)	20,765	(498,333)	16,249	(497,076)
Net income	73,992	84,287	54,957	81,267
Net income attributable to Summit Inc.	71,289	81,264	53,069	78,820
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	70,037	85,679	51,817	87,757
Summit Materials, LLC
Condensed Consolidating Statements of Operations
Revenue	694,661	634,181	1,609,972	1,442,551
Cost of revenue (excluding items shown separately below)	471,803	409,545	1,130,596	963,021
General and administrative expenses	60,717	61,756	194,792	182,203
Depreciation, depletion, amortization and accretion	53,974	48,969	150,663	133,756
Operating income	108,167	113,911	133,921	163,571
Other (income) expense, net	(3,371)	(2,716)	(11,793)	(3,773)
Interest expense (income)	28,720	28,708	86,066	79,195
Gain on sale of business	(12,108)	0	(12,108)	0
Income (loss) from operations before taxes	94,926	87,919	71,756	88,149
Income tax expense (benefit)	4,499	5,286	3,323	6,543
Net income	90,427	82,633	68,433	81,606
Net income (loss) attributable to noncontrolling interest	0	59	0	(27)
Net income attributable to Summit Inc.	90,427	82,574	68,433	81,633
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	92,484	87,160	66,697	90,928
Summit Materials, LLC | Eliminations
Condensed Consolidating Statements of Operations
Revenue	(1,548)	(1,473)	(4,585)	(4,635)
Cost of revenue (excluding items shown separately below)	(1,548)	(1,473)	(4,585)	(4,635)
General and administrative expenses	0	0	0	0
Depreciation, depletion, amortization and accretion	0	0	0	0
Operating income	0	0	0	0
Other (income) expense, net	132,266	125,484	203,534	203,165
Interest expense (income)	0	0	0	0
Gain on sale of business	0		0
Income (loss) from operations before taxes	(132,266)	(125,484)	(203,534)	(203,165)
Income tax expense (benefit)	0	0	0	0
Net income		(125,484)		(203,165)
Net income (loss) attributable to noncontrolling interest		59		(27)
Net income attributable to Summit Inc.	(132,266)	(125,543)	(203,534)	(203,138)
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	(130,209)	(120,957)	(205,270)	(193,843)
Issuers | Summit Materials, LLC | Reportable Legal Entities
Condensed Consolidating Statements of Operations
Revenue	0	0	0	0
Cost of revenue (excluding items shown separately below)	0	0	0	0
General and administrative expenses	10,951	15,011	45,175	44,718
Depreciation, depletion, amortization and accretion	574	619	1,919	1,940
Operating income	(11,525)	(15,630)	(47,094)	(46,658)
Other (income) expense, net	(132,382)	(126,386)	(204,677)	(204,877)
Interest expense (income)	29,396	28,182	87,924	76,586
Gain on sale of business	0		0
Income (loss) from operations before taxes	91,461	82,574	69,659	81,633
Income tax expense (benefit)	1,034	0	1,226	0
Net income		82,574		81,633
Net income (loss) attributable to noncontrolling interest		0		0
Net income attributable to Summit Inc.	90,427	82,574	68,433	81,633
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	92,484	87,160	66,697	90,928
100% Owned Guarantors | Summit Materials, LLC | Reportable Legal Entities
Condensed Consolidating Statements of Operations
Revenue	668,145	606,046	1,548,960	1,384,956
Cost of revenue (excluding items shown separately below)	452,394	389,716	1,087,150	922,024
General and administrative expenses	46,910	44,373	141,372	131,770
Depreciation, depletion, amortization and accretion	52,213	47,032	145,135	128,851
Operating income	116,628	124,925	175,303	202,311
Other (income) expense, net	(3,019)	(1,569)	(10,563)	(1,561)
Interest expense (income)	(1,882)	(670)	(5,447)	(533)
Gain on sale of business	(12,108)		(12,108)
Income (loss) from operations before taxes	133,637	127,164	203,421	204,405
Income tax expense (benefit)	2,898	4,397	1,481	5,119
Net income		122,767		199,286
Net income (loss) attributable to noncontrolling interest		0		0
Net income attributable to Summit Inc.	130,739	122,767	201,940	199,286
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	130,652	122,555	200,497	198,489
Non-Guarantors | Summit Materials, LLC | Reportable Legal Entities
Condensed Consolidating Statements of Operations
Revenue	28,064	29,608	65,597	62,230
Cost of revenue (excluding items shown separately below)	20,957	21,302	48,031	45,632
General and administrative expenses	2,856	2,372	8,245	5,715
Depreciation, depletion, amortization and accretion	1,187	1,318	3,609	2,965
Operating income	3,064	4,616	5,712	7,918
Other (income) expense, net	(236)	(245)	(87)	(500)
Interest expense (income)	1,206	1,196	3,589	3,142
Gain on sale of business	0		0
Income (loss) from operations before taxes	2,094	3,665	2,210	5,276
Income tax expense (benefit)	567	889	616	1,424
Net income		2,776		3,852
Net income (loss) attributable to noncontrolling interest		0		0
Net income attributable to Summit Inc.	1,527	2,776	1,594	3,852
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	$ (443)	$ (1,598)	$ 4,773	$ (4,646)

XML

Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 29, 2018	Sep. 30, 2017
Condensed Consolidating Statements of Operations
Net cash (used in) provided by operating activities	$ 70,557	$ 132,433
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894)	(371,479)
Purchase of property, plant and equipment	(183,752)	(147,478)
Proceeds from the sale of property, plant, and equipment	18,426	13,290
Proceeds from sale of business	21,564	0
Other	2,660	182
Net cash used for investing activities	(351,996)	(505,485)
Cash flow from financing activities:
Capital issuance costs	0	(627)
Net proceeds from debt issuance	64,500	302,000
Payments on long-term debt	(79,027)	(12,887)
Payments on acquisition-related liabilities	(35,321)	(22,616)
Financing costs	(550)	(5,317)
Distributions from partnership	(69)	(109)
Other	(1,913)	(846)
Net cash (used in) provided by financing activities	(36,765)	516,008
Impact of foreign currency on cash	(422)	734
Net (decrease) increase in cash	(318,626)	143,690
Cash and cash equivalents—beginning of period	383,556	143,392
Cash and cash equivalents—end of period	64,930	287,082
Summit Materials, LLC
Condensed Consolidating Statements of Operations
Net cash (used in) provided by operating activities	70,557	132,895
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894)	(371,479)
Purchase of property, plant and equipment	(183,752)	(147,478)
Proceeds from the sale of property, plant, and equipment	18,426	13,290
Proceeds from sale of business	21,564	0
Other	2,660	182
Net cash used for investing activities	(351,996)	(505,485)
Cash flow from financing activities:
Proceeds from investment by member	15,615	256,667
Capital issuance costs	0	(627)
Net proceeds from debt issuance	64,500	302,000
Loans received from and payments made on loans from other Summit Companies	0	0
Payments on long-term debt	(79,027)	(12,887)
Payments on acquisition-related liabilities	(32,821)	(20,116)
Financing costs	(550)	(5,317)
Distributions from partnership	(2,569)	(2,609)
Other	(1,913)	(845)
Net cash (used in) provided by financing activities	(36,765)	516,266
Impact of foreign currency on cash	(422)	734
Net (decrease) increase in cash	(318,626)	144,410
Cash and cash equivalents—beginning of period	383,556	142,672
Cash and cash equivalents—end of period	64,930	287,082
Summit Materials, LLC | Eliminations
Condensed Consolidating Statements of Operations
Net cash (used in) provided by operating activities	0	0
Cash flow from investing activities:
Acquisitions, net of cash acquired	0	0
Purchase of property, plant and equipment	0	0
Proceeds from the sale of property, plant, and equipment	0	0
Proceeds from sale of business	0
Other	0	0
Net cash used for investing activities	0	0
Cash flow from financing activities:
Proceeds from investment by member	0	0
Capital issuance costs		0
Net proceeds from debt issuance	0	0
Loans received from and payments made on loans from other Summit Companies	(3,880)	(3,906)
Payments on long-term debt	0	0
Payments on acquisition-related liabilities	0	0
Financing costs	0	0
Distributions from partnership	0	0
Other	0	0
Net cash (used in) provided by financing activities	(3,880)	(3,906)
Impact of foreign currency on cash	0	0
Net (decrease) increase in cash	(3,880)	(3,906)
Cash and cash equivalents—beginning of period	(12,372)	(10,666)
Cash and cash equivalents—end of period	(16,252)	(14,572)
Issuers | Summit Materials, LLC | Reportable Legal Entities
Condensed Consolidating Statements of Operations
Net cash (used in) provided by operating activities	(107,736)	(92,840)
Cash flow from investing activities:
Acquisitions, net of cash acquired	0	(24,538)
Purchase of property, plant and equipment	(5,946)	(4,994)
Proceeds from the sale of property, plant, and equipment	0	0
Proceeds from sale of business	0
Other	0	0
Net cash used for investing activities	(5,946)	(29,532)
Cash flow from financing activities:
Proceeds from investment by member	(112,386)	(3,409)
Capital issuance costs		(627)
Net proceeds from debt issuance	64,500	302,000
Loans received from and payments made on loans from other Summit Companies	(60,387)	(10,787)
Payments on long-term debt	(69,265)	(6,874)
Payments on acquisition-related liabilities	0	0
Financing costs	(550)	(5,317)
Distributions from partnership	(2,569)	(2,609)
Other	(873)	(536)
Net cash (used in) provided by financing activities	(181,530)	271,841
Impact of foreign currency on cash	0	0
Net (decrease) increase in cash	(295,212)	149,469
Cash and cash equivalents—beginning of period	370,741	133,862
Cash and cash equivalents—end of period	75,529	283,331
100% Owned Guarantors | Summit Materials, LLC | Reportable Legal Entities
Condensed Consolidating Statements of Operations
Net cash (used in) provided by operating activities	173,597	198,890
Cash flow from investing activities:
Acquisitions, net of cash acquired	(210,894)	(321,340)
Purchase of property, plant and equipment	(156,016)	(137,505)
Proceeds from the sale of property, plant, and equipment	18,257	13,231
Proceeds from sale of business	21,564
Other	2,660	182
Net cash used for investing activities	(324,429)	(445,432)
Cash flow from financing activities:
Proceeds from investment by member	128,001	249,359
Capital issuance costs		0
Net proceeds from debt issuance	0	0
Loans received from and payments made on loans from other Summit Companies	58,052	20,975
Payments on long-term debt	(9,701)	(6,009)
Payments on acquisition-related liabilities	(32,821)	(20,116)
Financing costs	0	0
Distributions from partnership	0	0
Other	(1,007)	(288)
Net cash (used in) provided by financing activities	142,524	243,921
Impact of foreign currency on cash	0	0
Net (decrease) increase in cash	(8,308)	(2,621)
Cash and cash equivalents—beginning of period	10,254	4,820
Cash and cash equivalents—end of period	1,946	2,199
Non-Guarantors | Summit Materials, LLC | Reportable Legal Entities
Condensed Consolidating Statements of Operations
Net cash (used in) provided by operating activities	4,696	26,845
Cash flow from investing activities:
Acquisitions, net of cash acquired	0	(25,601)
Purchase of property, plant and equipment	(21,790)	(4,979)
Proceeds from the sale of property, plant, and equipment	169	59
Proceeds from sale of business	0
Other	0	0
Net cash used for investing activities	(21,621)	(30,521)
Cash flow from financing activities:
Proceeds from investment by member	0	10,717
Capital issuance costs		0
Net proceeds from debt issuance	0	0
Loans received from and payments made on loans from other Summit Companies	6,215	(6,282)
Payments on long-term debt	(61)	(4)
Payments on acquisition-related liabilities	0	0
Financing costs	0	0
Distributions from partnership	0	0
Other	(33)	(21)
Net cash (used in) provided by financing activities	6,121	4,410
Impact of foreign currency on cash	(422)	734
Net (decrease) increase in cash	(11,226)	1,468
Cash and cash equivalents—beginning of period	14,933	14,656
Cash and cash equivalents—end of period	$ 3,707	$ 16,124